When Deals Fall Apart, the Real Obstacle Is Often Inside the Building
Published on 08/18/2026 at 01:20 | Redaktion boerse-global.de
The collapse of a major corporate transaction is rarely a simple story of two sides failing to agree. More often, the decisive friction comes from within — from stakeholders who were never brought on board, from approval chains that grind progress to a halt, and from leadership teams that cannot present a united front.
That is the central finding of an analysis published in the September 2026 edition of Harvard Business Manager. The report argues that internal organisational conflict, rather than tough negotiating tactics, is what derails a surprising share of large-scale projects and strategic deals.
The lesson is playing out in real time across several high-profile cases in Europe.
Furniture Merger Under Scrutiny for Premature Coordination
One of the most striking examples involves the proposed acquisition of furniture retailer Porta by rival XXXLutz. The European Commission has opened an investigation into whether the two companies engaged in so-called "gun-jumping" — coordinating their behaviour before regulators gave the green light.
The deal was announced in January 2025. The Commission now wants to know whether the firms aligned supplier terms or conducted joint negotiations ahead of formal approval.
If the allegations are substantiated, the penalties could be severe: up to 10 percent of each company's global annual turnover. Both XXXLutz and Porta have denied any wrongdoing. Yet the case serves as a cautionary tale about how carefully internal coordination between deal partners must be managed to stay within competition law boundaries.
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Bank Sale Hinges on Management's Blessing
The role of internal backing is equally visible in the potential reshaping of Europe's banking sector. In mid-August 2026, the German government signalled it would be open to selling its 12.7 percent stake in Commerzbank to Italy's UniCredit.
But there is a catch. Berlin wants to see a joint strategy presented first — and, crucially, the explicit support of Commerzbank's own management team.
Should the sale proceed, UniCredit's stake could climb above 60 percent. Commerzbank shares were trading near the €40 mark as the news circulated. The episode underscores how the stance of an acquired company's leadership can tip the balance in market-moving transactions.
Due Diligence Grows More Demanding — and More Digital
The internal vetting of deals is itself becoming a heavier lift. A study by consultancy Alvarez & Marsal, based on a survey of 83 private equity professionals across Europe in the first quarter of 2026, found that 79 percent cited operational complexity as the main driver for conducting a detailed operational due diligence review.
Firms are responding with technology. The survey found that 70 percent of respondents now use artificial intelligence in their due diligence work. The adoption rate among tier-1 funds is also 70 percent, but mid-sized funds lag well behind at just 30 percent. Eight in ten experts said they view AI as a significant value driver for future transactions.
Factory Floor Frictions Show the Cost of Internal Inefficiency
Internal structural problems are not confined to the boardroom. At Volkswagen's plant in Hanover, the financial toll of operational inefficiency has become stark. Factory costs per vehicle at the site have at times reached five-figure sums, against an industry benchmark of roughly €3,000.
Production at Hanover has fallen from 200,000 units in 2017 to 113,500 vehicles in 2025. Over the same period, Ford sold around 200,000 vans while Volkswagen managed 120,000. The division posted a return of just 3.3 percent in the first half of 2026 — well short of its 6.5 percent target.
Those internal imbalances complicate any strategic overhaul and fuel resistance from worker representatives. In mid-August 2026, Lower Saxony's state premier, Olaf Lies, met with site representatives to press for viable solutions that would prevent plant closures lacking a clear future outlook.
