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Instructing The Artwork Of Negotiating Enterprise Offers


It’s best to be nice when negotiating a business deal, but it’s also OK to be aggressive in pursuing your interests—as long as you back up your position with facts.

“If you’re a seller and your price seems high, but it’s justified in some way, with market comparables or other information, it’s easier for the other party to at least understand your number, so they’re not as likely to get mad and walk,” says Kevin P. Mohan, a senior lecturer at Harvard Business School.

“If you can explain why you’re making a reasonable request and deliver it with a smile, hopefully you can keep the other person in the room and see what happens next.”

Mohan—former managing director and now senior advisor of $15 billion VC and private equity firm Summit Partners—teaches this deal-making tactic along with many other key negotiation strategies in the courses Negotiations and Deals.

Both courses stress what corporate leaders learn from experience, that a manager’s success depends largely on keen negotiation skills, whether the manager is trying to seal a deal with customers, seek funding from investors, or resolve internal conflicts.

In the Negotiations course, students not only analyze a number of case studies, but also participate in a series of negotiation exercises that give them hands-on practice with a variety of deal-making scenarios, allowing them to experiment with different approaches and see which ones are ultimately most effective.

One common takeaway: People’s perceptions of their negotiation strengths and weaknesses are not always on target.

“People come into the course with this idea that they’re too aggressive—or on the opposite end, they think they’re too quiet and shy—and both want to improve the way they handle themselves in their negotiations,” Mohan says. “After seeing their results as compared to their peers over a few negotiations, sometimes they realize they are just fine. Other people come in thinking they are fine and find out they are too passive or too aggressive.”

Students learn that it’s important to keep their emotions in check in many cases, but at the same time, successful negotiations often require finding the right balance of approaches. It can be revealing to discover that expressing intense emotions during negotiations—even anger—can be effective in certain situations.

“The students find out that maybe it’s OK to be angry sometimes,” Mohan says. “It can work.”

In one exercise, Mohan divides his 60 students in 30 pairs, giving them all the same data and preparation materials in negotiating the sale of a piece of property. Eyes are opened when Mohan shares the results and the students see how well they fared price-wise compared to others.

“It opens people up to, ‘Gee, maybe I should try different things,'” he says.

And that’s the nice thing about testing out negotiating skills in a classroom setting: Mohan assures his students it’s OK to experiment and even to fail.

“This isn’t the real world, and you should feel safe enough to try some things out to see what works,” he says.

The negotiation exercises become increasingly complex, involving multiple parties with varying interests. For example, when a chief financial officer and a marketing person are involved in negotiations, the CFO is naturally focused on keeping costs down while the marketing executive is looking for a successful campaign outcome.

Some students blatantly voice their interests across the bargaining table, while others are more guarded—and they learn through the process of getting to a deal how much information it makes sense to share along the way.

If it’s unclear where the selling price should ultimately land, the first number mentioned in a negotiation often has a big impact on subsequent talks. It’s nice to get the benefit of that “anchor” if the number is in the right ballpark, but if you’re unsure what the range might be in a likely outcome, it can be a mistake to blurt out a figure too soon.

“If you don’t have a good sense for the “zone of possible agreement,” you can anchor in the wrong place and end up with a suboptimal outcome,” Mohan says.

Asking a lot of questions—especially the right questions—is part of the deal-making process.

“Early on, they may think that they understand the other side, but sometimes asking a question once is not enough,” Mohan says. “You often need to explore the other side’s interests and true alternatives more deeply, or things can go wrong. We get people to think about what their mindset is and also the fact that other people might have another mindset.”

Students also learn not to get snowed by certain tactics that are used by the other party. For instance, the class works on a case in which a banker is selling a business and the student is the potential buyer trying to understand the competitive dynamics and decide on the right bid.

“Bankers are famous for saying, ‘We have a number of offers in order to get a bidder to pay more.’ But in second grade you learn that ‘one’ is also a number,” Mohan says. “If you’re the only bidder or the best bidder, you probably don’t have to raise your offer.”

Most of the classroom negotiations involve pursuing a potential deal that benefits both parties—although in real life, getting to a deal is not always possible. Mohan says in the corporate world, those involved in negotiations often need to ask themselves whether they are talking to the “right other side.” He recalls a time in his own corporate career when “we spoke to 10,000 entrepreneurs a year to get to 10 deals.”

So negotiators need to sift through prospects quickly, constantly asking themselves: Should an additional counter-party be present? Or should I blow off this person and find someone else to negotiate with? It’s important to figure out fast whether there’s a “zone of possible agreement”—a good deal that works for both sides.

“If not, you need to move on because otherwise you’re wasting your time and someone else’s time. Finding the right party to negotiate with is often more important than working with the parties you have.”

At times an executive can determine during a five-minute conversation that a good deal is or isn’t likely to see the light of day. Or, it can take years to figure it out. In situations that take a long time to develop, it’s easy to fall prey to “the fat file syndrome,” getting too deeply entrenched in trying to make a shaky deal work because of the time and energy invested in it.

“Sometimes your partners need to tell you it’s not going to work because you’re too personally invested,” Mohan says. “You think it should work and you start to downplay the problems because you want it to work.”

Letting a project that you’ve worked on for a long time go can be difficult, but Mohan tells his students that sometimes it is for the best.

“It’s never too late to call off a deal. Do your work, but in the end, if it shouldn’t happen, you don’t want to go through with it,” he says. “Sometimes you think [later], ‘Thank the Lord we missed that one.'”

Mohan, who recently completed his second year of teaching, noted that colleagues including professors Deepak Malhotra, Guhan Subramanian, and Andy Wasynczuk designed the courses and helped shape Mohan’s classroom discussions and goals.

Mohan’s students get a lot out of the courses because, after all, negotiation skills are crucial both in the business world as well as in people’s personal lives when they look to buy houses or cars—or even get along with friends and spouses.

“Students are at a stage in life when they are facing some important negotiations, and often working alone,” Mohan says. “They’re negotiating their job offer or they have a startup and are negotiating with investors. So these lessons strike home.”

About the author:  Dina Gerdeman, a frequent contributor to Working Knowledge,  is a writer based in Mansfield, Massachusetts.


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