Williams' chief executive has a reputation in some quarters as a ruthless, cold automaton. But that doesn't do him justice, says Andrew Davidson. Even so, he must yearn for a bit of the press popularity enjoyed by his chairman, Sir Nigel Rudd.
Roger Carr, chief executive of Williams, is what you might call a very still interviewee. He places his hands on the table in front of him, one on top of the other, much as he does in his annual report photo, and barely shifts them. He sets his head slightly forward, staring at you through wide, round glasses which slightly shrink his dark eyes, and rarely moves it. His greying hair, parted on the right, is so well brushed that not a strand appears out of place. His answers, courteous, lengthy and meticulously worded, leave little room for prevarication. His tone, firm and evenly modulated, never wavers. If you were stuck in the middle of precarious negotiations with him, his whole demeanour would probably scare you half to death.
Of course, no one expects a global group the size of Williams, with nearly £2 billion in sales and a vice-like grip over the security and fire protection markets, to be run by a flamboyant boulevardier. But Carr, a former computer programmer who worked his way into Williams via Boots, Honeywell and Ley's engineering group, has a stillness and firmness of purpose that sets him apart. It is a manner which has given him a reputation as a rather cold-eyed operations man, a systems and numbers specialist who made his name heading Williams' special operations outfit back in its conglomerate days, when his team would bowl into new acquisitions in their black BMWs and strike terror into the hearts of the incumbent management. It is, however, a long way from the whole truth about the man.
But reputations stick, especially as Carr is not someone who courts publicity.
He leaves the gladhanding end of Williams' work to his better known chairman, company founder Sir Nigel Rudd, while he concentrates on building the group and squeezing performance out of the company subsidiaries. The two men, both 51 this month, are firm friends, and have a complementary approach that clearly benefits Williams: Rudd the genial strategist, now an industrialist of some renown, and Carr the quiet organiser and determined profit chaser, who has emerged to replace Rudd's original partner, fellow Williams' founder Brian McGowan. As a team, they have built a fairly loyal City following ever since Williams' first dash for growth in the early '80s as an engineering and manufacturing conglomerate. They have never stopped buying and selling companies, reshaping their group with a focus on fire protection (Kidde), security (Yale) and home improvement (Cuprinol, Hammerite and Polycell, among others), and they have survived setbacks such as Williams' failed £764 million bid for Racal in 1991. In February this year, they finally exorcised that ghost with a surprise £1.3 billion bid for the British security giant, Chubb, spun out of Racal after the earlier takeover attempt. Some in the City felt they paid too much. It is now up to Carr in particular to prove them wrong.
The Chubb bid was, he admits, a long time in coming. 'There was no other business where there was a fit with economies of scale: our range of products was complementary, our geographic strengths were complementary - they were strong in Britain and the Commonwealth, we were strong in North America.
Chubb was always a golden opportunity.' Even so, the bid received a cool reception among investors. Williams' shares fell 30p on the day it was announced, an indication, perhaps, of how little the City likes being taken by surprise (the company had previously said it was following a policy of making small, bolt-on acquisitions).
The shares have more than recovered since, after Carr and Rudd wore out a bit of shoe leather explaining what they were up to, but doubts linger.
Is Williams buying growth rather than achieving it organically? Should it have paid so much for a company it could have got for less six years earlier?
In the end, says Carr, commercial logic dictated the bid. The opportunities to use cross-branding and cross-distribution as a driver for growth were too good to miss. 'Both companies saw the consolidation of the security industries and both saw the need to create a global business. The timing was also relevant. Their chairman had reached 70 and was retiring.' And given that the chairman and three senior executives walked off with over £14 million between them from pay-offs and share options after the sale went through, it is perhaps understandable that it was a very amicable takeover. Too much money? Carr's stare never wavers. 'If people have a contract of employment and we do not see them continuing in the business, then our attitude is to honour those contracts. If people have investments in the company which result in them making money because the company is taken over, that is not unreasonable either.' And plenty of others, he adds, would have been prepared to pay the price for the company. Would he make as much if Williams was taken over? Not a hint of a smile flickers over Carr's face. 'It depends how much Williams was bought for. At the moment, I would think it would be rather an expensive acquisition to make.'
You have to hand it to Carr: he is a master of the deadpan delivery.
Rudd, laughing, says this is because he takes his business 'very, very seriously'. Those who know Carr well say he is actually rather different outside the office, warmer and funnier than he ever allows himself to be at Williams. Colleagues always rib him over his reputation for being either 'chilling' or dull - two years ago the Economist cited him as the standard-bearer for 'Britain's boring new bosses', the greying, bespectacled accountants taking over from the previous wave of buccaneers. Never mind that Carr is not an accountant, and that his friends attest that he is one of the friendliest and least pompous bosses you can encounter. It comes back again to that extraordinary stillness. He never seems to waver.
No emotion is revealed. 'If Roger ever stopped work,' says Sir Robert Clark, chairman of Thames Water, on whose board Carr sits as a non-executive director, 'I think he could probably make a fortune playing poker.'
Carr was brought up in Nottingham, an only child, the son of an ambitious mother and an easygoing father who ran the local Ford vehicle distributor.
He says he gets his thoroughness and attention to detail from his businessman father and his drive and energy from his mother. 'She is a very strong woman, very determined,' he says, 'and, as I was her only child, I was obviously the focus for her hopes and aspirations.' Despite being academically able, he abandoned plans to go to university after his father died and instead joined Boots straight from school as a computer programmer. Later he was poached by Honeywell. Boots sent him to read business studies at Nottingham Polytechnic. Honeywell sent him into many of Britain's largest companies, helping to install mainframes and write the basic applications, working with star salesman Peter Rigby (who went on to create the Byte superstore chain and make a £250 million-plus fortune). 'It was a very good place for developing people,' he says. 'The accelerated growth rate provided individuals with enormous responsibilities at an early age.' And the more he saw of how British companies worked, and of how US firms like Honeywell had moved ahead, the more he itched to get into management himself.
He says: 'Gradually the technological side became of less interest to me than how the organisation worked.' He could see his industry was accelerating to a point where it was going to change fundamentally again, with the introduction of the PC, and decided if he was going to leap, now was the time. He was married, his daughter was a baby so he could still move around easily. Others who knew him then suggest that Honeywell, which rated him highly, wanted to transfer him to America but that he was reluctant to go, partly because he felt it would be tough for his mother to lose her family abroad. When he got an offer from Midlands-based engineering group Ley's, he took it.
A big leap? 'Yes,' he says. 'But I wanted to broaden my experience and rise into something more basic in industrial terms, and it was the ideal time. The computer industry was going to change. I was in my early 30s.
I gave it a lot of thought. In the end I made the decision with a positive mind-set, I was committed to the new course.' He joined as commercial director and walked straight into one of the worst recessions experienced by the motor trade.
Surely that was a shock? 'It wasn't bleak,' he says finally, 'it was just very...' he searches for the right word, '...challenging.'
Well, that's one way of putting it. Ley's, one of Europe's leading foundries supplying nearly all the major motor manufacturers, had been built up by three generations of the same family. As the recession bit deep, it became clear to Carr that Ley's needed radical changes which the family were not prepared to make. Just as he had finished a paper on the subject for the board, he was told it was too late. The company had been snapped up by a Derby accountant, Rudd, running a takeover vehicle that none of the directors had ever heard of, Williams Holdings.
Rudd, when he read Carr's paper, was impressed. 'Roger was the only person there who had any idea how to get the business out of trouble,' he says.
He put Carr in charge of implementing his own plan. 'It proved successful,' says Carr, 'and the relationship just developed from that day.'
So, for a number of years, as Rudd and McGowan added new businesses to the group, building it into a sizeable conglomerate, Carr dashed round from company to company, applying the same principles he had learnt at Ley's, to the new acquisitions. As many of the companies were going bust, the problems were formidable. Carr's brief was to improve performance, integrate the new companies into the group, and move on, leaving good management in place. Inevitably, it involved a fair degree of sacking and retrenchment, actions which Carr never flinched from taking and which earned him the reputation of being Rudd's 'hard man'. Did he worry about being unpopular? No, he says, change had to happen, and often it was easier for an outsider, unburdened by history, to implement it.
Even so, it takes a special kind of resolve to walk into workplaces and just turn them upside down, time after time. Carr estimates he has overhauled between 30 to 40 businesses in this way, without losing a single day to industrial action. The key to doing it, he says, is not just analysing what is going wrong, but communication. 'The first three months are the most important. You have to tell people what is expected from the business, why we bought it, what we perceive to be the strengths and weaknesses, what we will do in the first 30 days and the following 60. That method has not varied. I spoke to 150 of the senior management of Chubb on the first working day we owned the company. I think if you are clear and open you overcome all the difficulties of people being uncertain and insecure.
It's the best way to make progress.' Rudd backs him up. 'Roger is always absolutely straight. He is the best kind of person to work with. The worst are those who say one thing to you, and then something different to someone else. He never does that.'
As Williams grew, so the quality of the businesses it bought changed, giving Carr better material to work with, enabling the drive for profitability and expansion to quicken further. By the '90s, it was clear that Rudd, McGowan and Carr were operating as a triumvirate, even if Carr got few of the headlines. Carr describes the personal chemistry between the three men as the 'bedrock' of Williams' early success, with Rudd providing the entrepreneurial flair, McGowan the financial skill and City connections, while he stuck to the operations side. 'We each played to our particular strength, and didn't try to play to others,' he says. Eventually, though, especially after Williams' acquisition spurt ground to a halt on the failed bid for Racal, the company had to settle for organic growth and a more conventional corporate structure. There was only room for one chief executive and one chairman, and McGowan stood down, ostensibly to retire (two weeks later he was back in the City as chairman of House of Fraser).
Did Carr ever resent not getting enough credit for what was going on at Williams in those days? No, he says quietly, running the business was all-consuming and it was appropriate that the two founders of Williams dealt with the press. Others who have worked with Carr say that his relationship with McGowan was never as good as with Rudd, and that it was inevitable that one of the three would be forced out as the company tightened its focus. Rudd, laughing, acknowledges that McGowan's habit of off-the-cuff remarks to the press used to infuriate Carr who would never have stayed if McGowan had become chairman. The three are still friends, however.
According to Rudd, McGowan has just bought a house near Carr's holiday home in Portugal, and is always threatening to 'come round and borrow some sugar'.
Certainly, Carr's profile has leapt since McGowan left. One City banker says that if you look at what Carr has achieved recently, he is currently one of the handful of really top-class chief executives operating in this country. Rudd goes further and says that in his opinion he is on a par with anyone. But a lot of Williams' recent financial success has been driven by disposals. Rudd and Carr have gradually whittled down Williams' vast range of interests - engineering, electronics, DIY, fire protection, security, and others - to concentrate on the areas with the greatest potential for global growth and profitability. Now everyone is looking to see if Williams' management can produce top-notch organic growth as well.
As you might expect from someone who cut his managerial teeth in the computer business, Carr describes the background to the newly focused strategy in ruthlessly logical terms. 'We looked at where growth was greatest, where barriers to entry were higher, and where our brands were strongest, where the businesses were international and had products that wouldn't go out of fashion. Fire and security fitted that bill very well.' And home improvement products seemed too good to sell. In the meantime, other parts of Williams have been spun off, sold to their own management if possible, with the group maintaining a stake. It is a policy that has worked out well for Williams, enabling the company to benefit from extra chunks of profit each time an MBO toddler is sent out into the world for flotation and possible takeover. It is also crucial to maintaining relations inside Williams, says Carr, showing that managerial loyalty and commitment can be reciprocated, and that subsidiaries won't just be slung out to the highest bidder.
It is a sense of fair play that has earned Carr respect from many of his senior managers. He is not, by reputation, always an easy man to work for - he hates failure, and when he gets angry, says one, he doesn't lose his temper, he becomes frighteningly cold - but he has a way of bonding people tightly to the corporate purpose. Mike Davies, who worked for Carr for 10 years and is now chief executive of Newmond, Williams' former UK building products division sold to its management last December, says that, in his own way, Carr is actually a very charismatic manager. 'He instils a terrific sense of loyalty. He is probably the most demanding manager I have ever worked for, but what this develops in people is an enormous desire not to disappoint him. And it is extraordinary how far down the organisation he can reach. People who only see him at a conference can pick up this rapport.' And for an analytical man, says another, he is actually very good with people. He is always to be seen chatting to colleagues' spouses and children at social events. And he's certainly not flashy: he drives a Range Rover, has a home in Leicestershire and a flat in London as well as the house in Portugal, but no one is quite sure what else he spends his £654,000 salary on. He has been married to Stephanie for 25 years, his daughter is finishing Cambridge University, and his weekends are filled with tennis and golf. Otherwise he just gets on with the job. Most who know him well say they are not sure what drives him, but he has never allowed his ambition to turn him into a callous or unfeeling manager.
All of which makes his press image as a ruthlessly cold automaton even stranger. Certainly others find his unflappability unnerving, but it does have its advantages. When the City balked at the bid for Chubb, Carr never flinched, say his advisers. He just took it all in, and worked his way round the institutions. By the autumn, the share price had more than bounced back and nearly all the brokers' reports on Williams' interim results - first half sales up 6.4% to £930 million, profits before interest and tax up 8.9% to £132 million, margins at 16% - were headed Buy or Hold.
'The great thing about Roger is that he doesn't get distracted when things get tough,' says Robert Swannell, vice chairman of J Henry Schroder and Co, which has worked with Williams since its early days, 'and he doesn't lose sight of the ultimate objective.'
That objective, of course, is to keep driving Williams' profits up in a global market where they are now competing against the likes of ADT, Ingersoll Rand and Secom. With a post-Chubb debt burden of around £850 million and hints that Williams would like to buy back some of its own shares, Carr is expected to start selling again soon to raise cash. Speculation suggests that the home improvements arm, which two years ago was Williams' largest division and last year brought in an operating profit of £86 million on a £612 million turnover, will be first to go. Carr insists he will not be bounced into a sale but admits, since the press first wrote the story, he has been inundated with offers, for all or part of the business.
Will he sell? He avoids the question. 'Home improvement still represents 23% of the group's sales. It is not a corporate orphan. It simply has less growth characteristics. If you are to take the logical extension of the pathway we are on, then selling is an option, but it is only one of them.'
Does he ever want to be chairman? He looks slightly taken aback by the question. 'No, Nigel and I are as strong now as when we met 15 years ago.
While he is alive I cannot ever imagine being chairman here. He has developed on a broader stage to become a substantial industrialist, and the connections he has made have been very helpful in importing knowledge into Williams.' But wouldn't he like to be seen as a substantial industrialist too? 'They are not the motivations which drive me,' he says. 'I enjoy the role of chief executive too much. This job is more exciting that it ever was in the '80s. To have responsibilities for a group of businesses with the mix of quality and geographic spread that we have, and the potential within them, is a very exciting opportunity.
As a manager, one can ask for nothing more.' And he gives me a look of such calm sincerity, that you couldn't doubt it.
Biographical Notes 1946
Born 22 December,
Educated Nottingham High School, and Nottingham Polytechnic
1964 Trainee computer programmer, Boots
1967 Computer programmer, Honeywell
1978 Commercial director, Ley's engineering group
1981 Head of special operations, Williams Holdings
1988 Group managing director, Williams Holdings
1994 Chief executive, Williams Holdings
1997 Chief executive, Williams (formerly Williams Holdings)
What People Say
'Roger is always absolutely straight. He is the best kind of person to work with. The worst are those who say one thing to you, and then something different to someone else. He never does that. And he is very analytical. He shows superb attention to detail and really knows what drives a company.' Sir Nigel Rudd, chairman, Williams
'The key thing is the analytical quality of his mind. He always gets right to the heart of the problem, and is very good at working out solutions. He is also a man of some presence. I would happily invest in any company he was running, and I don't say that about every businessman I meet.' Sir Robert Clark, chairman, Thames Water
'Roger is superb to work with - he sets out his objectives with absolute clarity, tells you what he expects from you and then lets you get on and do it. There is no fudge, fuss or ambiguity.' Robert Swannell, vice chairman, J Henry Schroder and Co
'Roger's capacity for detail is huge, he has got a great memory, and he manages to use that detail to communicate back to people that he has zeroed in on the key issues. I have travelled the world with him, and his command of the issues, his memory for the people and for exactly what was said last time around instils an enormous sense of respect.' Mike Davies, chief executive, Newmond.