Each of the functions, divisions and countries need to be put together. The leadership put in place, aligned and strategy agreed. Integration plans are to be pulled together for each area, and a clear understanding of what will happen laid down, nothing must fall through the gaps.
Integration teams for each of the functional areas need to be set up and work within and across boundaries ensuring dependencies are identified, communicated and clearly understood.
Interface points and regular cross functional meetings must be part of the functional plans in addition to being a monitoring process. Synergies and changes are delivered through the functional and business integration plans.
Sales & Marketing
To ensure enhanced growth following Day 1 sales and marketing plans must be in place with, branding, materials, and training.
Again this requires a detailed understanding of how the businesses are operating currently and how the new business needs to operate in the future.
Customer analysis to avoid customer overlap, or, customer loss and identify cross sell and up sell opportunities. How to enhance customer experience and portfolio growth with new larger business.
Product analysis to identify opportunities for more efficient manufacturing, new product development (and route to market) and cost/pricing strategy.
Potential sales force and sales support restructuring. How to seamlessly manage customer contacts and sales orders.
Marketing Strategy development by reviewing Channels, Alliances, & Partnerships. Retention or deletion of existing brands. New market entry or, market exits, improvement of market share.
Communication of marketing strategy changes to stakeholders and what it means for them.
Competitor response assessment, and potential impact on marketing strategy delivery.
Synergy Analysis of Sales and marketing systems and processes.
The people aspect of the integration filters across all the other parts and is key to deal success and long term business success, it is as simple as treating your people with respect.
But, it does also include a few more things.
The integration team will be designing the organisation, sizing head count and redeploying employee. Key people need to be identified and retained. HR process should be aligned to the newly combined organisation’s new values and strategy.
Looking to each individual, reviewing employee contracts, leveraging scales in employee benefits and harmonising bonus’s.
Integration the HR organisations, align and optimise the HR process and policies. Do cost vs benefit analysis for the HR systems, prioritise and create a plan.
M&A Integration HR Review:
- HR Service Delivery and Payroll
- HR Technology
- Sourcing and Recruitment
- Employee Health and Safety
- HR Readiness and Workforce Transition Management
- HR Metrics
- Communications and Employee Experience
- Employee Engagement
- Employee Relations
- Talent and Performance Management
- Training and Organizational Development
- Total Rewards: Compensation, Benefits and Retirement
Leadership clarification & communication
Review organisational charts pre and post deal, prepare organisational charts for Day 1 communications, review peoples incentives and prepare contacts, plan how to communicate with each individual about their personal situation, plan how to communicate with subordinates should management change and when to do these communications, think about when to deliver these activities, not too early in the deal process, but get them in place so we are good to start running the business on day 1
Do we have the right number of people, right skills, in the right place, then doing a selection and getting remove people, get the right people in the right place. identify key people and retain them.
Ensure the integration is correctly resourced to deliver all changes and synergies.
Capability or Knowledge Transfer
Review and asses capability needed in the new organisation given the new process, systems and targets. Understand profit improvement due to capability transfer, we want to take knowledge, ways of doing things, capability from one company to the other. Develop knowledge transfer from areas with high knowledge or capability to other area’s.
Identify Valuable Capabilities in company B, understand the importance of each capabilities, understand number of interactions needed & transfer time to achieve this.
Understand company A’s readiness to change or absorb new capabilities, review KPI before and after to show improvements in A, review willingness to co-operate and review loss of B capability over time due to the merger, plan to protect these capability.
HR Support Services
Review support and ensure consistency across the timescale of the deal, especially across Day 1 and large internal changes.
- Establish a new baseline for service levels for all areas
- Consolidate repairs, spares, maintenance functions
- Review call centres and take appropriate action
- Integrate after-sales data sources.
HR: Cultural Aspects
We have been comparing the companies in what they do, we should also understand and compare how they work. Enabling us to decide where we want to drive the organisation and what are the key issues to focus on.
Using this too in meeting to enable discussion and openness around the way we work and how we should work in the future.
Prepare survey and workshops, Define Survey Participants, Survey validation meeting Location 1 (1day), Finalise benchmark survey, Translate survey, Managers complete & return survey, Provide contact point for questions, queries and chase returns, Prepare presentations and report output, Collate results and populate report, Draft report validation, Final presentation and report
M&A Integration Communications
With plans made in each area, the communications plans need to be created. Communication channels to all stakeholders developed checked and activated.
Communication guidelines detailing how (medium), what (consistent script and Q&As) and who (first level or senior level management) will be delivered as well as feedback process.
People need to be fully engaged in the business and the integration with a focus at this stage specifically on Day 1.
Governance and RACI interim processes must be clearly communicated internally and where required externally (banks, etc.).
Communications are about retaining people, reducing uncertainty, delivering the business day to day and changes to it, ensuring customers and suppliers understand and the deal is seen as a success on Day 1, Day 180 and beyond.
Define responsibilities for each message and area, audience, develop a timeline, based on key events and stakeholder needs, channels, messages,
Coordinate messages and deliver them consistently, treat all stakeholders as intelligent individuals, tell them that you don’t have all the answer but that you are working on them, select appropriate spokespersons, feedback mechanism
Customers: How to keep customers, provide customers information about company products, so they stay
M&A Integration Finance
Define the current and to be organisations, the data that needs to be consolidated and agree by when. Review what is centralised, de-centralised, where there are shared services and where this should be extended, review in-source and outsource, consolidate finance.
- Establish interim and end state reporting process for management information.
- Identify synergies
- Ensure financial control
- Define current and future state data and systems needed
Treasury, Tax & Legal
Understand what interim state and end state are for treasury, tax and legal are whilst understanding the work needed on the integration.
Review the cash position and all contracts that need to be checked not only the form but the content. Mitigate legal and insurance impact of the integration. Review legal agreements.
M&A Integration Technology (IT)
Systems road maps to be pulled together, showing what works today and what the end state should be. With a review of current cost, future cost and the cost to get there. Consolidation of software and data to enable savings.
Ensure the lights stay on after purchase and enable all Day 1 critical items. Understand all the synergies to be delivered across the business and provide the IT to enable them.
- Identify cost saving opportunities
- Enable short term operational needs
- Create infrastructure map
- Establish data requirements across the whole business
- Define support needed by the business
- Create an IT strategy for the newly combined business
M&A Integration Supply Chain
- Plan and deliver synergies
- Understand integration disruptions
- Create interim state and end state scenario and integration plans to achieve them
- Develop a combined business supply chain plan or strategy
- Review systems and data
- Revenue: customer orders, new products, new markets and geographies.
- Operating expense: procures goods and services, supply chain efficiency, operating margins.
- Capital expenditure: physical assets e.g. manufacturing plants, telecom network assets, warehouses and truck fleets, cash outflow
- Working capital: speed of raw materials to cash in the bank
M&A Integration Manufacture & Production
- Understand and control current spend
- Map facilities and implement rationalisation
- Optimise combined workforce
- Consolidate production
- Review systems
Transport & Logistics
- Drive cost savings across the new network
- Create integration plan for the new business
- Do customer analysis and set channels
- Create integration plan and rationalise combined logistics network
- Evaluate disruptions that will be caused by the integration
- Evaluate suppliers
M&A integration Procurement
Review and control all major expenditure, whilst supplying information to the integration for baselining. Rationalise the supply base and implement strategic sourcing.
Implement spend analysis, do an opportunity assessment, create interim state and end state models for the procurement function, write a business case for this, gain approval and implement.
Work may include reviewing:
- Major contracts
- CAPEX related to integration projects
- Standardization of T &Cs
- Procurement department integration
- Map current process and create end state
- Prioritise quick wins
- Pricing models
- Data sharing and communication
- Current and future purchasing volumes
- Qualify suppliers, create preferred supplier list
- Implement pricing and volume leveraging opportunities
- Review potential volume changes through product change
- Build a total cost model across the whole supply chain
- Complete supplier negotiations, implement agreements
Review all facilities, documenting, mapping and analysis them in readiness for rationalisation. Align and optimise employee to go with the facilities. Through comparison across the whole new organisation bring best practice to all, whilst using appropriate technology to enable synergies and efficiencies. Plan interim and end state with plans, cost and benefits.
Review insource and outsource, differences service levels, and determining how aggressively to pursue office or facilities consolidations.
These plans will be impacted by the sales and marketing (growth) plans, product rationalisation and inform procurement synergies.
Review of real estate portfolio and leases, how property is managed and space planning.
Basic items such as mail service, building access and security should be reviewed, along with telephone answering scripts, signage and business cards.
Finalise and approve the integration budget for consolidation of the HQ and timescales. Set the leadership style for the new organisations and decide how HQ will interact with the functions, divisions and counties.
The new strategy will be rolled out and organisation structure designed. High level communications are planned and implemented.
Exert control over R&D to deliver business benefit and fast improvements. Document research and development research and implement rationalisation opportunities. Understand the assets specific to R&D and the rationalisation opportunities. Optimise the people and systems and understand technology potential for improvement.
There are increased risk of bureaucracy, long licensing procedures, increased risk of staff demotivation and slow down of staff creativity and speed to market due to management becoming internally focused.
We aim to consolidate governance, new product development process and have transparent KPI’s. R&D links with product and technology strategy, whilst overcoming differences in ways of working (or culture).
Process Maturity Levels
Many companies use this change and upheaval as an opportunity to review where they are and get better. To improve, only where it is useful to improve.
We look at each part of the newly deigned company, and decide how good we want to be at that thing. Remembering that all the pieces need to fit together and that the new “end state” organisation may want to be better at some things that the previous parts, or may wish to reduce spend on some areas.
Once current ways of working (and cost of delivery) are understood and the long-term strategy for the business post integration has been signed off, synergies can be identified, high level values developed and allocated to streams (function, divisions, businesses and countries).
Streams can then prepare individual Business Cases for review and approval via the IMO to ensure they are challenging, achievable, and when consolidated, support the high level values.
Delivery of synergy projects can be complex and you must understand how early decisions affect them longer term. Therefore, a robust and accurate tracking and reporting process (including a reconciliation to business performance reporting) within the internal control framework must be implemented to ensure that delivery is kept on track (or additional support provided if slippage occurs). To support this a constant review of potential additional synergies should be part of the framework.
Day 1 is a key stepping stone to ensuring that an integration delivers maximum value and minimum disruption It requires a clear focus on essential deliverables, communication with all stakeholders (external and internal) and interim processes that ensure that externally it is “business as usual” whilst internally everyone is clear on how to deliver this.
Given the inherent stresses that will occur with all stakeholders, Day 1 is a challenging task for your teams if they do not have the experience of integrations (and sometimes even if they do), a clear detailed plan is essential.