Post Merger Integration Plan | Acquisition Integration Plan | M&A Plan

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Human Resources Acquisition Integration Plan

20-page detailed Human Resources Acquisition Integration Plan that covers:

Organization Comparative Analysis: What are the key similarities and differences between the 2 organizations? How do we operate currently?
Future State Recommendation: How will we operate in the future?
Day 1 Items: What actions do we need to take at close?
Risk Analysis: What are the risks associated with transition?
Early Wins: Are there any immediate actions we can take to demonstrate benefits and success?
Cost/Benefit Analysis: What are the costs and benefits associated with transition to the future state?
Outstanding Issues & Decisions: What open issues still need to be resolved in order to realize transition?
Communication Plan: What needs to be communicated (when & to whom) regarding the decisions that have been made?

The 5 Critical Elements of an M&A Integration Plan

M&A integrations slow to a crawl when the endgame and the tasks to get there are vague, undetermined, or not communicated. People tend to shift into neutral and operate with a lower degree of intensity when the path ahead is foggy.

Speed and high performance in M&A are byproducts of clarity. Integration teams build momentum and cover ground at a much faster clip when five areas are clearly defined in their plans.

1. End States

Acquirers should not begin integration planning without first defining their end states.

A few examples of end states . . .

When Big Guys Buy Small Fries: The 10 Rules to Follow

The integration of a small, well-run company often requires a light touch strategy. In those situations, follow these 10 rules to achieve the best results:

1. Turn off "integration autopilot"

Over time, serial acquirers develop detailed procedures and checklists for running efficient integrations. That can work very nicely, just as long as the same tactics are not blindly applied to all deals, no matter their size.

2. Don't "wing it"

A light touch integration strategy does not mean no touch. Processes always should be implemented even on little deals, to define goals and time frames, track progress, and hold people accountable …

What's going through the mind of an integration manager?

So There's a Deal Cooking? We May Know What's Going Through Your Mind

You have a company in play. There’s a lot of money at stake here. People are watching. And you’re under the gun to make it work. A few months from now you’ll be the hero or the guy they hang. Perhaps you think the M&A integration will be one of the most complex projects you have ever tackled. And you are worried because you are already stretched pretty thin and short on resources.

What’s going through your mind?

The more you mull over the merger, the more questions you have. The unknowns bother you like a swarm of aggressive mosquitoes on a hot, summer evening:

Is the integration budget too tight?
Are deadlines too aggressive?
How long will it take integrate systems …

Acquisition Integration Accounting Checklist

Acquisition Integration Accounting Checklist cover over 110 integration tasks for synergy tracking, cash management, accounting policy variances, accounts receivable, and accounts payable.

Cash Management:

Examine whether cash on hand has historically met seasonal needs of the Target
Cash requirements - any potential excess cash above regulatory requirements and/or marketing/operating considerations

Identify number and type of new accounts that need to be opened at Firm A's banks
    - Assess the number of new accounts that need to be opened
    - Determine type of accounts to open
    - Determine which accounts Firm B can write checks on
    - Identify who should have signing authority on new accounts
    - Contact bank personnel that will assist in opening new accounts

Identify and assess nature of outstanding commitments that do not show up as liabilities on the balance sheet...

M&A Integration IT Checklist

M&A Integration IT Checklist covers these areas: Applications, Operations, I.T. Organizational Design & Transition, Security & Access. Network Infrastructure, Enterprise Technology, Finance, and HR.

Applications

Transition SharePoint(web/collaboration) from 3rd party to Acquirer governance
- Shadow/train (web, Procurement?)
- Transition business control of Target Co.*.com
- Migrate Target Co. SharePoint instance
Transfer knowledge on email Journaling (MX) service and requirements
Transition Imaging - CIS/Viewpoint (Carla) to Acquirer governance

Acquisition Integration Finance Checklist

Newco - Finance Organization

Schedule a work session with key stakeholders to assess functional redundancies and begin construct of attrition plan
Build roles/responsibility matrix
Construct a draft organization chart
Conduct follow up meeting with key stakeholders to review draft and gather edits
Schedule and conduct presentation meeting with decision making executives to present organization chart and gather further edits
Revise new org chart
Construct memo with HR to have an executive publish new org chart
Schedule a department meeting to introduce new org chart/ R&R for review
File new org chart into corporate archives and policy records

Post Merger Integration Timeline

3 Slides

Integration Planning Calendar
Team Leads Identified
SMT Direction Finalized
Communication Update
Integration Kick Off/Process Starts
Team Charters …

Pre-Merger Integration Planning

4 Slides

Pre-Close M&A Integration Efforts

Identify comprehensive list of projects within each work-stream
Assess internal and external staffing requirements
Establish calendar by functional area and for entire transition effort
Identify what work will be done pre-close...

The 10 Most Common Post Merger Integration Problems

11 Slides

Lack of Pre-Planning: When integrations fall short of their objectives, inadequate pre-close planning contributes to the failures more than half of the time.
No Formal M&A Integration Strategy: Acquirers should define a clear integration strategy early and before their teams begin to develop plans...

Integration Planning Guide for M&A Teams

17 Slides

Roles

IMO Members/Executives: Help ensure the discussion is focused on the critical/material issues that will enable or hinder achievement of our integration objectives
Presenting Team Leads: Crisply articulate a summary of the team’s recommendations, financial impact, and risks …

M&A Integration Playbook - $20 Billion Acquisition

The 61-page M&A integration playbook specifies over 900 integration tasks for the following work streams:

Corporate: Day 1 - Employee Communications | Day 1 - Corporate | Day 1 – Safety | Corporate Giving | Communications ...

Day 1 Employee Communications M&A Playbook - $1.6 Billion Acquisition

Sixteen page document that includes answers to seventy-five employee FAQs, plus communication guidelines, and important talking points and messages.

Contents	Page
Communication Guidance	3
Key Messages for Employee	4
Employee Talking Points	5
Employee FAQs	7
Integration Approach	10
Impact on Operations	11
Compensation, Benefits, and Incentives	13
Sales Professionals FAQ	15
Question Specific to New Employees	16

Acquisition Integration Playbook - $8 Billion Deal

The Acquisition Integration playbook includes the following nine sections:

M&A integration playbook

Each section of this playbook represents a phase of the integration. For each phase, the playbook includes the following:

Key activities in detail in sequence
Success factors/lessons learned
Links to tools
Links to PowerPoint presentations

100 Day Integration Plan - $900 Million Acquisition Playbook

54-page playbook includes tasks and long detailed checklists on these integration work streams:

Due Diligence
Human Resources
Technology
Finance
Communications
Business Development
Legal

Everything is tied together in easily customizable excel spreadsheets that auto-calculate total budget costs and synergies. Plus, the documents auto-display timing of all major activities on Gant charts.

Paid Access

M&A Integration Business Development Checklist

Schedule a meeting with top executives from key functions (Operations, Business Development, Finance) at target to present the corporate growth strategy
Identify key stakeholders within target to work on corporate strategy team
Construct, build, and publish Newco Business Development Org. chart
Design a core competency/skill matrix with target and overlap with Acquirer’s for clear understanding of key offerings
Schedule meetings with key stakeholders (Operations, Business Development and Finance) to present the corporate strategy for growth
Construct tactical plans for services growth based on larger projects and expansion of customer base and utilizing the benefit of Acquirer’s balance sheet
Outline the projected synergies and identified incremental revenue opportunities
Construct a tactical plan based on tasks
Schedule a meeting key stakeholders to review tactical plans ...

What Are Critical IT Day One Activities and Risks?

1 minute 47 seconds

"New payroll processing, redirection of legacy phone numbers, conversion of sales and customer support processes, conversion of legacy email systems, ...

The success of Day 1 often rests on having a Rapid Response team of IT professional available to address risks and issues ..."

If IT is already running at full capacity before the integration, the additional work can be overwhelming."

What Is a Symptom of Poor End Game Definition?

42 seconds

"Functional teams are floundering. They are not making progress. Often, it is because they do not have direction on what they are integrating to. Nobody has defined the finish line ..."

What Is the Length of a Typical M&A Integration?

3 minutes 30 seconds

"There is no norm, no typical length. Depends on the company, complexity, (the operating and cultural differences between companies, the time people dedicate to the integration, their integration experience and expertise, the changes to IT systems, the scope and goals) ... but you should operate with urgency to get a lot accomplished in the first 4 or 5 months after close. The long tail integration activities will usually go on longer than that ..."

How Should You Prioritize Work Streams?

7 minutes 25 seconds

"It really depends on the rationale for each specific deal, but in general, mark a work stream as high priority if it has a significant number attached to it – projects or initiatives that will achieve savings and benefits from the integration. Also, any areas where maintaining two versions of a similar process, policy, or specific way of doing business will cause disruption and slow the mIgration to NewCo ..."

Pre-Close Data Harvesting Rules To Avoid Gun-Jumping

13 Slides

Acquirer and Acquired Co. legal teams determine if the data requested is:
- Non-Sensitive: OK for integration team to review
- Sensitive: giving a business a competitive advantage or influence

As we get near to closing the deal, data will get declassified …

IT Post Merger Integration Overview

5 Slides

M&A Integration Program Design
Defining the big picture
What will we do? Why are we doing it? When are we doing it?
Project Design
Project Charter, Work Breakdown, Work Plan, Resource Plan, Cost
Project Execution …

IT Post Merger Integration Process

5 Slides

Tasks Before Kick-Off Meeting

Identify business project leader, person from the business with extensive knowledge of the current operations who will have significant time (50%) to dedicate to the project
Conduct an initial IT discovery session – including a site tour and general process discussions
Prepare plan / schedule for process walk-through/requirements sessions
Develop initial objectives, scope in/out, issues, risks …

Smartsheet Tutorial for M&A Integration Team Members

19 Slides

Objectives

Understand how to use SmartSheet for your M&A integration work plan development
Discuss tips and best practices that will help us produce quality plans
Confirm key steps and focus for the next phase of plan development
Take care of some housekeeping items

Flowcharts By Workstream

14 Slides

IMO Tools: Synergy capture template, Quick wins template, M&A scorecard tool, Scope change request, Progress reporting template …

IMO Deliverables: Prioritized list of value drivers, Integration strategy, Overall integration scorecard, SharePoint Site, Governance guidelines …

High-Level Integration Plan

11 Slides

Contents

Integration Goals
Measures
High-Level Initiatives
Approach to Merger Integration Planning ...

Functional Integration Team Plan

21 Slides

Contents

Task Force Members/Structure
Key Decisions/Strategies
Open/Remaining Decisions
M&A Integration Initiatives …

Detailed M&A Integration Planning Requirements

8 Slides

Required to Complete - Functions

Functional M&A Integration Action Plan
Project Definition Documents for each item that qualifies as a “Project”
Project Plan (Gantt chart) for each item that qualifies as a “Project”
Business Requirements and Functional Requirements as Required …

Attributes of a High-Quality Merger & Acquisition Integration Plan

7 Slides

Attributes of a High-Quality, Detailed Plan

Single owner: One point of accountability makes it clear who is coordinating the effort and calling the shots
Parallel level of task detail: Major steps are specific enough to allow the owner to understand what is expected, but not so detailed as to include every task necessary to accomplish the work …

Integration Plan & Project Management

16 Slides

Functional M&A Integration Deliverables

Project Definition Document (for any projects not part of a program)
Project Plans (for any projects not part of a program)
Project Cost Estimate (for any projects not part of a program)
Functional Integration Action Plan Template …

Overview of Merger Integration Planning Process

10 Slides

Detailed Merger Planning Lessons Learned
– Understand/Validate dependencies

Facilitate joint team meetings to identify and address dependencies
Ensure tight coordination between transitions and customer support organizations …

Executive Debrief: Detailed Planning

8 Slides

Contents

Additional Key Decisions or Changes Since M&A High-Level Planning
Timeline Overview
Summary of Financial Implications
Key Dependencies/Linkages and Implementation Risks …

Day 1 Plan by Site and Function

4 Slides

Day 1 Event

Post Merger Integration Day 1 Communications

15 Slides

Day 1 M&A Communications Objectives
– Mark the completion of the transaction as an opportunity to honor the past and recognize the contributions of the employees of both organizations
– Promote the strengths and benefits of the new company, its brand and growth strategy to promote employee attachment to NewCo …

M&A Playbook Template

9 Slides

Content of Day 1 Communications Playbook

Contacts
Company Profile/Fact Sheet
Day 1 hour-by-hour review of actions; include location, who performs, who coordinates/owns
Core Messages for Customers, Employees, Vendors, Partners …

Evaluation of HR/OD High-Level M&A Plan

Evaluation criteria in this 3-page Word document includes feedback to the HR/OD Team on The Team Charter, Plan, Organization Comparative Analysis, Future State Recommendation, Day 1 Items, Risk Analysis, Early Wins, Cost/Benefit Analysis, Outstanding Issues & Decisions, and Communication Plan.

The biggest challenges with this planning team have been:

Lack of clarity regarding what they own and what they don’t own within their charter (i.e., staffing, severance, retention, titling, compensation, org. design, etc.)
Slow to develop things that they feel they need more time to work on (staffing, severance, retention, etc.)
Figuring out if they could engage outside consultants

Corporate Mergers and Acquisitions Survey on Human Resources Support Needed

Four-page HR Survey Tool

Region Name __________________________

1. Please describe the anticipated level of change from the merger in your region:

a. No change anticipated in our region
b. Minimal change anticipated in our region
c. Moderate change anticipated in our region
d. Significant change anticipated in our region
e. Unable to anticipate level of change at this time

High Level M&A Plan Review Meeting: Questions, Open Issues, and Action Items

The 1-page Word template is used document additional questions, issues, or action items requiring follow up after a planning meeting.

This form is not for questions, issues, or action items that were already discussed, recorded, or resolved.

How to Identify Integration Priority Initiatives and Priority Initiatives Template

A team may feel overwhelmed by the large number of identified initiatives. To assist on how to prioritize projects, we provide evaluation criteria on the Priority Initiatives Template.

Review each initiative against the following guidelines:

Is it in line with our integration strategy?
Will it help us achieve our corporate goals going forward?
Will it help us to serve our internal/external customers?
Will it help us to achieve the synergies or cost savings behind the merger/acquisition?
How risky is this initiative ...

223 Data Requests from Acquirer to Acquired Company for the Integration

Acquirer’s 223 Data Requests from Acquired Company for the M&A Integration (categorized as Sensitive or Non-Sensitive Information)

Sensitive Information

Top 20 customers by business sales
Revenue for past 3 years by source,
Sales: Rebates & Discounts
Top 100 suppliers and the AP spend month by month last 24 months.

Non-Sensitive Information

Financial systems for reporting and transactions...

M&A Synergy Work Plan

For each synergy row in the Excel spreadsheet, there are the following columns: Status, BOD Commentary, Category, Detail, Description, Initiated Date, Likelihood, Impact, Dead Synergy, Start Date, Completion Date, Actual by Month, Cost to Achieve, Variance, and Annual Target EBIT.

Synergy types include Headcount, Operations, Sales Procurement , R&D Cost Savings, Pricing Rationalization, Procurement, and Cross Selling.

Integration Scope Change Request Form and Scope Change Log

Two Excel templates to document and track scope changes

The impact on resources required and the timeline should be well understood before a scope change is approved. Each approval should be documented .

Scope creep is a common affliction of integrations. It's where scope changes happen slowly and unofficially, without changing due dates or otherwise making adjustments to the budget.

Integration Dependency Form and Dependency Log

Two Excel templates to document predecessors and successors to dependencies

Dependencies mandate tasks be executed in a specific sequence. They should be rigorously tracked because they can help you:

Determine the right order of activities in the M&A integration.
Calculate the critical path of the integration
Identify resource and scheduling issues
Identify opportunities to accelerate the schedule

Workstream Status Report Template

Template used to update the status of workstreams and plan for the near term future.

Columns include:

Accomplishments
Milestones
Issues/Decisions/Input/Collaboration Needs
Schedule
Issues
Risks
Status
Plans for the Next 2 Weeks

Workstream Status Report - Sales

Example in Excel track the Sales work stream status including progress town Pre-Close, Day 1, Day 30, Day 90, and Day 180 milestones.

Milestones

Pre-Close Period

Short-Term target list for short-term wins
Establish opportunity input, tracking, and reporting in Salesforce
Define marketing support
Determine dedicated resources for support sales activity
Define sales enablement activity / owners

DAY ONE (Close Phase)

Key talking points for Sales
Product introduction, product information resource center ...

Target Operating Model and Roadmap Template

Excel spreadsheet used to compare today’s operating model to the targeted operating model, and define the plan (Pre-Close, Day 1, 30, 90, 120) to close the gaps. Columns include:

Buyer As-Is Assessment
People, Processes, Systems & Tools, Assets & Infrastructure, Contracts

Seller As-Is Assessment
People, Processes, Systems & Tools, Assets & Infrastructure, Contracts

End-State Target Operating Model
Gaps and Transformation Steps

Tighten up the Integration Time Frame

Employees need answers. They want closure. What they can’t stand is “not knowing,” and having to continue working in an atmosphere of uncertainty and destabilization.

A lengthy, slowly paced integration is a high-risk strategy. Such an approach exposes the organization for a longer period to the damage that can be done by generic organizational problems brought on by a merger.

It’s worth noting that approximately seven out of ten mergers are either disappointments or outright failures. And the average merger transition spans about twenty-four months, usually twice the time that should be allotted.

We feel one of the key predictors of a merger’s success or failure is the number of months it takes to move from start to finish i.e., the length of the transition period. If there is to be a true merger, an actual consolidation of organizations, …