M&A Human Resources Integration

M&A HR

The role of Human Resources in M&A integrations is to onboard employees, harmonize compensation and benefits, design retention plans, develop cultural integration, communication and HR plans, and create and implement plans to consolidate the HR function. 

The following free integration plans, playbooks, presentations, charters, and checklists can help HR execute its post-merger integration responsibilities:

HR Post Merger Integration Planning

Benefits and Compensation

Staffing

Retention

HR Due Diligence

Post-Merger Integration Employee Surveys

HR Post Merger Integration Planning

Human Resources Post-Merger Integration Project Plan

Human Resources Post-Merger Integration Project Plan

The Human Resources Post-Merger Integration Project Plan covers tasks for organization planning, policies, benefits, communication, compensation, and HRIS systems.

Excerpt from Plan 

Initiative / Task Name
Coordination:
Establish HR workstream leader
Select HR workstream participants
Recruit core team
Establish HR workstream meeting schedules
Cadence and frequency
Develop HR workstream detailed plan
Establish HR workstream reporting (task / milestone status)
Updates to HR workstream plans / dashboard ...
Human Resources Acquisition Integration Plan

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?
  • 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?
Human Resources M&A Integration Planning Meeting

Human Resources M&A Integration Planning Meeting

Agenda

General Overview
Implementation Schedule
Synergy Summary
Key Organizational Changes
Key Issues & Assumptions
Necessary Process Maps
HR M&A Playbook: 3 Plans from Different Integrations

M&A HR Playbooks from 3 Different Integrations

22-page HR M&A Playbook when printed that includes 3 plans from 3 different actual integrations.  Plans cover over 350 tasks/initiatives. 

Excerpt from 1st M&A Plan

Initiatives Actions Deliverables
(Output/result)
Current Org Structures Data Gather Top Levels Organisation Stuctures for both sides & conduct joint review to understand the rationale of the current org structures None
Prepare People data to enable rapid data analysis and actions from Day 1 onwards Create a template for gathering all relevant employee information from both sides ...  

 
Human Resources M&A Integration Plan

Pre-Close Review of Human Resources M&A Integration Plan

Meeting Objectives

Final review of the HR game plan prior to close between the players who have been involved in all the planning to date and the players who will be involved in the implementation.
Global HR Integration Process

Global HR Integration Process

Agenda

Meeting Objectives
Communication Restrictions - EMEA
Translation Process
Distribution Process - EMEA & AP
Distribution Process - AP
Communication / Translation Process
HR Recommendations - Organization Structure
HR Recommendations  - Processes
Post Merger Integration HR Plan

Post-Merger Integration Human Resources Plan

Content

27 Initiatives/Activities

1.0  OD - Succession Planning

2.0  OD - Leadership Development

3.0  OD - Training

4.0  OD - Tuition Reimbursement

5.0  OD - Performance Management - Next Year

6.0  OD - Performance Management -- Future State Design and Implementation

7.0  OD - Office Logistics ...
Role of HR in Mergers and Acquisitions

Role of HR in Mergers and Acquisitions

Human Resources Role - 10 Key HR Activities in M&A

  1. Develop Workforce Integration Project Plan
  2. Conduct HR Due Diligence Review
  3. Compare Benefits and Analyze Differences
  4. Compare Compensation Analyze Differences
  5. Develop Compensation and Benefits Strategy for Workforce Integration
  6. Determine Leadership Assignments
  7. Addressed Duplicate Functions
  8. Prepare Employee Communication Strategy
  9. Define Transition Data Requirements
  10. Develop Employee Retention Strategy
Acquisition Checklist for HR

Acquisition Checklist for HR

HR Acquisition Integration Checklist in Word  that covers areas such as organizational design, benefits and compensation, policies, and HR systems.

Organization

  • Define acquired company org. structure
  • Identify formal and informal org. relationships
  • Determine organization similarities / differences
  • Gather information on relevant positions
  • Map acquired company roles to acquiring company roles
  • Identify organization differences to address
  • Position titles, areas of overlap, etc.
  • Align positions & titles
  • Review / Align job descriptions
  • Establish new organization structure ...

 
HR's role in M&A

Role of HR During Mergers and Acquisitions

Three things that are guaranteed to give HR a better seat at the table: ...
Onboarding Acquired Company Employees

Onboarding Acquired Company Employees

When an acquisition will be integrated and its current corporate identity reshaped, the parent (or surviving) firm has an obligation to bring acquired employees into the fold. This calls for comprehensive, sustained onboarding ...
M&A Day 1 Employee Onboarding Plan

M&A Day 1 Employee Onboarding Plan

What to Avoid in Employee Orientations

  • A tedious data dump 
  • Boring presenters
  • Executives who do “touch-n-go’s” or “flyovers” without any real engagement
  • Dumbed-down orientations for employees (separate from managers) …
Post Merger Integration HR Checklist

Post-Merger Integration HR Checklist

111 Human Resources tasks to be completed grouped into the following categories:

Day 1
Talent Assessment
Performance Management
Benefits
HR Orientation
Career Development
Onboarding
Retention
Reduction In Force
New Hire Plan
HR Team Post-Merger Integration Charter

HR Team Post-Merger Integration Charter

Charter Statement
Identify and define the future state OD/HR organization, philosophies, policies, procedures, programs, and support systems. In addition, identify high-level activities, tasks, and costs required to combine the two organizations into the future state organizations. Special attention will be given to high-priority (Day 1) items as well as milestone components to reach the decided end state.
HR Acquisition Integration Checklist

HR Acquisition Integration Checklist

In-depth Human Resources Acquisition Integration Checklist that covers compensation, retention, deferred compensation, severance, health insurance, COBRA, LTD, STD,  401(k), pension, communications, recruiting, data conversion, organization structure, workers compensation, training & development, educational assistance, travel & expense, plus 9 more areas.
Payroll Merger & Acquisition Checklist

Payroll Merger & Acquisition Checklist

Payroll Disbursement Bank Accounts
Coordinate with HR to identify payroll strategy for each country (e.g. Firm A payroll, outsource payroll vendors beginning Day 1)
 
Coordinate with Legal and HR to identify where payroll disbursement accounts will be needed by country
 
Create plan in conjunction with Treasury to open any new payroll disbursement accounts by Day 1 in conjunction with legal entity strategy and setup
 
Identify all Firm B payroll disbursement accounts by country
 
Create plan to close Firm B payroll disbursement accounts or transfer to Firm A legal entities and change bank signatory names by Day 1
 
 
Payroll and Expense Disbursements ...
M&A HR Integration Checklist

M&A HR Integration Checklist

The Human Resources Acquisition Integration Checklist covers the following areas: Pension Plan, 401K, Profit Sharing, HRIS, Health Benefits, Compensation, Severance and Transition, Workers Compensation, Employee Relations, Organizational Development and Staffing,  and Safety / Environmental.

Benefits and Compensation

M&A Synergy-Based Incentive Plan

M&A Synergy-Based Incentive Plan

Synergy Plan Overview

  • Executives have a synergy-based incentive target on top of the current annual incentive plan (AIP)
  • Department heads will have the ability to allocate discretionary pools to other employees
  • Eligibility: Management plus other employees involved in workstreams
  • Synergy goals are set as an add-on to the current AIP
Post Merger Integration Compensation, Benefits, and Policy Changes

Post-Merger Integration Compensation, Benefits, and Policy Changes

Acquiree's Pre-Merger Compensation and Benefits Plan and the Acquirer's Post-Merger Changes in 40 Areas:

  1. Salary Plans
  2. Incentive Plans (Cash)
  3. Restricted Stock
  4. Overtime
  5. Exempt Overtime
  6. Overtime Meals
  7. Call-Out Pay
  8. Shift Differential
  9. Cafeteria Plan ...
Communication of New Benefits Plan Post-Acquisition

Communication of New Benefits Plan Post-Acquisition

Content

  • Communication of New Benefits Plan 
  • Talking Points
  • Guidance
  • Vehicles
  • Assumptions
  • Timeline for Communicating Benefits Program

Staffing

M&A Talent Selection Plan

M&A Talent Selection Plan

Agenda

  • Approach
  • Acquired Co Employees Impacted In 3 Ways
  • Required Co Employee Selection and Placement
  • Engaging with Acquired Co Employees Pre-Close
  • Rules of Engagement
  • Selection Process for Functions Being Scaled Back
  • Step 1: Workforce Planning Results in Acquirer Talent Needs
  • Step 1: (Cont.) Workforce Planning Identifies Acquired Co Positions Being Affected
  • Step 2: Candidate Pooling Identifies the Talent to Be Assessed
  • Step 3: Selection Will Be Driven by Assessment of Experience and Performance
  • Step 4: Employees Not Selected Will Be Considered for In-Placement and Out -Placement    
  • Guidelines for Selection
  • Service Eligibility
  • In-Placement Services
  • Pre-Notification
Post-Merger Staffing and Retention

Post-Merger Staffing and Retention

Meeting Objectives

Discuss how all retention, severance, outplacement, transition and synergy-linked incentives will support the goal of engaging and motivating people to perform and behave appropriately through the transition period

Agenda

  • Meeting Objectives
  • Timing of Announcement of Job Status to All Employees
  • Timing Dependencies
  • Timing of Announcement of Tier 1 Organization Design and Staffing Decisions
  • Pre-Close Retention Incentives Acquirer
  • Severance for Acquirer Employees Post-Close ...

 
Interviewing Guidelines for Staffing NEWCO

Interviewing Guidelines for Staffing NEWCO

As a hiring manager, you may have participated in the interview process when hiring externally at ACQUIRER or TARGET. The staffing of NEWCO will be somewhat different from what you’ve experienced previously …
 
Staff Changes M&A

The Argument Against Waiting to Make Staffing Changes

The top management in the acquirer might argue that it is best to allow some time to get to know the abilities and potentials of the management team in the target organization ...

Retention

How To Lead After Eliminating Redundancies

How To Lead After Eliminating Redundancies

A reduction in force due to an acquisition creates a climate of heightened concern. Even those who are unscathed remain uneasy about the eventual ramifications, and wait for the next shoe to fall.

After the downsizing is complete, you can safely assume that some employees still feel threatened and disempowered. These feelings can demoralize them and interfere with success of your integration. If you don’t have additional cash for financial incentives, how can you motivate the remaining people to stick with the company and make the merger work?
Average Employee Retention Bonus After Acquisition

Average Employee Retention Bonus After Acquisition

A 10-slide presentation of an M&A employee retention bonus program. 

Agenda

Guidelines for Determining M&A Retention Bonuses
Amounts
Administration
Retention
Payout Terms and Conditions
Summary
Talent Loss
Engagement to Departure Process
Major Events (Like an Acquisition)
Events That Trigger Disengagement
Four Fundamental Human Needs
7 Hidden Reasons Employees Leave
Employee Retention

M&A Employee Retention Playbook

Content

Minimizing Employee Losses
People Integration Strategy                                                   

Timing of Retention Phases                                                  

  • Phase 1
  • Phase 2
  • Phase 3

Retention Process

  • Retention Matrix
  • Understand Employee’s Motivators
  • Develop and Execute an Action Plan to Address Motivators
  • Sign Up and Train Key Recruiters Early ...
Staffing and Retention Integration Project Plan

Staffing and Retention Integration Project Plan

Over 70 Staffing and Retention Activities Grouped into these Categories:

  • Finalize Organizational Structure for All Functions
  • Deploy a Staffing Process to Assess, Select, and Announce All Levels of the Organization below the Management Team
  • Management Team Design Tools to Retain Key Talent Prior to Close and Throughout the Transition Period
  • Develop a Process for Managing Reductions in Force and Administering Separation Packages and Outplacement Services
  • Design an Issue-Free Day 1 From the Employee Perspective
  • Provide the Communication Team with Guidance on Messages Related to Retention, Severance and Staffing
The Four Post-Merger Integration Talent Retention Planning Steps

The Four Post-Merger Integration Talent Retention Planning Steps

During mergers, people reexamine how the organization being created fits with their personal goals and ideals. As leaders, it is important to identify those individuals most critical to the success of the merger and “re-recruit” them to stay. This document is intended to give leaders a framework for organizing their thoughts on re-recruitment. 

 
Building Employee Commitment in M&A

Building Employee Commitment in M&A

 

Business Unit Leaders should: 

  • Articulate a compelling business rationale for the deal
  • Make key decisions quickly regarding organizational structure, staffing, product rationalization, core processes, resource allocation, and performance management ...
A Primer on Talent Assessment and Retention

A Primer on Talent Assessment and Retention

“AMA study found that 25% of top performers leave within 90 days of major change event”

I. Reasons Why Talent Leaves:

  • Targeted by recruiters/competition
  • Net/net perceive they are “worse off”
  • Perception of loss of sponsor/access to key decision makers
  • Changes to reporting relationships/key job responsibilities
  • Loss of compensation/benefits
  • Perception job will not meet career goals

II. Talent Assessment: ...
Manage Employee Turnover After an Acquisition

Manage Employee Turnover After An Acquisition

A direct by-product of the acquisition integration process is an increase in employee turnover. It’s a fact of life that, whether planned or not, there will be attrition …
 
How to Manage the Impact of Mergers & Acquisitions on Employee Morale

How to Manage the Impact of Mergers & Acquisitions on Employee Morale

The trust level drops dramatically when major changes are made in an acquired company post-sale. Morale heads south. Loyalty, the tie that binds, comes unraveled. Job stress hits new highs ... 
Employee Retention Bonus Agreement

Employee Retention Bonus Agreement

This Retention Bonus Agreement (the "Agreement") is made and entered into effective as of October 1, 2030 (the 'Effective Date"), by and between John Doe (the "Employee") and ABC, Inc. (the "Company").

RECITALS

         A. The Company has announced the execution of an Agreement and Plan of Merger pursuant to which the Company may be acquired by another company. The Board of Directors of the Company (the "Board") recognizes that such announcement can be a distraction to the Employee and can cause the Employee to consider alternative employment opportunities. The Board has determined that it is in the best interests of the Company and its stockholders ...
Move with Urgency to Re-recruit Your Keepers

Move with Urgency to Re-recruit Your Keepers

If you’re involved in a merger, some of your best people in the acquired company are job hunting. Count on it.

Maybe you don’t have many who are circulating their resumes yet, but you can bet the majority are considering their options. Mergers are good at getting people’s attention. Everybody wakes up, looks around, and wonders how his or her career will be affected. …
 
Stay Bonuses Really Work

Do "Stay Bonuses" Really Work?

Here’s how the familiar story unfolds…

Company A acquires/merges with Company B.  Part of the logic driving the deal is that, in combining the two firms, headcount can be reduced.  Accounting runs the numbers and promises annual payroll savings of, let’s say, $20 million.

But, of course, you can’t afford to let all those people go immediately … 
 

HR Due Diligence

M&A HR Due Diligence: Side-by-Side of the HR Programs

M&A HR Due Diligence: Side-by-Side Comparison of the HR Programs

11-page comprehensive comparison of HR Programs of the Acquirer and Acquiree in 125 Areas.

The programs are grouped into the following categories:

  • Defined Benefit Plans
  • Retiree Medical Plan
  • Defined Contribution Plan
  • Health And Welfare Plans
  • Career Development
The Case for Leadership Due Diligence in M&A

The Case for Leadership Due Diligence in M&A

Traditionally the merger due diligence process has focused on legal and financial issues—e.g., contractual matters, litigation points, economic and fiscal considerations, etc. Obviously that’s an important exercise.

But when mergers fail, as they too frequently do, the odds are it reflects a sloppy job ...
M&A HR Due Diligence Checklist

M&A HR Due Diligence Checklist

60 HR Due Diligence Tasks

  • HR staffing and its responsibilities
  • HR reporting relationships
  • Significant layoffs or closings in the past, progress or being contemplated
  • Employees permitted and/or encouraged to work full or part time at home
  • Executive search firms utilized. The firms and fees paid. Searches in progress
  • Business’s pay scales or rates and benefit costs relative to competitors
  • Status of litigation or potential litigation
  • Plans, either contemplated or in progress, to modify or cancel any benefit programs for existing or retired employees ...
HR Due Diligence Tool

M&A HR Due Diligence Tool

9-page list of data to gather and assess HR

Identify potential synergies/opportunities in these categories:

  • Culture
  • Management Team
  • Employees
  • Compensation and Benefits
  • Pensions
  • Training
  • Recruiting ...

 
Senior Vice President Talent Assessment

Talent Assessment of Senior Vice President

Results from Assessment of SVP (name of executive and details have been changed).
178 HR and Legal Due Diligence Questions 

Human Resources and Legal Due Diligence Checklist

178 HR and Legal Due Diligence Questions 

Checklists for each of these categories: Employees, Unions, Compensation and Benefits, Retirement Plans, 401(k)s, and ESOPs, Culture, and Legal and Regulatory.

Employees

1. Does this business have a human resources department? If yes, how is it staffed and what are its responsibilities? To whom does the senior human resources executive report? Are human resources personnel involved in significant business decisions?

2. What is the number of full-time employees? (Exclude part-time, contract, and temporary employees.) Subdivide the total by country and business unit in which they are employed. Request lists, if needed, ...
M&A Human Resources Due Diligence Checklist

M&A Human Resources Due Diligence Checklist

7-Page HR Due Diligence Checklist

  • Number of full-time employees in business (Exclude part-time, contract, and temporary employees).
     
  • Employee names, job titles, and compensation.
     
  • Total number of employees exempt from overtime: sales, administrative, professional and executive employees.
     
  • Total number of hourly full-time (nonexempt) employees. Seasonal variations? Skill levels within each group?
     
  • Total number of employees classified as temporary. Circumstances and conditions employees considered temporary.
     
  • Total number of contract employees.
     
  • Use and total number of part-time employees.
     
  • Significant increases or decreases during the past year in employee categories?
HR Due Diligence Information Request Checklist

HR Due Diligence Information Request Checklist

8-Page HR Due Diligence Checklist:

  • Organization charts and a description of management structure, including principal functional areas, headcount by area. and reporting relationships.
     
  • Job descriptions for all major job categories and minimum education, experience, and skill levels required for each.
     
  • Current pay ranges and recent increases. 
     
  • List current personnel (including lists of officers and directors) with hire dates, current annual salaries, bonus targets (if applicable), commission targets (if applicable), years of service with the Company, site location, highest educational degree, and prior experience ... 

Post-Merger Integration Employee Surveys

Post Acquisition Employee Survey

Post-Acquisition Employee Survey Questions

Survey includes twenty-one questions for employees in the following five categories: Demographics, Merger Announcement, Between Announcement and Close, During the Integration, and Overall …

 
Post-Merger Integration Survey of Acquired Company Employees

Post-Merger Integration Survey of Acquired Company Employees

Content

Summary of Results
Interpreting the Percentages
Key Drivers of Engagement
Ares of Strength
Improvement Opportunity
Improvement Needed
Takeaways
Next Steps
What Additional Remarks or Suggestions Do You Have
Timeline
Mergers & Acquisitions Employee Survey and Results

Mergers & Acquisitions Employee Survey and Results

Each person was asked to rate twenty-one statements from 1 to 5

  1. I understand the reason for the merger
  2. I think the merger will be good for the business
  3. I have a good understanding of the company's goals and direction
  4. I know how the company is performing …