M&A Integration Framework

  1. Integration Vision and Strategy
  2. Integration Guiding Principles
  3. Integration Objectives
  4. Integration Process
  5. Integration Phases
  6. Integration Team Structure
  7. Issue Resolution Strategy

  1. Integration Vision and Strategy

    Vision: Integrate the two companies in an aggressive time frame that allows the companies to quickly realize the synergies and maximize shareholder value

    Strategy: Under the direction of the Steering Committee, an Integration Management Office (IMO) will be established to manage and implement multiple concurrent integration work streams focused on:

    • Achieving synergy targets through good execution and tight financial control
    • Consistent and candid communication
    • Prompt issue escalation and resolution
    • Continuing business operations without disruption
    • Reporting progress in a consistent manner at appropriate levels of detail for all stakeholders
    • Engaging resources early and often to collaborate on the effort

  2. Integration Guiding Principles

    Customers First

    • We must take actions that prove to our end customers, consulting engineers, and reps that they are important to our success as a combined firm.

    Respect for People

    • We must treat each other with respect and integrity and be honest in our communications with each other and our employees.

     Speed to Value

    • We must execute quickly to ensure the theoretical value and synergies we see in the combination are translated to real and measurable business results.

  3. Integration Objectives

    • Provide forum for clear decision making and risk management
    • Logically structure the work so that accountabilities are clear even though the organization is not yet fully defined
    • Facilitate rapid yet thoughtful planning for the achievement of synergies
    • Enable efficient communications and coordination among teams, functions, and business processes
    • Facilitate a rapid integration that starts immediately upon transaction close

  4. Integration Process

    • Integration teams have been identified that map to the key value drivers of the deal and functional areas. These teams will develop plans for a new, combined operating model and plans to transition to that model.
    • Initial integration activities focus on completing discovery and defining the high-level operating model for the new firm. 
    • Implementation of the plans (and the realization of synergy objectives) will be carried out post-close by the new organization.

  5. Integration Phases

    We envision a four-phased integration approach to complete the transition to the combined company:

    1. Pre-Plan (announcement through kickoff)
    2. Define the High-level plan (kickoff through January 15)
    3. Define the Detail Plan (complete prior to close)
    4. Implement the Plan (post-close)

  6. Integration Team Structure 

    • Steering Committee
    • Integration Management Office
    • Functional Team Leaders

  7. Issue Resolution Strategy

    • Standard issues & risks sheets will be used in each work stream
    • IMO will flag unresolved high-priority issues and escalate them to the Steering Committee
    • Major high-priority or critical issues will be decided upon by Steering Committee

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