The Management of People in Mergers and Acquisitions

Available in our e-library on M&A at IMAA!

Authors: Theresa A. Daniel, Gary Metcalf

Publisher: Praeger

Year: 2001, May

ISBN: 978-1567203691

Content

Financials alone don’t make an M&A deal work. Equally important is what’s behind them–an organization’s people. How to understand this reality and benefit from it is the thrust of this unusually comprehensive, practical, readable, but conceptually rigorous book. Daniel and Metcalf see HR executives as change agents during the delicate maneuverings before a deal is done, and then after, when it’s time to tackle the fine-grained problems of integrating disparate corporate cultures and the people who vitalize them. They examine the recent and ongoing waves of mergers and acquisitions across industries, setting them in the broader context of organizational change. With concepts, theory, and real-life examples drawn from their long, impressive experience as consultants and executives, Daniel and Metcalf provide step-by-step guidance through the stages common to all corporate combinations. They define and explain the roles to be played in the process by HR professionals and executives elsewhere in the organization, and show how, by interacting productively with each other, they will thus maximize the total contribution to the success of any corporate transaction.

Table of Contents

Why Merge if Most Deals Fail?

Some History on Recent Deal Making

Some Reasons for Failure

The Human Side of the Equation

So Why Merge if So Many Deals Fail?

Structure Function and Purpose of Organizations

Human Knowledge and Value

What Is an Organization

Human Assets

The Role of Human Resources in MA Strategy and Execution

Planning Preacquisition Strategy

Due Diligence

The Legal Minefield

Retirement Liabilities

Negotiations

Leadership

Organizational Culture

Developmental Phases

Defining the Culture

Combining Cultures

Human Capital

A Conceptual Model

How the Organization Uses knowledge

products and Services

Measurement and Regulation

Summary and Discussion

The MA Process

identifying Target or Candidate Companies

Narrowing the Field of Choices

Conducting Preliminary Discussions

Signing a Letter of Intent

Signing the Definitive Agreement

Integration of the Companies

Strategy

Establishment of the Company’s Vision

Integration Goals and Timetables for Results

Organizational Structure

Headquarters Location and Physical Layout

New Name and Legal Structure

Processes Policies and Procedures

Key HR Policies

Consolidation and Reduction of Headquarters Staff

Recruit Top Talent and Employees

Technical Skills and Change Management Training

Roles Responsibilities and Expectations

Employee Customer Attitude Surveys

Issues and Project Plans

The 100Day Path and Results

Appointment of integration Leader

Transition Teams

Summary

People

Employee Selection Process

Retention Tools

Emotional Reactions

The Neutral Zone

Treat the Past with Respect

Historical Views of Leadership

Change Leaders

Leadership in MA Transactions

Employee Communications

Implementation Strategies and Schedule

Other Strategies for Future Consideration

Conclusions

Legal Issues

Voluntary Reductions

Involuntary Reductions

Other Issues to Consider

Suggestions for Action Following the Downsizing

Dealing with Employee Benefits in Mergers and Acquisitions

Techniques for Dealing with Target Company Plans

Other Considerations

Conclusions

Compensation Alternatives Linking Pay to the New Business Strategy

Pay System Alternatives

Profit Sharing and Bonus Programs

Executive Compensation

Alternatives to Compensation

Methods to Measure HR Success

Efficiency Metrics

Return on Investment Metrics

Why Some Mergers Succeed And How Yours Can Too

Some Stories of Mergers and Acquisitions

Petroco

Summary and Analysis

HR Due Diligence Issues Guide

Post-deal Integration Checklist

Model 100Day Strategic Plan

Employee Communications Implementation Plan

Key Post-Merger Employee Messages

Sample Employee Survey Questions

Workforce Reduction Considerations

Guidelines for Handling Employee Termination Meetings

Checklist of Potential Legal Pitfalls in Workforce Reductions

Selected Bibliography

Index

Copyright