The Complete Guide to Mergers and Acquisitions: Process Tools to Support M&A Integration at Every Level

by Timothy J. Galpin; Mark Herndon

• ISBN13: 9780787947866
• ISBN10: 0787947865
• Format: Hardcover
• Copyright: 1999-11-01
• Publisher: Jossey-Bass

Summary

Based on the authors' consulting experience with numerous Fortune 500 companies, this resource will help you capture the synergies of your next merger or acquisition more quickly and effectively. Augmenting their step-by-step advice with helpful templates, checklists, graphs and tools; Galpin and Herndon provide sound guidance for successfully integrating different processes, organizations, and cultures. The authors also address pre-deal dos and don'ts, people dynamics, common mistakes, communications strategies, and specific actions you can take to create measurable positive results throughout the integration process.

Author Biography

TIMOTHY J. GALPIN serves as global practice leader for Merger and Acquisition Services with Watson Wyatt Worldwide, and has been involved in over thirty successful mergers. He is the author of two previous books, The Human Side of Change and Making Strategy Work, both from Jossey-Bass. MARK HERNDON serves as regional leader for Merger and Acquisition Services with Watson Wyatt Worldwide. As a consultant on more than twenty integration assignments, his work has focused on designing and implementing merger integration approaches that maximize the speed, synergy capture, and strategic communication of the deal.

Table of Contents

Preface	xiii
The Authors	xvii
Integration: The Real Deal	1	(18)
Why Deals Are Done	4	(2)
Integration: An Experience-Driven Skill Set	6	(1)
The Watson Wyatt Deal-Flow Model	7	(12)
Integration Begins with Due Diligence	19	(23)
Redefining the Process of Due Diligence	21	(3)
Due Diligence and Integration Risk Factors	24	(2)
Due Diligence and Organizational Culture	26	(9)
Due Diligence and Human Capital	35	(1)
Coordinating HR into the Due-Diligence Process	36	(6)
Welcome to the Big Leagues of Change Management	42	(13)
Organizational Dynamics Created by mergers and Acquisitions	43	(1)
Concepts of Change Management	44	(11)
The Merger Integration Work Streams Model	55	(14)
The Merger Integration Work Streams Model	57	(7)
Deploying the Model	64	(5)
Organizing and Involving Integration Task Forces	69	(24)
Establishing the Integration Infrastructure	69	(5)
Launching the Planning Process	74	(11)
Managing the Integration Project	85	(8)
Tell It Like It Is: Honest Communication	93	(10)
The Johari Window	93	(3)
Communication Models for a Merger	96	(5)
Knowledge Before New Skills	101	(2)
Don't Let Them Jump Ship: Retaining Your Key People	103	(11)
Identifying Key People	104	(1)
Understanding What Motivates People	104	(3)
Developing and Executing an Action Plan	107	(7)
Setting the Organization Cures Many Ills: Structure and Staffing Decisions	114	(30)
Common Problems	115	(3)
Ten Principles	118	(13)
Fair Processes	131	(2)
Staffing Process Models	133	(11)
Keeping Track of Success: Merger Measurement Systems	144	(26)
Integration Measures	146	(5)
Operational Measures	151	(3)
Process and Cultural Measures	154	(9)
Financial Measures	163	(7)
``But They're So Different'': Cultural Integration	170	(11)
Defining Organizational Culture	170	(1)
Discovering, Inventing, and Delivering Cultural Integration	171	(3)
Answering Key Questions	174	(5)
Sticking to the Implementation Plan	179	(1)
Continuous Management of Cultural Integration	180	(1)
Putting It All Together: Human Capital Integration and the Human Resources Function	181	(15)
The ``Making Strategy Work'' Model	183	(3)
The Competitive Advantage Model	186	(2)
Case Studies in Human-Capital-Related Integration	188	(8)
Keys to M&A Success	196	(7)
Recommendations for success	196	(3)
Developing a Sustained M&A Capability	199	(1)
Avoiding ``Killer'' Phrases	200	(3)
Resource A: Sample Task Force Charter	203	(8)
Resource B: Integration Planning Template	211	(20)
Resource C: Executive Summary of Watson Wyatt Worldwide's 1998--1999 Mergers and Acquisitions Survey, Assessing and Managing Human Capital: A Key to Maximizing M&A Deal Value	231	(6)
References	237	(2)
Index	239