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Thursday, December 16, 2010

Mergers & Acquisitions: Don't Worry, Don't Panic

The other day a young lady, who happens to be in HR, dropped by in something of a panic. It appears that she was about to be swept up in her first M&A transaction, and asked for a bit of sage advice on what to expect. I realized to my astonishment that somehow I weathered upwards of 40 of these beasts during my checkered career in corporate PR and communications, and, flooded with memories of the less than sublime, I nonetheless undertook a short dissertation on what I discern to be common to all that I have encountered. I don’t know why but I feel compelled to share.

1. Communications is usually the last to find out about these deals, and I know that is true of other functions, perhaps including HR. Don’t take it personally. M&A people treasure their cloak and dagger stuff. But it’s for good reason, especially when it involves a public company.

2. Be prepared to scramble to get the first communications to the priority audiences the minute after announcement. Timing is very important. All priority audiences need to be told at the same time, but there may be a “night before” disclosure to the executives and managers.

3. The priority audiences should be: employees, media, shareholders/analysts, customers, suppliers and government bodies if necessary.

4. Create a calendar of when everything is supposed to happen pre and post-announcement.

5. Make sure there is an open channel to the other company to sort through the details as far in advance as possible. And get to know your counterparts asap. Create a daily teleconference for all necessary parties to share status and action items. Prepare a Q&A which will include questions relating to the most important concerns of each audience. The M&A people are generally focused on their due diligence which is mostly financial in nature but it does include things like executive changes. In my experience, not a lot goes into thoughts about communications, and particularly in branding the acquired company after the transaction.

6. Keep in mind that mergers and/or acquisition can take years to fully complete in terms of all the details involved in integration. So don’t get frustrated if all the “I’s” are not dotted nor the “t’s” crossed at announcement.

7. Above all the tone of communications should be in reassuring key audiences that business will be as usual for the moment, and any new developments will be communicated asap. Be aware that the first concern of employees will be whether they’ll be fired or laid off, so you’ve got to address that up front without committing to anything, often best in the Q&A than in any written statement. Something like: “Our integration team has commenced its work to ensure a smoothtransition as our companies merge, and we will announce developments as they occur”. Thenyou have to say all the good things about the transaction – expands the market, adds new capabilities or geographies, adds new talent, fuels growth – and then praise the other company for its prior successes that led to the decision to get married. The master Q&A should have sections for each function that would be potentially affected.

8. In HR, as in IT, Payroll, Finance, Treasury, Product Development, Manufacturing, Sales, Marketing, etc., etc., many things will need ironing out over time. Some will be slower, some faster than others.

9. Probably one of the biggest challenges will be the cultural ones. Employees of every company have an allegiance to their own companies and their identities. Be patient, and try and make everything as painless as possible.

10. You’ll have to put together Town Meetings, frequent postings on the Intranets (if the companies have them), etc., but down the road.

11. Remember, some things don’t want to be integrated at all, sometimes the brands themselves will remain autonomous.

There is plenty more of course. Executives have to be on deck at all times after the announcement to answer questions from all audiences, and the press is of course always prone to short lead times because of their editorial schedules. Try to time the announcement so the press can have a chance to feature the news online that evening or the next day.

Above all, don’t fret or worry, things will always work themselves out, just be prepared with the essentials when the gun goes off. Keep communicating! Get some sleep after announcement.

Surely there are other tidbits I’ve forgotten. If I remember them, I will pass them along. If you have some other thoughts, by all means drop them into this discussion. Otherwise I’ll just be content with the hot flashes of my war stories, and there are plenty!

(c)2010 Michael Gury

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