COVID-19’s Uncertainty Has Things to Teach Us About M&A

Jennifer Fondrevay and Tricia Forbes

Watch the Video: Jennifer Fondrevay, Founder of Day1 Ready and author of “NOW WHAT? A Survivor’s Guide for Thriving through Mergers & Acquisitions” discusses what COVID-19’s uncertainty can teach us about M&A Integrations with MiddleM Creative Vice President Tricia Forbes.


Uncertainty’s Influence

A fair amount of attention has been devoted to what will happen with M&A deal-making once we are on the other side of this pandemic. Fairly consistently, the theories on what’s next end with something to the effect of, “This is unprecedented, and no one truly knows how it will all play out.” Despite the unknowns, there is a lot that we can learn from this crisis to better prepare us for M&A deals moving forward.

The common theme between COVID-19 and an M&A integration is the influence uncertainty has over people—and more importantly—how it affects their actions.

Even when an investment thesis is well supported, we only learn if things will actually work at the execution phase of a deal—when we uncover the challenges we hadn’t anticipated. In the current environment, we face a similar dilemma. We’re developing response strategies for the pandemic without a clear sense of what will be most effective. Similar to M&A integration, success is uncertain until we see what people do.

A successful outcome is contingent upon how quickly people will accept the reality of the situation, embrace the roadmap and implement it. This crisis can provide enormous insight into how we approach M&A deals and most valuably, how we execute them.


Traditional Leadership Methods Must Evolve When Navigating Uncertainty

Throughout the crisis, we have seen leaders stumble when they attempt to play by the more traditional rules of leadership—leading with vision, decisiveness and bold confidence. These leaders previously succeeded because they understood the metrics for success and excelled at them. They knew the rules of the game and repeatedly won.

This same type of leader can falter in a crisis because the metrics for success change rapidly, and the game’s rules are continuously being defined. They have a difficult time pivoting in reaction to new metrics and an equally difficult time accepting they might not know all of the answers. More traditional leaders often take longer to act and develop a response plan, which compounds a crisis and prolongs the pain.

When assessing the viability of leadership styles for post-deal integration, we often apply the traditional leadership criteria to evaluate the management team. This crisis is teaching us that those are not always the right metrics.

Over the course of this pandemic, people have been most motivated into action by leaders who demonstrate empathy and humility, are transparent with what they know and don’t know, actively tap others’ expertise to make decisions and role model the behavior they wish to see.  


Learn from the People Closest to the Work

Before COVID-19 was declared a pandemic, many political leaders were sharing incomplete or contradictory information because it was being gathered in real-time and was outside of their scope of expertise. This heightened fear and anxiety (resulting in the hoarding of toilet paper).

When those closest to the work began to share their expertise, we began to get a true sense of what was happening, what needed to be done and how we all needed to behave. When frontline experts shared their knowledge, people had greater confidence in the plan of action, which motivated businesses and community leaders, as well as individuals. We developed a more complete picture of what was required of us and snapped out of denial.

When I consult on the human capital challenges of M&A, I consistently advise my clients to talk with the people who do the work in order to truly understand what it takes to get the job done. Not theoretically—not what it takes based on a sample budget or planned resources. You need to appreciate what the people who actually complete the tasks are up against.

Only then can you get a sense of what the roadmap looks like and what the implications are if some elements of the product or process are missing (say, ventilators or testing). You won’t have a complete picture of a successful post-close integration in your due diligence discussions until you engage your frontline leaders. 


How, Not Just What, You Communicate is Vital to Comprehension and Buy-In

When your statements as a leader contradict what people are experiencing, you lose them. We saw this happen when leaders painted a picture of the virus’ spread and impact that didn’t match what people were seeing in their homes, communities and workplaces. People doubted their leadership, which heightened their stress.

For communications to be effective, your stakeholders need to feel that you know what they are going through and that you are being honest with them. You can’t claim that nothing has changed or that there will be little impact. When people are given incomplete or misleading information, they don’t feel invested in the outcome or comfortable about the decisions they must make—and they no longer trust your leadership. 

Beyond that, information needs to be brought down to an individual, granular level. “What does this all mean for me and what do I need to do?” is what people want to know.

The leaders commended throughout this crisis have explained the good and the bad of what we face in basic terms, and they boil the situation down to personal action. People are more willing to believe in the way forward and feel invested in it if you are upfront with the challenges faced. Give them as much information as possible to help them understand their role and the specific actions they need to take.

Finally, we are seeing on a global scale that the acceptance of change comes at different rates. I noted in an earlier Fast Company article, “There are people who have accepted the reality of the pandemic and have begun to take action, and there are those who have resisted and delayed their change in behavior. People react to change differently. You can’t predict it or control it.”

Interestingly, that is a lesson M&A has already taught us. When I interviewed executives for my M&A survivor’s handbook, “NOW WHAT?”, each of them shared one common realization they wished they’d appreciated going into the deal: reactions to change vary widely, and you need to be prepared for that. 


What Can the Worldwide Pandemic Teach Us About Managing the Uncertainty of M&A?

We have seen the type of leadership that people react to positively. We’ve also seen the leadership that falls flat when people are afraid. We have recognized that the ones closest to the work are those who need to be tapped at the beginning. We have also learned that not all communication is received equally. How it is presented is vitally important to people’s comprehension and what is shared is critical to their buy-in. Ultimately, we have seen that people get to acceptance at different rates. Sweeping change can only begin when a common level of acceptance is reached.


3 Lessons About Leading When People are Afraid

by Jennifer Fondrevay

The coronavirus crisis is a time for calm, confident leaders to really step up. Steady hands can build the confidence needed to ride out the storm.

Right now, there are more people who are afraid than not. It’s a fear driven by uncertainty magnified by the fact that our authority figures—the ones we look to in times like this—don’t seem to have all the answers and consistently contradict one another. That doesn’t lend itself to a calm. 

I’ve experienced numerous business situations where fear was the operative emotion. Mergers, acquisitions, and business transformations bring with them a lot of uncertainty. Even when the strategy or business case seems well supported at the outset, it’s hard to know if it’ll work until it actually happens. In the current environment, we are facing a similar dilemma: We have a response strategy for the pandemic but no clear sense of what the future holds.  

I would never equate the uncertainty that can ensue post-M&A deal to what we are facing now, yet there are lessons learned from those experiences that do apply. In researching my book, Now What? A Survivor’s Guide for Thriving Through Mergers & Acquisitions, I interviewed 60 executives who lead through M&A deal uncertainty. They shared one common realization: everyone reacts to change differently. You need to be prepared for that.

As a manager, maybe you have team members who are fraught with anxiety. Or maybe you’ve even witnessed other leaders melting down, which is having an impact on your team. Based on interviews with executives who’ve repeatedly dealt with uncertainty, here’s how to lead during uncertain times:

Acceptance comes at different rates 

Everyone reacts to change differently. How quickly people accept that change will vary. You can’t predict it or control it. The same can be said of what we are facing now. There were people who quickly accepted the pandemic news and took precautions. But we all saw some who at first said, “This is minor, go about your business.” It’s the equivalent of “nothing has changed.” And then there was a big percentage of people in the middle left wondering what to believe.

Now that we’re weeks into the coronavirus crisis, people, thankfully, have largely accepted that we need to change our behavior for this situation to play out positively.  As a leader, we need to emphasize the importance of taking the guidance seriously and helping our teams accept the new reality.

Fear elicits “survivor” mode

When things are going great, people get along. When things start to go south and people are afraid for their jobs, or in this case their lives, you will see a different version of them—and it’s rarely positive. People go into survival mode. Why do you think the TV show Survivor has endured and remains popular? People are fascinated to watch how someone goes from being a friend and ally to everyone for themselves.

Be prepared for this reality. People who you assumed would be your rock can completely lose it and abandon you. When someone you trusted adopts a self-preservation attitude, it can be hard not to judge that person harshly. Try not to. People’s reactions to fearful situations are informed by their past, and you may not completely appreciate their current family situation. Our present environment, where so much is uncertain, can trigger people’s innermost fears. Recognize this may be the case. That said, don’t dwell on it either. Move on quickly and discover the people who can lead through times of uncertainty.

Look for levelheaded leaders

Once you realize that some previous leaders may not be capable when they don’t have all the answers, be open to the possibility that others who you’d not previously considered as a leader can surprise you. Don’t waste time trying to bring along those you previously counted on if they are losing it—you don’t have time for that. Look to those people who are calm and levelheaded. They may not be the person you thought you’d turn to, but don’t discount the possibility that they may be who can lead now. In times of high uncertainty, people who are afraid are willing to follow those who appear grounded in the face of so many unknowns. 

To keep fear at bay for everyone, two final pieces of advice: make daily communication a priority, and focus on the things you can control, not the things you can’t.

People fill in a lack of information with worst-case scenarios, which ratchets up fear. We’re seeing the fallout of that since the initial COVID-19 communication was limited and contradictory. Be honest with what you know and transparent about what is still being figured out (emphasizing that it is being figured out). Pretending to know it all is not leadership, nor is waiting until you have all of the answers before you communicate. Use technology, frequently derided for isolating us, to connect and communicate. If you help to allay people’s fears, not with uninformed platitudes but with an educated view of what is known and what that could mean for the team, people who are afraid will have more confidence in you. 

The more a team feels in control of what it is doing, the better chance you have of minimizing fear. Don’t waste energy on things you can’t control. This doesn’t mean you don’t develop a plan B. Having those plans can calm fears, showing you’re prepared for potential challenges. But don’t drive yourself crazy with those. Focus on the work and short-term risks to feel prepared, especially since changes seem to come daily. 

Remember: In all of this uncertainty, there is an opportunity to be found. Everyone is figuring out what the new normal is. There’s nothing like a global crisis to level the playing field. While we don’t know today what the long-term effects of this crisis will be, we can rest assured some good things will come if we stay calm, keep our teams focused, and look for the opportunities.

Temper Tantrums, Tactics And Trump: Negotiations Gone Wrong

by Jennifer Fondrevey & Chris Westfall

The partial shutdown of the U.S. government is a cautionary tale of negotiations gone wrong. From a business standpoint, there are career-shaping lessons to be learned. As a leader, you need to bring your ideas forward, even when facing a wall of opposition, and create a win-win for all involved. There are four important takeaways regarding the actions (and reactions) of the recent failed negotiations at the White House.

Chuck Schumer and Nancy Pelosi had barely sat down, when President Donald Trump stood up and left. What went wrong in the Oval office?  Setting politics to the side (and I’ll leave it to you to take sides): what needs to change to stop the stalemate? Against the backdrop of the partial U.S. government shutdown, here are four takeaways on what’s missing—and how to communicate a win-win outcome:

1. Bring It: “Neither side came into the negotiation with respect for the other,” according to Jennifer Fondrevay, a Chicago-based M&A consultant. “In countless negotiations I’ve observed, in mergers and acquisitions, when respect isn’t there for the other side, rarely are the negotiations or the final deal successful.” In her work with the Harvard Business Review, Fondrevay touches on how “us vs. them” thinking leads to a stalemate. “Each side has to appreciate what the other side brings to the negotiation. People give lip service to the idea of compromise, but it’s tough to deliver when each side feels that compromise gives away their power. Coming to the table with respect for the other side’s position enables you to find that common ground.” The polarized nature of our political spectrum has made mutual consideration a rare commodity. The conversation shuts down when respect isn’t seated at the table.

2. Run The Options: According to Forbes contributor, Codie Sanchez, it’s best to start a negotiation by stating what you want. “You will hands-down not get what you don’t ask for,” she writes, and that double negative creates a positive picture of where negotiations often begin.  So when the president says, “Will you give me what I want to build the wall?” it appears to be standard operating procedure. But notice the language from the Oval Office—and a powerful intention—that’s glaringly absent from the short dialogue between our political leaders. There’s a difference between asking if we can come to an understanding, and asking if you will agree to give me my way. The missing intention? The importance of agreement. Pelosi and Schumer met the President’s statement with a simple “no”—the absence of agreement or options. Then the President left his own meeting, declaring it a waste of time. No options? No compromise? No conversation. Staying open to options is the first step in finding a solution.

3. Raise The Stakes: In most business deals, those involved will directly receive a result from their efforts. However, our governmental leaders bear no direct personal impact from the shutdown. (Unfortunately that’s not the case for over 800,000 government employees who are working without pay). It costs the President nothing to walk out of the room. No immediate votes, no measurable political capital – indeed, many in his base may admire his strong backbone and commitment to principle. And digging in seems to have equal appeal for the Democrats, for a number of reasons. What would have changed if the Senators had replied, “We’re here to find an agreement that puts the government back to work—and we’re willing to talk about the Wall in that context”? Some would argue that those words would fall on deaf ears. Perhaps. Some might say that a version of that offer was made, but to no avail. Beyond this speculation lies a principle of effective negotiations: When confronted with an opposing viewpoint, it’s crucial to reframe the conversation around what matters most. When you have a stake in the outcome, you care about agreement.  Discovering new solutions is the reason for the conversation. Fondrevay points to the importance of the human factor in every business decision: “True leaders consider the impact, and the after effects, of their agreements. Beyond the transaction, ‘making things work’ means working through people to reach your goals.

4. Back Off The Blamestorming: There are always opportunities for new solutions. Why? Because we have an unlimited capacity for innovation. Yet, in our national dialogue, blamestorming has replaced brainstorming. New solutions seem out of reach, at least for now. But alternatives always exist. From penicillin to Pinterest, there are millions of examples of how teams have come together to overcome insurmountable odds. Remember what South African leader  Nelson Mandela said, “It seems impossible until it’s done.” Looking past what’s past is key to creating the future.

The conversation changes when the parties involved recognize the value of mutual agreement. When the agreement matters more than the individual agenda, blamestorming stops and new ideas can begin. It’s neither “my way” or the “highway”—there’s a new route, if an agreement is going to be reached. Agreement is the discovery of an alternative that’s always been there, we just haven’t seen it yet.

In life, where we put our attention is where we will find our results. Focusing on partisan resistance is not moving towards the goal of agreement—and getting the government working again. There seems to be a fundamental misunderstanding in these recent political negotiations: despite recent events, we need to work together.  The coaching for business leaders is clear: Relationships, and respect, always matter. Otherwise, we all walk out on the opportunity to discover a new solution.

Addressing the ‘People Piece’ of M&A

Deal success can hinge on how companies address human capital as they plan and execute an M&A transaction, according to panelists at a recent ACG Detroit event who discussed how to mitigate blind spots, prepare for the unexpected, and look beyond financials.

The chapter’s November lunch and learn program, titled “Uncovering the Blindspots of the M&A Deal Journey,” also explored cultural challenges, including the “us v. them” dynamic that can arise after an acquisition, and how to retain talent after a deal closes.

I served as moderator for the discussion, which featured three executives from the Detroit area who offered perspectives from private equity, investment banking and consulting. They included Emily Murto, vice president of private equity firm Stratford-Cambridge Group; Ellen Clark, managing director of M&A advisory firm Greenwich Capital Group; and Dan Ellis, director of Townsend Search Group, an executive search and consulting firm.

Below are insights from the panelists. (Comments have been condensed for clarity).

Avoid blind spots by considering the people, getting alignment, being prepared and establishing clear expectations

Jennifer Fondrevay: As a C-Suite marketing executive, I experienced three separate multi-billion dollar acquisitions. I determined there had to be a better way of managing the people aspect. The research I conducted over 2 ½ years with executives from all sides of the M&A deal equation confirmed the “unexpected people problems” often cited for deal failure can be expected. Pre-planning your organizational structure and people strategy at the very early stages will set your workforce up for success and accelerate their productivity.

Ellen Clark: One of my biggest challenges is making sure the shareholders’ expectations are correct and aligned, and making sure they are truly ready to sell the business. The other is making sure they are prepared for the process. I set expectations up front that they must remain engaged throughout—it’s not going to be easy. We spend a lot of time up front getting ready, prepping the management team so they’re not lost in the conversation. Everyone becomes fixated on the finish line and we always try to slow them down.

Emily Murto: For a lot of the management teams who are selling a business, this is the first time they have gone through this transaction. I try to be mindful of what is the easiest way for them to answer questions to make sure they are accurate and true, while being mindful that the management team may not have signed up for this.

Dan Ellis: For me [as an executive recruiter] it’s about utilizing all of your service providers to really hone in on exactly what you are looking for, and being clear on expectations. Any time executives feel like they can do it all themselves, that they are the expert in order to save a buck, that is the quickest route to failure.

“What you’re really investing in when you buy a business is the people. It’s sometimes a matter of just trying to find the right role for them.”

EMILY MURTO
Vice President, Stratford-Cambridge Group

“People” challenges can be minimized through pre-planning and defining a strategy across organizational layers

DE: Any time you introduce someone new to the business, it’s like an organ transplant: The organ may get rejected. You need to make sure that you’re staying ahead and helping to create expectations of what the role is. Define the role and define what everybody’s thoughts are on the role.

EC: You need to have alignment. I advise my sellers to ask questions, especially when talking about selling to private equity. It’s more than just dollars and cents. It’s so important that there is a culture fit. I encourage the seller to talk to others to get perspective. If it all falls apart afterwards and the company, the culture, the legacy is destroyed, then it’s just not worth it.

JF: The team you have in place may not be the team that’s going to get you to the next level. That is a tough decision. Compassion equally means being smart about the value of the people. How can that team and those individuals contribute in other ways? How can we leverage their value and not lose their expertise?

EM: What you’re really investing in when you buy a business is the people. It’s sometimes a matter of just trying to find the right role for them. An individual might have great things to contribute and just be in the wrong seat. We had an individual who had grown the business tremendously, but we knew he probably didn’t have all the capabilities needed to lead the new team going forward. We benefited from his expertise by moving him to another seat on the bus and bringing on another individual to lead.

DE: If you are not going down another layer deep you may not be aware of what’s really going on. We were involved with a confidential replacement because the company had promoted a general manager who was a toxic leader. If only the sponsor had spent more time with the organization and really talked with the people. The more people we can get involved in the organization, the better it is because we look for disconnects.

You can’t anticipate human behavior, but you should be prepared for people to transition

JF: My book highlights that when people operate from a position of fear, they change. You can expect them to act one way in one scenario, but when operating from a position of fear, all bets are off. I encourage executives to conduct a pre-mortem to consider all of the ways a decision could go wrong.

EC: It’s something I refer to as Stockholm syndrome: when a kidnapped person suddenly has compassion for their captors. In an M&A transaction, there is a shifting of loyalties. The management team will realize that the person they have seen as the enemy is going to be paying their paycheck when the transaction closes. The owner of the business selling doesn’t anticipate this. That’s why we spend so much time up front. That keeps the leverage in the hands of the selling shareholder so they’re not beholden to the individuals who have now gone over to the other side.

To hear highlights from the discussion, check out the recording of the “Uncovering the Blindspots of the M&A Deal Journey” panel.

Playlist to Get You Through Your Merger & Acquisition Stages of Grief

By Jennifer J. Fondrevay, Founder, Chief Humanity Officer at Day1 Ready

After months and months of speculation, it would seem that thanks to Judge Leon’s decision last week, the AT&T-Time Warner merger/acquisition (a bit confused on terminology because I’ve seen both terms used, but by the way, it’s never a merger) is going through!

“Holy cow!” I bet you’re thinking, “Now what?”

Probably seems like forever that you’ve been in limbo, waiting to learn what’s going to happen next. Describing it [the deal decision] as limbo isn’t really accurate though, because that implies something passive. My experience through three separate multi-billion dollar M&A deals inclines me to think that your past months have been anything but passive. My guess is it’s been a flurry of activity as both sides have been gearing up for the deal to go through, with everybody wondering if it really would. Given all of the articles written about the deal, and whether it will go through, and what it would mean for the universe, and blah, blah, blah, you’re all probably in a state of shock. “It actually went through!?” is what you’re likely thinking, and that goes for both AT&T and Time Warner employees. Defining that “it” as in “what does it mean?” is the question you are going to be wrestling with for the next several months.

As an M&A survivor, I appreciate the emotional anxiety and fear that comes from the many unknowns you face. My goal is to provide rabid transparency on what you can expect since you may not feel like you are getting much of that these days. I offer some advice on how to get through it and most importantly, a playlist of songs to manage the post-deal stages of grief. Because there are stages of grief. Coined by Elisabeth Kubler-Ross, the stages defined the emotions people experience after losing a loved one. They have absolute applicability to how you feel post-deal. The entire M&A journey is an emotional experience. Just know you are not alone in how you feel. That pit-in-your-stomach, wondering “what’s going to happen next?” Millions of us have experienced the same. Over $4.5 trillion in deals have happened each year over the last 5 years. You are not alone. Let’s walk through what that grief journey looks like together.

You’ll spend your early stage in Denial but the ultimate goal is to get to Acceptance. It’s a circuitous path from Denial to Acceptance though because in between are a few more stages to get through. After Denial there is Anger. Getting past that means you’ve moved into the Bargaining stage. And the last stage you feel before embracing Acceptance? That would be Depression. People may use different terms for the stages in the middle, but most would agree — you start at Denial and you need to get to Acceptance. In my continued spirit of rabid transparency let me shed a little light on what each of those stages may feel like.

A friend of mine whose mom was a grief counselor (for people, not deals – though she should have been!) said his mom explained grief this way — “grief is the act of mourning the future that won’t be”. That’s exactly what Denial feels like in your post-deal haze. It’s hard accepting that the career future you’d envisioned isn’t going to play out the way you’d planned. This doesn’t mean to despair, because that future can turn out better than what you’d envisioned, but that better future won’t happen if you hang out in Denial too long. Trust me on that. I’ve been there. I’m not saying to rush through it. You likely had great dreams around your future career path. I am saying that hanging out in Denial only hurts you.

The tough part is, once you get past Denial you are at the Anger stage.

That stage is pretty much what you think it would be. You’re past Denial and have accepted that your company’s been acquired, and now you’re just plain mad. This deal changes everything, and I would surmise that in your view, it’s not for the better. Now there are more people and systems and processes to deal with just when you’d gotten to the point where you knew the drill, the shortcuts and workaround needed to get your sh*t done. “How does this deal make anything better?” you wonder. At this stage, you’re plain pissed. Your feelings are understandable but don’t stay in this stage too long. You’ve got work to do. Venting might feel good initially, but can be blinding to the opportunities in front of you.

Next is Bargaining, the stage where you negotiate with yourself and others to keep things the way they’ve been or go back to the way they were. You want to hold on to the old way of doing things because in your mind they worked well. It’s understandable. You’re thinking, “they acquired us because we’ve been successful at what we do, so why the need to change?” You may spend a good time in the Bargaining phase because you’re most comfortable with what you know. At this stage, survival means being open-minded and flexible. Consider the ideas you’ve had on how to make things better and seize the opportunity to put those ideas into action. Find ways to work with the other side. They are equally reeling. Remember, you’re building towards Acceptance.

The truth? Things are not going back to the way they were. There is a reason you’ve been acquired or merged with another company. Your company leadership determined that survival meant you needed a partner to stay alive. That is the reality of this deal news.

The second to last stage is Depression. You’re resigned to the fact that the deal has happened, and the future you’d envisioned will not be, yet it’s unclear what it actually will be. This period is often called the neutral zone, where you’ve reluctantly released the old way of doing things yet are not 100% behind the new way. At this stage, your thoughts are a bit blurry. You waver between accepting new ways of thinking while not wanting to lose the type of thinking that made you, you. Take it easy at this stage. Don’t make rash decisions. It’s not good to make potentially life-altering decisions when you’re depressed. Resist. Get to Acceptance first. Acceptance does not mean you have to agree with what’s happened, you simply have to accept that it has happened.

Once at Acceptance, ask yourself these questions: is there an opportunity to contribute to the new company vision? If you don’t see an opportunity immediately, is there a possibility to create one? Can you see a role for yourself down the road? Can you learn new skills that will help the company or you in the future? If “yes” is the answer to any of these, these weigh in the positive column. If “no”, meaning you don’t believe your expertise will be valued and the company direction is one to which you can’t contribute, then determine what you want in your future. Don’t be hasty in making any decisions, but be clear about your strengths. Know your value and consider all the ways your value can contribute to the new future. Remember — you have time invested with your company. Starting all over somewhere new will require a whole new level of investment. If you do determine that where your company is going no longer aligns with your values and interests, then begin deliberately crafting your future path.

To help you get through these stages, I offer you this 30-tune playlist. Yes, a playlist. Think about your worst break-up and the song or album you played on repeat (mine all revolved around Anita Baker). Listening to it seemed cathartic, right? Songs — especially ones that capture your mood and feeling exactly — can help you get through the stages. The Anger and Depression stages in particular. Because when you go through a merger or an acquisition, it can feel like you’ve been sucker punched. It is a roller coaster – no other way to describe it. While I’m pretty certain the songwriters did not write these songs with M&A deals in mind, the selected songs capture the sentiment of the stages you are experiencing…. And ideally can help you get through each stage.

My last observation and piece of advice? You won’t move through the stages of grief in a linear fashion. You may go from Denial to Bargaining back to Anger and then Depression. It gets messy. But life is messy and post-deal M&A integration? It’s the definition of messy. But stay positive, focused and have the right attitude and you will get through it. Remember, millions of us have been through what you are going through. Know your value and you’ll be okay. Promise.

p.s. feel free to add song ideas, advice and share away! We’re in this together.

Spotify name: From Denial to Acceptance

Songs include:

Denial

1. Changes David Bowie

2. Who are You? – The Who

3. (Don’t Fear) the Reaper – Blue Oyster Cult

4. Send in the Clowns – Joan Collins

5. Would I Lie to You? – Annie Lennox/The Eurythmics

6. Manic Monday – The Bangles

Anger

1. Welcome to the Jungle – Guns-N-Roses

2. It’s the End of the World as We Know It – REM

3. Take this Job and Shove it! – Johnny Paycheck

4. Money, Money, Money – ABBA

5. Who’s Sorry Now? – Connie Francis

6. Set Fire to the Rain – Adele

Bargaining

1. Stuck in the Middle with You – Stealers Wheel

2. Give a Little Bit – Supertramp

3. Here We Go Again – Ray Charles & Nora Jones

4. Hard Days Night – The Beatles

5. The Gambler (“know when to hold ‘em, know when to fold ‘em, know when to walk away…) – Kenny Rogers

6. Should I Stay or Should I Go – The Clash

Depression

1. Who Am I? – Les Miserables (Hugh Jackman, Motion Picture version – cuz who doesn’t like Hugh?)

2. Over my Head – Fleetwood Mac (or Echosmith version)

3. Catch my Breath – Kelly Clarkson

4. These Days – Rudimental

5. Lonely Together – Avicii

6. All by Myself – Eric Carmen

Acceptance

1. Always Look on the Bright Side of Life – Monty Python’s “The Life of Brian”

2. When the Going Gets Tough, the Tough Get Going – Billy Ocean

3. You Can’t Always Get What you Want – The Rolling Stones

4. Ray of Light – Madonna

5. Let it Be – The Beatles

6. That’s Life! – Frank Sinatra  — Published on June 28, 2018

Culturally Speaking

by Jamar Laster

[Excerpts below. Full article here. ]

The Merger Quandry

Jennifer J. Fondrevay, a chief humanity officer and internationally skilled C-suite executive who has survived three multibillion-dollar acquisitions, says blending cultures after a merger or acquisition can, at its lowest point, become a turf war.

Fondrevay says she frequently sees large companies acquiring small, entrepreneurial companies for their products, spirit and outside-the-box thinking, only to rip apart those aspects at the time of integration. “There are several challenges in blending cultures. Does one culture dominate another? Who decides? What parts of the culture are maintained?”

Fondrevay says that one side might feel that all elements of their culture must be maintained when another side does not value them so much. “And the acquiring company might not feel that they have to adopt any of the acquired company’s culture. They are the acquirers so they may think, ‘Why bother?’”

Surviving the push(back)

Fondrevay, who has founded a merger-and-acquisition consultancy called DAY ONE READY, advocates proper planning from the moment a merger or acquisition is considered, thus allowing time for determining the best parts of both cultures and how they can fit harmoniously. She likens the planning process to a couple getting married and moving into a new home.

“It’s always best for both [people] to move into a new place together, and agree on what furniture to bring to create a new home,” Fondrevay says. She points to Boeing’s acquisition of aerospace manufacturer McDonnell Douglass as examples of successful planning, noting that Boeing went to great lengths to make acquired employees feel valued – even incorporating the McDonnell Douglas logo into its own.

The Human Factor

Even a surging digital presence in business shouldn’t replace a company’s cultural foundation. Fondrevay says to remember your company’s original vision for the product, service or solution that was created to serve a particular audience because those things — and what they stand for — attract people to not only invest in them but also to work for your company.

“There is no different implication for the digital manifestation of your brand and company then there is the static logo and brochure that have always existed for your company,” Fondrevay says. “It is the meaning you bring to that logo and brand that inform your culture, and vice-versa.”

After a Merger, Don’t Let “Us vs. Them” Thinking Ruin the Company

by Jennifer Fondrevay

When a merger or acquisition is announced, people instinctively wonder who “they” are — “they” being the company on the other side. Whether the company is known or not, there’s an instinctive reaction to regard “them” with a wary eye. Cultural differences can…

More and more companies are relying on mergers & acquisitions (M&A) as a competitive growth strategy. Since 2012, M&A activity has increased dramatically in both number of deals and size of transaction, with the yearly value of global M&A deals tracking above $4.5 trillion for the past four years. These are heady numbers and 2018 is expected to continue apace. Yet when mergers are not done correctly, the end result can be at best uncomfortable, and at worst devastating to both companies.

As part of my consulting work on mergers and acquisitions, I created a playbook that defines the best practices for optimizing the human side of M&A. To uncover the human facets and the consistent challenges of M&A, I interviewed 55 executives from multinational to small- to medium-size companies all over the world. The interviewees, who were in the process of an M&A deal or who had recently been through one, included C-suite executives, private equity dealmakers, business owners, entrepreneurs, and middle managers. From these sessions, a consistent theme emerged: M&A often fosters us-versus-them thinking, which can undermine deal success from the get-go.

One of the great ironies of M&A activity is that trust, a key ingredient for business success, often quickly dissolves, as M&A activity is usually cloaked in secrecy. A workforce can feel blindsided when a deal is announced, eroding trust and transparency in three mutually reinforcing ways:

  • “Our” company versus “their” company
  • Executives versus frontline employees
  • Who stays versus who goes

Let’s look at each of these:

Our Company Versus Their Company

When a merger or acquisition is announced, people instinctively wonder who “they” are — “they” being the company on the other side. Whether the company is known or not, there’s an instinctive reaction to regard “them” with a wary eye. Cultural differences can emerge, particularly if the companies have been at different ends of the spectrum in the marketplace. What makes sense on paper — i.e. a high-end product-line company merging with a low-end product-line company — can devolve into an us versus them dynamic as the companies’ different approaches and cultures inevitably conflict.

Consider this example: When The Interpublic Group (IPG) merged the direct-marketing company Draft with the ad-agency Foote Cone & Belding (FCB) to become one agency in 2006, “it was immediately apparent that the cultures of the two agencies were wildly different,” shared Marty Stock, then head of Coors advertising at FCB. “In bringing together a specialist direct-marketing agency with a generalist creative shop, cultural differences were bound to arise, given the contrast in customer approach and sensibilities. The differences drove an ‘us’ and ‘them’ mentality which was never really resolved, and which made integration unbelievably difficult.” Millions of lost dollars from client defections later, FCB split from Draft and reverted back to its origins in 2014.

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Examples of successful acquisitions do exist, however, where the “our” company versus “their” company dynamic is minimized, largely due to the approach of the acquiring company. When Enterprise Rent-A-Car acquired Vanguard’s Alamo Rent-A-Car and National Car Rental in 2007, rather than executing a takeover, it moved slowly and sought to learn from its new brands. “Once the deal closed,” shared Enterprise CEO Andrew Taylor, “Enterprise pursued a deliberate integration. It was far more important to do it right than to do it quickly. We acquired Vanguard at an affordable price, so we could afford a thoughtful approach. When a new direction was chosen, it would reflect the best elements of both cultures and operating approaches.”

Executives Versus Frontline Employees

As senior leaders drive the integration process, midlevel and lower-level employees can begin to perceive senior level executives as getting more than their “fair share.” A perception that senior management is making money off of midlevel employees’ hard work can emerge. Should job losses occur, tensions may intensify as the remaining workers feel burdened “doing the job of many” to implement a strategy that executives, not managers, defined.

Even when there’s been a strong camaraderie throughout the organization, people can feel betrayed when executives leave with robust pay packages. Employees are not ignorant to M&A precedents where even CEOs of failed acquisitions have left with substantial pay packages. In those moments, trust erodes.

Executives have a critical role in minimizing us versus them thinking. Demonstrating commitment to the vision in word and deed is critical, and the pursuit of every activity must tie back to how it fits (or doesn’t fit) with the bigger picture. Nothing undermines change and its adoption more than behaviors by key individuals that are inconsistent with their words. To gain the workforce’s trust you must “walk the talk.”

Who Stays versus Who Goes

Cost-cutting and job losses typically occur in M&A as companies aggressively pursue efficiencies and eliminate redundancies. Deciding who stays and who goes are hard-wrought decisions. Transparency is difficult as executives and managers are either legally prohibited from being more open or don’t know how things will play out. Trust is diluted further when, in an attempt to keep people motivated, early communications sometimes say that “nothing will change,” and yet employees see change happening as people are let go.

Kim Feil, Chief Marketing and Strategy Officer for Aspire Healthy Energy Drinks, who experienced five separate M&A deals as head of marketing for Cadbury, IRI, Kimberly-Clark, Walgreen’s, and OfficeMax, had this to share: “Leaders know that while M&A can make sense on paper, the ability to achieve the vision is only as good as the team you put together.” During her multiple M&A experiences, Feil encountered well-thought-out organizational planning as well as unexpected curve balls. “Who will still have a chair when the music stops becomes the daily question,” Feil added. “So much is dictated by timing and where you are when the music dies. That said, you can’t just hope that things will work out.”

Feil attributes her successful acquisition experiences to upfront planning with leaders from both companies. “The key was focusing on the requirements for success, defining the teams needed to achieve them, and how they would intersect. ‘Who’ did it was not part of the upfront discussion, just the organizational design and structure were considered. Once that was defined, then all potential candidate profiles were considered and names then populated the structure.” What about the names not immediately selected? A clear message arose, consistently shared by executives I interviewed: when experiencing a merger or acquisition, know your value; don’t wait for the company to tell you what it is. Determine how your skills and experience will contribute to the mission and demonstrate that expertise repeatedly. Equally critical? If you determine your skills are no longer valued, find the employer who values them.

While us versus them thinking can undermine deal success, it doesn’t have to. These examples emphasize actions to take which can minimize the downside potential: a well-planned integration with a cohesive culture as the focus; consistent communication and commitment to the transition in both words and actions; and an organizational structure defined by what is best for the customer will go a long way toward positioning the new organization for success.