PODCAST Succession Stories: The Human Side of M&A Deals

Did you know that 80% of mergers and acquisitions fail? An often overlooked yet critical aspect of M&A deals and transitions is the people factor. Jennifer Fondrevay, Founder of Day1 Ready, advises senior executives on how to plan for expected challenges. Listen in as Laurie Barkman talks with Jennifer about the emotional aspect of business transition, and how those emotions come into play for a newly merged organization. If you’re anticipating a company transition in your future, listen in to learn more about how strategies around the human factor can drive greater success in M&A deals.

Listen in to learn more about:

  • What to anticipate from your workforce when you announce an M&A deal
  • Three key things to consider when buying or selling a business
  • Benefits of a human capital-centric approach to M&A
  • How to build confidence and synergy among different parties involved during a transition

5 Best Practices When Crafting your M&A Onboarding Experience

Post mergers & acquisitions (M&A) onboarding is NOT your typical onboarding journey. However, intentional planning and appreciation for your new employees’ mindset can play a critical role in setting your new employees up for success.

In an M&A scenario, employees have not been actively recruited to join your company. The excitement and eagerness to “be part of the team” are not typically there. In fact, if the newly acquired company will be changing its name to the acquiring company, these new employees may even think about revolting. This reality requires a different mindset and approach as you onboard your employees.

Read all 5 best practices in my guest article for Silk Road Technologies.

PODCAST: An Expert Conversation on Mergers & Acquisitions

Theresa Caragol, Founder and CEO of AchieveUnite, recently sat down with Mergers & Acquisitions expert and AchieveUnite Expert Community Member Jennifer Fondrevay to discuss the top considerations for technology companies to keep in mind as they undergo M&As.

In this episode, you’ll also learn why M&As fail, and you’ll walk away with relevant insights and best practices to help you successfully lead your employees, customers, and partner ecosystem through an M&A.

PODCAST: Why Employee Integration Is A Critical Aspect Of M&A

Integration of employees is such a critical aspect of any M&A transaction, yet most entrepreneurs spend too little time planning for and executing this element. The planning for this phase should start the moment you decide you’re going to pursue an acquisition, not when you’re already in due diligence. My guest, Jennifer Fondrevay, is an expert in the human capital aspect of M&A transactions. She’s personally been part of several large M&A transactions and has seen firsthand how the human capital piece can sour an entire deal.

Jennifer shares key insights on the most overlooked aspects of integrating people, best practices for handling human capital and how COVID has changed the landscape and the challenges it presents in truly analyzing this part of any deal. Jennifer is engaging forthrightly in her advice which comes from firsthand experience.

Read the full transcript here.

Stars Rise & Fall at Work: How to Keep Shining

BY JENNIFER J. FONDREVAY AND AMY FRANKO

Read the article on FastCompany.com
Download the pdf version

As business strategies continue to shift and success metrics subsequently change, you can’t afford to stay stuck in your old way of doing things. The dramatically altered business and political landscape, along with the ubiquitous influence of digital in our lives, have decisively changed how a company succeeds. Companies in every industry around the world have had to adjust their metrics for success in some way. To be successful moving forward, you need to be smart on what the company now values and align your efforts with those objectives. If you don’t, you may end up as a former rock star.

We all probably know a rock star at work. Perhaps you identify as one. He or she can be high up the ladder or a high-potential leader on track to advance. They may be the top-performing sales leader or the product/marketing guru who has the ear of the CEO and the C-suite or is the proverbial “someone to watch” in the company. He or she could also be the industry specialist or innovator everyone goes to for new ideas. Strong and successful companies have rock stars across an organization, helping to drive the business forward. The trouble is, rock stars can stumble when the metrics for success suddenly change.

In my (Jennifer’s) consulting work with executives in mergers and acquisitions (M&A), I’ve seen too often the demise of the rock star. They become a former rock star because their attitude and behavior don’t adapt as the company’s growth strategies shift post-deal. What they believed to be important and valued at the company has been redefined and they struggle to redefine their role with it. In other words, they insist on playing hard rock, when everyone else has moved to disco. I’ve counseled many rock stars on how to stay on top of their game in times of change.

In Amy’s role as a rock-star sales performer early in her career and now a leading sales consultant, she’s equally seen top-performing sales professionals and leaders become former rock stars. They’re the sales performers who are reluctant to adapt their behavior because their formula for success got them to where they are. They’re used to getting the top sales awards every year based on that formula, so why would they change? Yet in today’s ever-changing business landscape, doing things as you have always done is no longer a recipe for success.

To stay valued at your company, and continue to be a top performer and “one to watch,” we suggest these five critical strategies:

SOLICIT OUTSIDE PERSPECTIVE

It can be tough to let go of old routines or ways of doing things, especially if they made you successful. But routines can become ruts. Don’t be afraid to ask for an outside perspective. Whether you solicit coworkers, a coach, or your own informal “board of advisors,” an outside perspective can help identify a rut you are in as well as your most valuable skills, sometimes better than you can. This outside perspective can help you fixate less on past achievements and focus more on where your skills can contribute to future success. Rock stars are comfortable acknowledging what they don’t know and seeking advice to adapt.

ASSESS YOUR SKILLS AGAINST THE EVOLVING NEEDS OF THE COMPANY

The skills that have brought you success will need assessing and perhaps some fine-tuning as you evaluate your company’s expanding needs. Perhaps your organization has introduced new revenue models to adapt and stay competitive. When Amy was a top sales performer at IBM, she recalls the shift IBM made from having an exclusive channel-sales model to a hybrid channel/direct model in the face of mounting competitive disruption. The sales professionals and leaders who succeeded were those who cultivated their strongest skills while embracing new ones as they monitored shifts in the marketplace. You can future-proof your career by understanding which skills are a match today and take the initiative to upgrade the skills you need.

STAY MARKET FORWARD

In times of disruption, it’s easy to shrink back and wait it out. That approach won’t serve you. You’ll miss opportunities, and you’ll be behind when the disruption normalizes. Beyond that, customers may think your business is struggling if you aren’t proactively adapting and staying connected.  Greg Cole, chief marketing officer and managing director of BKD CPAs & Advisors, leads marketing and learning initiatives for nearly 3,000 staff members and 300 partners. He had this to share: “High performers remain focused on client relationships, communication, and engagement. The greatest shift is a renewed effort in meaningful outreach done via multiple channels. Making time for these connections is paying big dividends.”

How to stay market forward? For one, stay market-educated, and keep your relationships active. Connect with your best customers on how you are adapting, and stay on top of how their needs are evolving. Second, maintain a strong digital presence, both as an organization and as an individual, reflecting what you and your business are doing and how you may be adapting offerings. Three, be proactive with top prospects. Just as your top client’s needs have likely changed, so too have your prospects.

PRACTICE AGILITY

Disruption of any kind is an opportunity to practice agility. That is your ability to pivot strategically and decisively, maybe more than once. This is true not just for a company but also for your own approach. Becoming more agile can take various forms: practicing with new methods and tools for collaborating with the product team, or reexamining the allocation of your marketing budget to seek more effective opportunities, or even moving a client through your sales process in a completely virtual manner.

Jen E. Miller, senior vice president of producer development at global insurance firm Marsh & McLennan Agency LLC, works with nearly 1,000 producers and leaders on sales strategy and skill development. She observed: “Innovation and creativity will win the day here. Our leaders who are adapting, are willing to try new approaches, and who are assertive with new ideas are sustaining and growing business.”

Being more agile can expand your business as you serve current clients in new ways, while also gaining traction with prospects. One word of caution on this point: It’s always exciting to win a new client, but never before has it been more important to shore up current clients. Rock stars prioritize their top-tier customers by ensuring high levels of service that can lead to new opportunities.

BE A ROLE MODEL FOR THE ORGANIZATION

There’s no doubt that the sustained uncertainty we’ve all been facing takes a toll physically, mentally, and emotionally. It’s never prudent to make potentially life-altering decisions about your career, a client, or a team member while fatigued, overwhelmed, or riding on emotion. Rock stars know this; they keep their emotions in check and view themselves as a role model for the organization. They appreciate that others are watching, listening to, and emulating them. Nothing undermines change and its adoption more than behaviors by key individuals that are inconsistent with their words.

Role model behavior includes informally mentoring others through the changes, offering new ideas or approaches when prior efforts aren’t working, and consistently building relationships internally as the business adapts. As leaders navigating change on the frontline, rock stars need to be passionate drivers—people who question the traditional way of doing things, dig into complex problems, stick with them until they are solved, and have an appetite to innovate. Rock stars stay future-focused rather than fixating on past achievements or approaches.

These strategies emphasize what it takes to adapt and remain a rock star as the business pivots. The key is in accepting and embracing the new metrics of success, understanding how your skills can uniquely contribute to the future, and role-modeling this adaptable behavior. Above all, rock star performers embrace the idea that they control their destiny and that the decisions they make today will create their success tomorrow.


Jennifer J. Fondrevay is the founder of Day1 Ready, an M&A consultancy focused on providing human capital strategies that retain deal value. Her book, Now What? A Survivor’s Guide for Thriving through Mergers & Acquisitions, guides executives and middle managers through the challenges of business transformation to retain talent and minimize loss in productivity.

Amy Franko is the founder of Amy Franko Associates, a sales consultancy focused on helping midmarket organizations grow sales results through strategy and skill development. Her book, The Modern Seller, guides sales professionals and leaders in building next-generation sales capabilities. She is recognized by LinkedIn as a Top Sales Voice.

Whatever You Do, Pick the Right Partner

That goes the same for business as it does in life. And I don’t just mean a business partner where you start a business together.

I’m talking about a partner at work who makes you better at your job. Someone who gets what the mission is and knows that by working together, you both can achieve success.

As an author, I found that partner in my illustrator, Jeff York.

My mission? To write an M&A business book from a survivor’s POV. One that was satirical. Yes, I know, tall order. 

My words painted a clear picture of the journey and the comical aspects of M&A. His illustrations brought the stages and M&A personalities to life. The final book, NOW WHAT?serves as both a M&A practitioner’s playbook and a survivor’s handbook. And it does so satirically.

Find a partner who not only believes in your vision but who comes to the partnership with an expertise that makes your vision even better.

Check out the video Jeff and I created for insight into the rationale behind the illustrations for Now What?

The Human Side of M&A: An Interview with Jennifer Fondrevay

by Firmex

This interview features “M&A whisperer” Jennifer J. Fondrevay, discussing best practices for managing the human element of M&A and Touchpoint.

Closing a merger or acquisition is one thing, but successfully integrating the two companies post-M&A brings complex challenges, not least of which is getting the workforce on board so that the value of the merger can be realized. We sat down with Jennifer J. Fondrevay, organizational transformation consultant and “M&A whisperer” to discuss best practices for managing the human element of M&A.

Jennifer J. Fondrevay is an organizational transformation guru and the founder of Day1 Ready™, an M&A consultancy that works with Fortune 500 companies, start-ups, and small businesses to keep their growth strategies on track. Serving as an advisor to senior leadership and a liaison to middle managers, Fondrevay ensures the human component of a company’s plan, such as culture, productivity, and retention remains a cornerstone of success during times of change. Having been on all sides of the M&A equation, Jennifer sheds light on navigating a rapidly changing work environment through her speaking engagements and soon to be published book NOW WHAT? A survivor’s guide for navigating and thriving through acquisition.


TOUCHPOINT: You’ve written about “the secret language of mergers and acquisitions” where executives say one thing and employees hear something else entirely. How can business leaders make sure they’re speaking the same language as their workforce post-M&A?

JF: There are three things a business leader needs to keep in mind when sharing news post deal:

Expect that the majority of the workforce already knows something is going on. Do not assume people are clueless. They may not have all of the details correct but they will be aware that something has been in the works. The first mistake leaders can make is to believe that people have not been paying attention to what is going on. In speaking to your workforce, treat them with respect in how you share the news.

Do not use clichéd, “jargony” marketing language to sell the vision and persuade the workforce that this is a great thing. It makes the message less believable. People are not oblivious to the fact that big size M&A deals have typically failed (consider: AOL/Time Warner; HP/Palm; Alcatel/Lucent; Quaker/Snapple) and all the words that have been imprinted in people’s brains around these failed acquisitions are jargony, marketing words.

Be transparent as much as you can be. Respect your workforce’s desire to know the truth. Connect the vision of the acquisition to the work that you are doing and where you are going. Tell your people openly how the vision came to be and how the acquisition contributes to that future (whether you were acquired or acquired another). They need to hear from your heart why this is such a good thing. If you speak from a place of honesty and passion and purpose, people will begin to hear your message.

TP: What are some of the most overused and clichéd phrases that executives use to “sell” a merger or acquisition to employees?

JF: “Nothing is changing” is the #1 most overused phrase. The reality is everything has already changed.

“You will have better benefits, more resources, and greater opportunities”

“This is a merger of equals”

“This allows us to transform our business.”

“We expect minimum reductions in staff.”

I do believe that the phrases are well-intentioned, meaning that the messenger believes the message to be true. Unfortunately, they have become so cliché that people simply don’t buy it. Additionally, people are naturally thinking about themselves, not the company, when they first hear the news. So what they hear is often “blah, blah, blah…” because they are focused on themselves. The best analogy I’ve used is the Gary Larson cartoon – “What we say to dogs, what they hear”:

If I were to replay the above Gary Larson cartoon scene through the lens of M&A, here is what Ginger (ostensibly our workforce – go with me here) would hear from the executives:

What Executives say to the workforce: We are very excited to share with you that XYZ companies have been acquired by ABC company. This means great opportunities for us all. You will have enhanced benefits and be out in the marketplace with a greater portfolio, enjoying expanded aspects of your job.

What the Workforce hears: We/ are very excited to share with you that XYZ companies have been acquired by ABC company. This means great opportunities for us all. You will have expanded benefits and be out in the marketplace with a greater portfolio enjoying expanded aspects of your job.

The workforce can’t hear what’s being said because their primary focus is “What happens to my job?” If messaging leaves that unclear for too long and how you sell it seems disingenuous, significant parts of your workforce can have a hard time getting behind the vision. They will stay in denial.

TP: What’s the biggest reason mergers and acquisitions fail to deliver value after the M&A deal is done?

JF: To uncover the consistent challenges of M&A, I interviewed 65 executives from multinational to small- to medium-size companies all over the world. The interviewees included C-suite executives, private equity dealmakers, business owners, entrepreneurs, and middle managers.

From these sessions, there were 4 reasons consistently cited:

  1. incorrect valuation – in essence, making it too high, which then requires herculean efforts to make that valuation a reality in Year 1
  2. underestimating the operational complexities
  3. cultural integration issues
  4. “unexpected people problems”

TP: What’s the most common blunder that organizations make following an M&A transaction?

JF: Although people are critical contributors to the upfront business valuation and post-deal integration success, leaders more often delay the people planning piece.  Not doing the people pre-planning on the frontend can doom success on the backend. Earlier I cited “unexpected people problems” as one of the reasons consistently cited for M&A failures. I always challenge that. They aren’t unexpected. You can expect them; by preparing for them on the frontend you can minimize the challenges. In my Day1 Ready™ approach, I focus executives on three key areas to prepare for people challenges:

  1. Gaining Executive alignment (across both companies) on the vision – if there is not 100% alignment in the direction, the workforce won’t buy in
  2. Defining the organizational structure required to achieve the vision – define the org structure, then the roles needed and then the people who could do it
  3. Conducting a pre-mortem for the execution of the vision – mapping out all the things that could go wrong and identifying the possible solutions in advance will mean you’re better prepared when the challenges arise

TP: The people who put M&A deals together – entrepreneurs, owners, CEOs, CFOs, investment bankers and M&A advisors – are experts at analyzing balance sheets and growth strategies. In your experience, do they struggle with the human element of M&A, and, if so, what is the impact?

JF: It’s not that the people who put the deals together struggle with the human element – it is simply not their focus. If you think about it, no one ‘wants’ the post-merger effort to be unsuccessful.  It’s an unfortunate aspect of being too short-sighted and ONLY considering the numbers. I get that – most of the advisors’ expertise is in evaluating businesses, running the financials, forecasting growth potential, etc.

I would suspect that private transactions have a higher percentage rate of ‘success’ because they don’t have to answer to Wall Street in 90 days and speak to the “actual results.” Equally, I see Family Offices enjoying strong success rates and I expect that is due to their more patient approach on results and a focus on values/human capital.

There are millions of dollars our there ready to invest – in order to make these deals happen and to be successful, dealmakers need to think differently about their positioning going into the deal and the metrics for success of that deal. My position is, they need to more consistently and proactively bring in that human capital advisor role so that they can better anticipate what the people challenges will be and how to prepare for them. Future deal success is what is at stake for dealmakers.

TP: Investment bankers and advisors are focused on finding the right buyer and closing the deal. What, if any, role do they have in post-merger transformation?

JF: The tough part is, Investment Bankers (IB) are not usually compensated for work post-merger. For those who do, it’s largely ‘goodwill’, if you will. The IB’s ability to have an influence on the post-merger transformation is limited by what the client and/or acquirer allow the investment banker to do and whether the client is staying in the business or exiting. I have seen Investment Bankers be most successful by proactively defining their role beyond just putting the deal together. They invest time upfront beyond the numbers to set the business up for success.

One of the values of running a process is to help the client engage with multiple parties to get a ‘feel’ for how their culture would fit with potential acquirers.  Once the ideal acquirer is designated, successful IBs begin shepherding those human relationships while the other ‘deal-centric’ tasks get completed. Smart IBs also tap into a wide variety of service providers who bring unique areas of expertise that help make the deal successful. Given the time they have typically spent with the client, these investment bankers know which advisors to pull in when. When an IB can play a role post-merger, there is a better chance for success on the backend, and the advisor is more likely to become known for putting together successful deals.

TP: I’d like to believe that most business owners care about their employees. When negotiating an M&A deal, what can owners and their advisors do to ensure that the best interests of employees aren’t treated as an afterthought?

JF: In today’s market, with all that capital out there to invest, owners who are selling have the power. They can drive the conversation to ensure that their employees are not treated as an afterthought. Obviously, they need to be realistic about the expectations and the demands they make but they need to make the people piece a key part of the discussion upfront and gain agreement in writing around those expectations. They can’t just hope it will be taken care of. The moment they sell the business they are no longer in charge. I have seen well-intentioned owners think they have agreements that dissolve once the business changes hands. I also know other owners who made the expectations an essential part of the deal and prevailed. I want to emphasize, however, that the expectations have to be reasonable. It is unrealistic to expect that every employee can continue to play the same role once acquired by another company or a PE firm. The expectations need to be reasonable and agreed to.

I counsel business owners to make sure they talk to a human capital advisor the moment they start thinking about selling, especially if they don’t have a human resources executive on their staff. Typically, owners talk to their lawyer or accountant. These roles focus on the financials and legalities of the transaction. You need someone who can advise you on the people piece. It’s why I am jokingly referred to as the “M&A Whisperer” as I like to advise business owners on what to expect and how to best manage the people side in-going.

PODCAST: THE PANDEMIC PLAYBOOK WITH DOUG FARREN

December 3, 2020

THE PANDEMIC PLAYBOOK
WITH DOUG FARREN

https://www.middlemarketcenter.org/podcasts/the-pandemic-playbookLeaning on her deep understanding of companies in transition, Jennifer Fondrevay joins Doug Farren and the National Center for the Middle Market to share what business leaders have done to lead their organizations through COVID-19 and the uncertainty of 2020, and how these lessons can help others grow.