INTEGRATION MANAGEMENT - M&A Leadership Council

Report
M&A Playbook Architecture
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What is an M&A Playbook?
• The M&A Playbook is a comprehensive tool:
– Designed to provide:
• An “easy to access warehouse” of knowledge, practices, and
master documents
• A process map for training
• Disciplined execution
• Repeatability
– Designed for companies:
• Growing by acquisition
• Needing to maintain their tools and best practices
• Wanting an easily managed repository that is intuitive to the
user, completely customizable, and builds a legacy of
repeated successes
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Playbook Features
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Accommodates multiple users with secure log-in capability
Accessed easily via popular web browser tools including Internet Explorer,
Firefox, and Safari
Enables users with easy, intuitive navigation of workflow on the main screen
Allows drill down capability to desired information and tools in a couple of
mouse clicks
One-stop instruction , search, archiving best practices, document management
and repeatability
Quick tool for changing content and workflow elements as the M&A process
changes
Secure location for storing and handling all sensitive information
Common terms and definitions enables merging firms to work together
Easy to access and operate tool from user’s location and systems
Customized to authorized users’ needs
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Playbook Benefits
The Playbook:
• Supports the life cycle of an acquisition from strategy through integration and
optimization
• Serves as a single-source repository for M&A intellectual property
• Eliminates cost by accelerating the process from deal to deal through proven,
repeatable work flows
• Facilitates communication across the enterprise stabilizing the organization and
minimizing workforce disruption
• Maintains business continuity through common best practices
• Ensures repeatable processes for enterprise-wide consistency in integration planning
across all M&A transactions
• Provides a roadmap and disciplined structure with accountability to manage the entire
M&A process
• Incorporates the work flow, tools, and templates to support a wide range of
transactions
• Includes flexibility to support a variety of deal types
• Supports customization to support clients’ best past experiences and continuous
process improvements
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Playbook Homepage
Playbook is designed and built by levelten in partnership with M&A Partners
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Playbook Homepage
Search
M&A Playbook
Home About DocFinder Account Logout
Global Documents
How to Use
How to use this toolkit
Quick view of toolkit
Operational Guidance
Strategy Manual
Due Diligence Handbook
Transaction Structuring Manual
Post Merger Integration Manual
Diagnostic Review Manual
Overview of the Playbook
Welcome to the Acquisition Playbook.
The Playbook is designed to serve the dual purposes of providing training and disciplined execution
for corporate growth by acquisitions.
The generic Playbook is organized into
five Phases
Phases List
1. Target
Assessment
2. Transaction
Management
Other
Glossary
Global documents
can be accessed
directly without
going into a specific
Phase
Typically Corp Dev
Manage
Transaction
3. Integration
Management:
Pre-Close
Planning
4. Integration
Management:
Execution
5. Integration
Management:
Optimization
Typically IMO
Manage
Transformation
Playbook is designed and built by levelten in partnership with M&A Partners
Support Center
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Phase 1: Target Assessment
PHASE 1: TARGET ASSESSMENT
1a: Form
Strategy
Team
1b: Create &
Review
Corporate
Growth
Strategy
1g: Develop
Initial
Approach
Strategy
1h: Obtain
Approval &
Approach
Target
1c: Formulate
Acquisition
Strategy
1d: Profile
Potential
Targets
1e: Form
Deal
Team
1f: Target
Screening &
Selection
Each Phase has
additional Steps that
further define the tasks
within that Phase
Tools
Deliverables
Support Center
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Phase 2: Transaction Management
PHASE 2: TRANSACTION MANAGEMENT
2a: Mobilize
Team
2b: Structure
Deal
2g: Obtain
Board
Approval
2h: Negotiate
& Close
2c: Access/
Secure
Financing
2d: Initial
Due
Diligence
2e: Refine
Deal
Structure
2f: Final
Due
Diligence
Specific Tools and
Deliverables are
associated with each
Phase/Step
Tools
Deliverables
Support Center
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Phase 3: Integration Management:
Pre-Close Planning
PHASE 3: INTEGRATION MANAGEMENT: PRE-CLOSE PLANNING
3a: Document
High-Level
Decisions
3b: Conduct
High-Level
Integration
Review
3c: Define
Target
Model for
Integration
3d: Analyze
Impact at
Functional
Level
3g: Prior-toClose
Activities
3h: Day One
Activities
3i: First
100 Days
Planning
3j: Establish
Integration
Program
Management
3e: Final
Integration
Approach
3f: Target
Benefits/
Integration
Requirements
In Phase 3,
active pre-close
integration planning
begins
Tools
Deliverables
Support Center
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Phase 4: Integration Management:
Integration Execution
PHASE 4: INTEGRATION MANAGEMENT: INTEGRATION EXECUTION
4a: Day One
Communication
4b: Initiate
Post-Closing
Activities
4c: Integration
Program
Office
4d: Revalidate
Value Capture
Targets
4g: Revalidate
Resources
4h: Detail
Workplans
4i: Mobilize
Implementation
of Quick Wins
4j: Launch
Integration
4e: Update
Business Case
Analysis
4f: Define
and
Prioritize
Work
In Phase 4,
active post-close
integration execution
begins
Tools
Deliverables
Support Center
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Phase 5: Integration Management:
Optimization
PHASE 5: INTEGRATION MANAGEMENT: OPTIMIZATION
5A:
Optimization
Phase 5: Optimization is your
opportunity to make business
improvements that were not
possible during the first 100
days of integration execution
Playbook is designed and built by levelten in partnership with M&A Partners
Tools
Deliverables
Support Center
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Structure within a Step
Next >
STEP 1a: FORM STRATEGY TEAM
Objective
Mobilize the team to formulate:
Dates
• Corporate strategy in an organizational context
• Acquisition strategy
Tasks
Methodology and Context
Deliverables and Outcomes
ADD NEW COMMENT
Your name
Subject
Each Step allows you to
enter an objective, dates,
tasks, methodology/context
and deliverables/outcomes.
There is also a field to add
comments.
Comment
Format
Styles
Path:
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DocFinder
SEARCH
DocFinder
PHASE 3: INTEGRATION MANAGEMENT: PRE-CLOSE PLANNING
Step: Document High-Level Decisions
- Your Tools
- Your Samples
- Your Templates
Step: Conduct High-Level Integration Review
- Your Tools
- Your Samples
- Your Templates
All documents loaded
in the Playbook are
displayed in the
DocFinder according
to the Phase and Step
to which they belong.
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DocFinder
SEARCH
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DocFinder by Function
HR
SEARCH
Phase 3: INTEGRATION MANAGEMENT: PRE-CLOSE PLANNING
Activity: Document High-Level Decisions
- HR Tools Only
- HR Samples Only
- HR Templates Only
Activity: Conduct High-Level Integration Review
- HR Tools Only
- HR Samples Only
- HR Templates Only
When documents are
“tagged”
you can enter a
specific function in
the Search Box and
the DocFinder will
display only the
documents that
relate to that
function.
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Playbook Architecture Overview
PHASES
Target
Assessment
Transaction
Management
Integration
Management:
Pre-Close
Planning
STEPS
Form Strategy Team
Mobilize Team
Document High-Level
Decisions
Day One
Communication
Create & Review
Corporate Growth Strategy
Structure
Deal
Conduct High-Level
Integration Review
Initiate Post-Closing
Activities
Formulate Acquisition
Strategy
Access/Secure
Financing
Define Target Model
for Integration
Integration Program
Office
Profile Potential
Targets
Initial Due Diligence
Analyze Impact at
Functional Level
Revalidate Value
Capture Targets
Form Deal Team
Refine Deal Structure
Final Integration
Approach
Update Business Case
Analysis
Target Screening &
Selection
Final Due Diligence
Target Benefits/
Integration Requirements
Define and Prioritize
Work
Develop Initial
Approach Strategy
Obtain Board
Approval
Prior-to-Close
Activities
Revalidate Resources
Obtain Approval &
Approach Target
Negotiate & Close
Day One Activities
Detail Workplans
First 100 Days
Planning
Mobilize Implementation
of Quick Wins
Establish Integration
Program Management
Launch Integration
Phases
and
Steps
can be
changed
Load your tools into the
appropriate Phase and Step.
Integration
Management:
Integration
Execution
Integration
Management:
Optimization
Optimization
Pull tools
from the
Playbook
to build a
Cockpit for
a specific
deal.
Cockpit
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