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We have just been through another round of mergers and acquisition activity, the second strong run of M&A in the last ten years. From huge companies “merging as equals” to smaller companies being swallowed to provide R&D, a product line extension, or regional consolidation, and many forms in between, there has been plenty of activity.
While the fundamental question of merging, acquiring or divesting is an important and strategic decision for most firms, the devil is often in the integration or separation, the thought and due diligence that was given to it in advance, and the investment in it during execution.
In this roundtable, as we did in the recent U.S. roundtable, we focused on all aspects of mergers, acquisitions, and divestitures, but largely through the lens of, or with emphasis on, integration. While we discussed the rationale for and choice between affecting a merger or acquiring a company, examined negotiation and the various phases of execution and management, as well as looked at divestitures, it was with focus on integration/disintegration and associated issues, including especially the role of IT and IT integration or separation.
We examined such questions as:
- What have the key drivers of M&A or divestiture activity been in the last couple years?
- Are different approaches to integration are required depending on the type of acquisition? What influence does the strategic goal of the merger or acquisition (or type of M&A) have on the nature, goals, processes, systems, and pace/timing of integration?
- How does a merger differ from an acquisition? What are the consequences for integration?
- How important are shared processes and values between the entities? Are they equally important in every type of deal? What is the impact on planning and integration? How long should integration be planned for or allowed to last?
- What can advance due diligence tell you about integration? What areas is this most important in? How do you most effectively link integration plans of different functional areas or business units.
- How do you "organize" for acquisitions? Who runs them, who is involved, what processes are deployed, what do you do to prepare in advance? How is IT engaged and how do you balance the new workload with existing projects/priorities?
- How closely are IT integration decisions normally tied to the rest of integration? Should they be more tightly linked? Can existing information systems be a driver for a merger or an acquisition?
- What are the key considerations for disentanglement in a divestiture? How do you ensure that only the right types of processes, systems, etc., leave the company in a divestiture?
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