Friday, 18 December 2020

A Guide to business integrations

This is a Guide to business integrations. Every business integration is different, whether that is bringing together the Harbours and the Airport into a single company: Ports of Jersey, or if the integrations are part of an acquisition programme building presence and capability in Luxembourg, Canada, Jersey and Guernsey.

This therefore is a rough guide of things to consider rather than an exact plan or a precise order, which will inevitably be different according to circumstances. It is however based on real-life experience and successes in public sector, technology, retail and medical businesses.

If you are interested in projects, change or business integrations please contact me Tim@AdaptConsultingCompany.com or phone +44(0)7797762051

Step 1 - Assemble the Project Team

This is itself is the subject of another step-by-step guide and I won't elaborate here expect to say that it is important to have a team with the competence, capacity, drive and desire to deliver the project. It is also important to have in mind the process of integrating with, and have-over to, business-as-usual team(s) so that there is a clear delineation between the project which should come to an end having achieved its goals, and business-as-usual of running the now expanded business.

Step 2 - Understand the Strategy

Any business integration is part of a strategy and this need to be understood. If the aim is to expand the number of people, products, customers then the integration process may be very different from an aim which is to standardise, centralise, economise. With the former each acquisition may seek to increase the range of products and services [Company A 10 products + Company B 10 products = Company AB 20 products] whereas the latter the intention will be to rationalise and reduce [Company A 10 products + Company B 10 products = Company AB 10 products]

Moreover the business integration may be a long-term "hold" in which case there will probably be significant investment in people, process and technology and a drive for closer integration possibly under a common brand. Or the integration may be a short-term "positon" in which case the businesses are loosely joined possibly with separate products and practices for their "local" sector or market.

The level of integration and the length of ownership are important considerations for investors some of whom may be looking for a steady yield over a long period. Or they may look to flip very quickly to gain the upside of a bigger business (more customers and revenue) without the cost of integration and rationalisation (and associated investment and change).

Some businesses will join but still have 2 accounting systems, 2 sales and marketing teams, 2 compliance teams whereas others would invest to integrate and in the long term rationalise. The most extreme case I have come across is one firm that have 140 different accounting systems, such was the speed of their acquisitions and slowness of their integration.

Step 3 - Review the Products and Services

The above elements set the scene for the Review the Products and Services. Do the business continue all Products and Services or seek to standardise and streamline? A common approach is to consolidate the most profitable and depreciate the least profitable, giving due notice to customers and offering an upgrade or migration path which may also include a review of contracts, terms and conditions, service changes etc. This then later feeds into the Service and Support and Migrate the Customers workstreams discussed later.

Step 4 - Review the Support, Partners and Suppliers

Whether to have 2 accounting systems, 2 sales and marketing teams, 2 compliance teams will depend on a number of factors. It may be that the tax, language and regulations are sufficiently different to merit this. Or it may make common sense to bring everything together under one team and one system.

The same may apply to Partners and Suppliers. If you have an intangible product/service you may be able to service everyone globally from one place or with one supplier, but if there are tangible elements, or the need for face to face, or physical interaction (eg engineer or mechanic) then the choices will be different. For many businesses there is a combination of both strategies at play: centralise some elements and decentralise others.

Step 5 - Review the Organisation Structure

The above elements set the circumstances to Review the Organisation Structure. The roles and responsibilities may change according to what is to centralise or decentralise and what is to expand (more people, products, services) and what is to contract (rationalise services). This may be a once only change as two businesses become one, or more complex if part of an acquisition strategy of many integrations. There may be many functions to consider, some of which may be departments, teams, individuals or external-partnerships. All businesses are different but these themes will apply in some measure to most.
  • Finance And Accounts
  • Sales And Marketing
  • Compliance And Legal
  • Service And Support
  • Training And Development
  • Company Secretarial And Admin
  • Human Resources
  • Information Governance
  • Information Security
  • Properties and Facilities
  • Culture and Communications
Each of the above departments, teams or individuals will have a plan for business-as-usual, keeping existing customers happy and maintaining current Products and Services, whilst also preparing for the future changes. Managing and coordinating the resources between "run the business" and "change the business" is critical.

For the bringing together the Harbours and the Airport into a single company: Ports of Jersey we had the additional legislative and political aspects to consider. It was necessary to write laws to set-up the Port Authority on a legal basis, transfer the assets and vest the responsibilities and all this was subject to political oversight and also political scrutiny, with necessary liaison with UK for Privy Council and Queens Assent. Furthermore it was necessary to reach accord on the balance of responsibilities to the Treasury (expecting a shareholder return) and to Government (expecting public service)

Step 6 - Review the Company Structure

This Review the Organisation Structure may have an impact on company structure, tax status, jurisdiction etc., for example whether there is one business or a conglomerate. Whether there is a holding top-co and where the assets of the entities are held and the income booked and the contracts held. This does require careful thought because internal and inter-company movement of assets, income and resources will have a material affect on the balance sheet and profit and loss of the company(ies) their approach to investment and the rules applying to staff (employment laws are different in some countries) and services (regulations are different in some countries).

Step 7 - Prepare the Service Teams

At the onset we talked about the project which should come to an end having achieved its goals, and transfer to the business-as-usual team who will run the now expanded business. All the thinking above now needs to be translated into preparation so that the new people, policies, processes, products are prepared and ahead of any client migration.

This may be a significant amount of work if it requires the transfer or consolidation of data into new systems or adapt and adoption of new ways of working. This is a project within itself.

Step 8 - Communications

Communications should be happening all the time. I have placed it at Step 9 not because it is the 9th thing to do, but to highlight all the things that need to be considered as part of a communications plan that starts before Step 1. The communications plan should start before integration, perhaps as a statement of strategy or intention. What gets said to whom, when, how and why is a project within itself. There may be issues of commercial confidentiality, insider-trading, staff and union participation. There is much to consider and many to include from shareholders to stakeholders, suppliers to staff.

Step 9 - Culture and Process Change

Culture and Process Change should be happening incrementally all the time, in parallel with planned communications to ensure what you say and what you do remain in step and people are engaged as well as informed. This "theme" may include a number of elements including human resources, training and development, process change and coaching.

Whereas the steps above will provide a map, a map is not a journey. Success is dependant upon execution and successful delivery will be dependant upon the competence, capacity, drive and desire of everyone, and possibly a reliance upon a change team to compliment the project team in helping the people aspects of change.

There may also be the need to consider "local" issues and customs where global approach does not exactly fit and an element of translation, interpretation or customisation is needed.

A Review the Products and Services (discussed above) is ostensibly about picking the winners and losers, those that will carry forward and those for which there will be a managed end-of-life. However at a more granular level there may be a need to review how these are delivered faster, cheaper, better possibly taking account of new capabilities emerging from the integration.

Step 10 - Review and Migrate the Customers, Products and Services

As noted in Communications, there is a need to talk to customers all the time, before, during and after the changes that effect them. The steps above will shape the conversation. In some cases there may be a emphasis to remove unprofitable or high maintenance clients and target resources towards more profitable homogenous clients.

Often small businesses offer a la carte bespoke services when they get started which are difficult and costly to maintain when the scale-up resulting in a switch to drop parochial services in favour of consolidated global services and reduce the variety and complexity of Products and Services to a few staple products.

If your strategy is to target different customers with different Products and Services you may have a challenging tasks of managing the transition, particularly if there are existing contracts and committments which will take a time to unwind, review and renew.

The review element should be a part of the hand-over to business-as-usual and the regular relationship management annual reviews. This is critical part of kaisan: continuous improvement beyond the integration project.

Conclusion

This has been a look at integration rather than the pre-integration task of acquisition. It is not a definitive guide, but hopefully useful to indicate themes and share experience.

If you are interested in projects, change or business integrations or would like checklists, templates, tools or training in any of the above elements or perhaps just a coaching conversation about how to customise and apply these ideas in your organisation please contact me Tim@AdaptConsultingCompany.com or phone +44(0)7797762051



Tim HJ Rogers MBA
CONSULTANT PROJECTS PROGRAMMES AND CHANGE
Mob 447797762051
Tim@AdaptConsultingCompany.com

ABOUT TIM: Tim's background includes BUSINESSS responsible for the incorporation of the Post Office and Ports of Jersey and Operations Change and Sales Support Manager for NatWest and RBS International his COMMUNITY INTERESTS include Jersey Policy Forum, hosting TEDx events and he is a Former Chair of Pharmaceutical Benefits Committee and member Public Accounts Committee, and SPORT INTERESTS Triathlon (Commonwealth Games 2006) & Ironman (2006-2016) and Rowing (World Champs 2009, 2010, 2016)

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