Executive Assessments
Improve The Results
Of
Business Acquisitions
Mr. Len Russek
People problems
are the primary cause of disappointing business acquisitions.
Even acquisitions
that generate large profits can have detrimental results if the employees
can't work together or trust each other.
And, it's easy
for the CEO of the acquiring company to misjudge how well the two employee
groups will fit together.
In spite of all this being well known,
few acquisition minded companies evaluate the attitudes, values and executive
skills of the target company's major employees during the due diligence
process.
For relatively small acquisitions,
Buyers expect to incur at least $50,000 to $100,000, in fees for attorneys,
accountants, appraisers and engineers to evaluate the records and tangible
assets of the company being purchased. However, very little is allocated
to evaluating the people being relied upon to make the acquisition a success.
Instead, the opinions provided by the target company's upper management
and the acquiring CEO's own opinions derived from very brief visits
are frequently relied upon.
Many articles have been written about
the difficulties of combining the employees of two companies. But,
few suggest the primary obligation of the buying CEO is to assess how the
employees of the company being acquired will fit with his company.
If the CEO fails to successfully apply his judgment and people skills to
this, it can cause problems for the acquired employees, and harm personal
relationships within the parent company.
During the initial or courting stage,
the CEOs of the two companies typically talk at length about products,
markets, facilities and how their employees will fit together in an organizational
reporting manner. Often, it is during this courting stage that the
acquiring CEO forms his perceptions about the employees of the target company.
Once the acquisition process is in
full swing, the CEO becomes preoccupied with the complex legal, accounting,
finance, environmental, and employee benefits issues associated with combining
the two companies. Any meaningful evaluation of the employees frequently
gets overlooked in the headstrong push to reach the closing.
Somewhere between the Letter of Intent
and the first draft of the Purchase Agreement assumptions are made about
the compatibility of the two employee groups. These assumptions rarely
get compared to reality until after closing. This can be costly.
The timing of the first mention of
using employee assessments in due diligence is crucial. If broached
after the Letter of Intent stage, the selling CEO may feel it's only a
ploy to get out of the deal. In order not to disrupt the acquisition
process, the buying CEO needs to mention during the courting stage his
desire to use employee assessments as part of the due diligence process.
If the buying CEO proposes that it
be done at his company's expense by an outside professional with the selling
CEO also receiving the results, resistance will be reduced. Most
CEOs are often quite proud of the team they have put together and welcome
confirmation by an outside professional.
Other selling CEOs may agree in concept,
but be reluctant to ask their employees to participate in the assessment
process until they become more certain that a closing will likely occur.
This usually indicates the selling CEO is mistrustful of the buyer's motives
or just doubts the buyer's financial ability to complete the deal.
In these situations, the employee assessments may have to occur toward
the end of the due diligence process. Depending upon the size of
the company being acquired, these employee assessments might typically
include:
(1) in depth interviews, simulations
and assessments of top management as if they were being considered for
employment,
(2) similar but more limited interviews
and assessments of middle managers,
(3) and in some cases, a confidential,
mailed-in attitudes survey of other employees.
If accompanied by a promise to provide
individual feedback of results to the top and middle managers, little resistance
will likely be encountered from the employees. Most will appreciate
the attention. If the acquisition is aborted, the selling CEO will
have valuable feedback about the people in his organization.
This may appear to be an expensive process,
but it will not typically cost as much as having your CPA firm verify the
existence of the inventory and other tangible assets. It will also
be less expensive than a failure caused by people problems that can be
avoided. If you are acquiring a personal service business, not assessing
the employees is incomplete due diligence work. The employees are
the major assets, and their attitudes, values and motivations are important.
The benefits of doing the employee assessments appear to outweigh the costs.
The famous management
expert Peter F. Drucker said;
"Most
executives considered to be good judges of people have a common characteristic:
They decided long ago that they weren't good judges of people
and
rely on diagnostic techniques to help them decide."
This article
was written by Mr. Len Russek based upon his experiences helping companies
develop and implement their acquisition strategies. It may be copied
or plagiarized from at the readers desire.
Lenvest
Financial Advisors, St. Petersburg, Florida, 813-894-7888 - www.lenvest.com
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