While mergers and acquisitions (M&A) have become an increasingly common business strategy, approximately 70% to 90% of M&A transactions fail to reach their expected strategic and financial goals, according to research from the Harvard Business Review.
Why do so many M&A transactions fall short? These failures can often be attributed to people-related factors, such as mismatched cultures and management styles, lack of communication and trust, and loss of key talent. The impact of these key people elements exemplifies how HR plays a pivotal role in setting mergers and acquisitions up for success. As such, it’s essential to understand HR’s role in M&A and how they can help at each stage of the deal cycle.
Before the Transaction: Setting the Stage for Success
HR’s primary role prior to any M&A transaction is conducting due diligence. During a deal, HR professionals provide critical information to assist in evaluating the transaction and assessing potential risks and liabilities.
HR evaluates the following aspects of a target organization:
- Talent
- Culture
- Employee benefits plans
- Compensation programs
- Potential liabilities
- Employment contracts and policies
HR usually works closely with legal teams to ensure organizations comply with federal, state and local laws. Failing to conduct careful due diligence can result in organizations assuming significant liabilities during M&A transactions.
In addition, HR professionals from both organizations need to determine whether the entities’ organizational cultures are compatible. This might include analyzing respective growth and turnover rates, management styles, employee attitudes, and benefits programs.
For organizations being acquired, HR professionals typically partner with the other organization’s HR team to resolve potential issues and provide information and data related to due diligence. They may also support employees impacted by the transaction and ease their concerns and doubts to increase employee confidence in the deal and help maintain productivity during the transition process.
During the Transaction: Making Pivotal Decisions
HR professionals also play a vital role during an M&A transaction as they typically own or play a role in a variety of crucial tasks, including employee communication, culture integration, compliance, and making decisions regarding technology and systems.
Employee Communication
Employee communication is a critical HR function during M&A transactions. How HR shares information with employees about the transaction, especially those most affected, can greatly impact the deal’s success. Employee communications during the transaction should provide crucial timelines and updates but also convey the shared vision of the new organization. HR teams should emphasize transparency in communication to help employees understand what’s happening now, what may happen in the future and when key decisions will be made.
Integration of Cultures
M&A transactions often can lead to a culture clash. Since culture issues can sink the success of any M&A deal, blending culture is a top HR priority. HR professionals must integrate and redefine the new organization’s culture and values. It’s important to establish a shared vision, mission and strategy, and effectively communicate those new organizational pillars to employees.
Legal Compliance
Ensuring that organizations comply with applicable laws often falls on HR’s shoulders. Employees are often released as a result of M&A activity, and each organization’s HR professionals must ensure they follow all applicable laws and notification requirements when reducing staff.
In addition, M&A transactions may result in organizations being forced to comply with new laws. M&A transactions are often legally complex, and we recommend that employers consult legal counsel throughout the deal cycle to ensure compliance with all relevant requirements.
After the Transaction: Integrating the Organizations
Once an M&A transaction is completed, HR plays a key role in integrating the organizations. Their responsibilities often include the following:
- Creating new policies: After an M&A event, HR must create or merge employment policies, rules and guidelines to establish workplace governance and set employee expectations for the new organization.
- Managing & retaining talent: HR plays a critical role in determining which employees will stay, are replaced or are eliminated after an M&A event, as well as developing retention strategies to ensure key employees stick around.
- Developing compensation strategies: HR often creates cohesive compensation structures for the new organization, including executive compensation strategies.
- Creating employee benefits programs: Similar to creating compensation structures, HR may need to fit existing employee benefits programs into a unified plan for the new organization or establish new benefits programs.
Connect with CBIZ For End-to-End M&A Guidance
HR is essential to the success of any M&A transaction, but HR teams can quickly become overwhelmed by time-consuming tasks at each stage of the deal cycle. CBIZ can help. Our team of benefits, insurance and HR specialists are well-versed in the unique requirements of mergers and acquisitions and can step in to assist with due diligence, strategy development, transition planning, integration, optimization and more.
© Copyright CBIZ, Inc. All rights reserved. Use of the material contained herein without the express written consent of the firms is prohibited by law. This publication is distributed with the understanding that CBIZ is not rendering legal, accounting or other professional advice. The reader is advised to contact a tax professional prior to taking any action based upon this information. CBIZ assumes no liability whatsoever in connection with the use of this information and assumes no obligation to inform the reader of any changes in tax laws or other factors that could affect the information contained herein. Material contained in this publication is informational and promotional in nature and not intended to be specific financial, tax or consulting advice. Readers are advised to seek professional consultation regarding circumstances affecting their organization.
“CBIZ” is the brand name under which CBIZ CPAs P.C. and CBIZ, Inc. and its subsidiaries, including CBIZ Advisors, LLC, provide professional services. CBIZ CPAs P.C. and CBIZ, Inc. (and its subsidiaries) practice as an alternative practice structure in accordance with the AICPA Code of Professional Conduct and applicable law, regulations, and professional standards. CBIZ CPAs P.C. is a licensed independent CPA firm that provides attest services to its clients. CBIZ, Inc. and its subsidiary entities provide tax, advisory, and consulting services to their clients. CBIZ, Inc. and its subsidiary entities are not licensed CPA firms and, therefore, cannot provide attest services.