From IMC of St. Louis, http://www.imcstloius.org

Mergers & Acquisitions
The Human Side Of Mergers & Acquisitions
By Ray LeBlanc
Jun 28, 2005, 14:34

The Human Side Of

Mergers And Acquisitions

 

Seven Stages Of Grudging Acceptance

 

By Ray LeBlanc

“The best-laid schemes of mice and men

Go often awry,

And leave us naught but grief and pain

For promised joy.”

Robert Burns

 

           These wise words were written more than 200 years ago in Burns’ beloved poem, “To a Mouse, On Turning Her Up in Her Nest With the Plough.”  While the original Scottish verse described plans for winter survival of a wee mouse and the farmer of a brittle field,  the poem and its familiar quotation are nonetheless profound in the shifting fortunes of corporate America. 

 

            Shrinking profit margins, competition, and mutable business patterns have been the impetus for many corporate stalwarts to reorganize, consolidate or reinvent themselves through merger and/or acquisition.  Of course, the decision to acquire or merge is extremely complex and usually delegated to the best financial minds in the business.  Unfortunately, “due diligence” presupposes the human element, and graphs, charts, and bottom line numbers ignore it completely.  The goal  is synergy; the reality is combustion.

 

            After more than 30 years as a sales manager in a large Texas communications company, I had the opportunity to play a major role in its acquisition of a long-standing New England company.  At first glimpse, the challenge looked like a cinch.  The companies weren’t rivals but counterparts in their industries with similar histories and corporate cultures.  Both possessed unrivaled reputations for customer service, employee loyalty, and civic contributions.  I’m glad to say that all’s well that ends well, but the path from there to here was wrought with potholes, rough patches, and, perhaps,  a few turned “plough” blades. 

 

            Change is never easy, and the executives who made the merger/acquisition decision, I am sure, envisioned a logical melding of the two entities, but the process was far more psychological.  Emotions dropped and changed daily for employees in both companies.  And, while social scientists may debate the numbers and/or existence of corporate merger mayhem (I am, after all, a businessman, not a therapist), seven distinct stages evolved during the so-called period of adjustment.  None was more important than another, and each deserved respect. 

 

            From the outset the parent company in Texas was sensitive to the New England corporate culture and referred to the transaction as a “merger” rather than a “take-over.”  It retained the geographic name of the acquired company and kept their headquarters offices as a “regional” headquarters.  All outward appearances were maintained, and very few employee changes were initially made to keep the transition as seamless as  possible, but top management for each subsidiary arrived from the parent company on day one, including me.    

 

            The first stage in the merger was one of Initial Excitement.  The new management team was greeted with a mix of warmth and curiosity.  The New Englanders enjoyed our accents and colloquial language and seemed genuinely relieved that we didn’t wear cowboy boots and bolo neckties.  They were excited at the prospect of change, i.e., that everything would improve.  Would they get raises?  New computers?  Bigger marketing budget?  Unfortunately, this honeymoon period was short lived as the subtleties and realities of the merger surfaced, first of which was elimination of redundant operations.  

 

            Without intending to diminish the arduous research and brilliant vision that the decision makers had in going forward with this merger and acquisition, human frailty can’t be quantified and was neither a constant nor a variable in the bottom line.  Thus, the next phase was a Concern for Job Security.  Duplication in the executive ranks was the most conspicuous target for elimination; after all, no company needed two chief financial  officers, human resource executives, media relations directors, and such  But, the back office operations and support services personnel who kept the big machine humming were in a state of near panic.  Although these employees realized that cuts were inevitable, they seldom understood why it had to be them.  What’s worse, several positions that were considered “management” in the acquired company weren’t so in the parent company, and several employees fretted about their loss of status as well as their paychecks.   

 

            By this time, Initial Excitement was a distant memory and trust in the parent company began to wane.  Employees began to refer to the parent company as “that Texas company.”  Thus,  I moved with intelligent speed to restructure the organization while simultaneously ensuring employees that all laws and labor agreements would be honored,  All employees were given the opportunity to interview and/or relocate for available positions for which they were qualified.  If there were none, the employees had a one-on-one interview with their supervisor or manager to learn what factors led to their termination, and, likewise, they were given the opportunity to vent their emotions as well.  While this may seem an awkward, time-consuming step in the merger process, it proved good therapy for surplus employees, as well as survivors, in coping with the new complexion of the “reinvented” company. 

 

            Once the dust settled on the new workforce, a period of melancholy ensued which I call Longing for Lost Friends and Relationships.  Some surplus employees retired, a few took assignments in other subsidiaries, and others found work in other industries.  For the surviving employees, enduring personal and professional relationships, not to mention carpools, standing lunch dates, noon workouts, pinochle games and such, were in flux.  Despite resolutions to keep in touch, bonds of friendship that co-workers developed over years of daily familiarity were stretched to the breaking point.  What’s more, some surplus, albeit disgruntled, employees found employment with competitors.

 

            Needless to say, group identification—that comfy, common bond that co-workers share—changed forever on a designated Friday at 5, and despite those changes, business and customer services needed to continue.  Try as I might to bolster the self-reliance of the surviving employees, they were timid, to say the least, in assuming their new roles.  Instead of coordinating functions with a friendly peer in the next building, they interfaced with faceless names and voices in Fresno or Tulsa.   

 

            Their confidence shattered as they grappled with new practices.  Consequently, a Period of Chaos prevailed.  The familiar, safe, comfortable workplace the employees once knew was gone and not likely to return.  What’s more, not all of them were in their equivalent posts—some were in completely different assignments—and all were trying to learn new policies and procedures while simultaneously keeping the gears turning on that erstwhile big corporate machine.

 

            To confound things further, the computer system was being converted to a more modern generation.  Data was frequently garbled in transfer or lost completely.  Unfortunately, the systems support group was on the opposite coast, and the three hour time differential gave way to numerous mornings of unproductivity awaiting start of the west coast workday.  Frustration was de rigeur.  

 

            Ultimately, however, stress and exasperation succumbed to skill, but the fledgling organization nonetheless suffered a bout of Self Pity.  So much change in so little time took its toll on the workforce, and they lamented the demise of the old company and spoke fondly of is glory days.  They weren’t so generous toward the new company, and, despite the fact that their hard work was showing great promise, some remained unconvinced that it would succeed.  Some questioned their decision to remain with the new company and a few resigned.                                            

 

            I had the benefit of having spent my entire career with “that Texas company,” and I understood the business model and why the company conducted business the way it did.  I regularly met with work groups and my management team to explain the whys and wherefores of the practices being implemented in an effort to expedite their acquiescence. 

 

            Once the machine started humming again, the organization was beset with a level of Passive-Aggressive Behavior, possibly the most challenging stage of all.  By all outward appearances the workforce was compliant with the new policies and procedures, but there remained, in fact, a void of bona fide commitment on the part on many employees. This manifested in a multitude of trivial oversights and shoddy work habits—unintentional or otherwise.  Memos went unread and/or unanswered, deadlines were ignored, projections had no forethought, and routine progress reports were incomplete.

 

            Frequent positive communication and  reiteration of the organization’s mission helped the group move beyond this potentially destructive phase.  Appeals to the employees’ professionalism and concern for our customers helped them refocus on the needs of the business. 

 

            Ultimately the emotional duel between the acquiring company and the acquired one was a draw as the reinvented company took on a life of its own. After almost three years, the employees had reached the point of Gradual Acceptance.  The workday once again began with anticipation and ended with pride.  Complaints and comparisons ceased as the new group identity came into focus.  Coffee break chatter centered on kids, cars, pets,  golf scores, vacations, movies, etc.  Although some might call it grudging acceptance, its most notable feature was an inconspicuous return to normal—and that included unrivaled customer service, company loyalty, and outstanding civic contributions.

 

Ray LeBlanc may be contacted via email at: rayleblanc44@msn.com

 

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