This is the deck as used on our February 20 webinar about 'maximizing synergies through effective post merger integration.' The dialogue of this webinar is available on youtube: http://youtu.be/NCiVpFhOm8c Global PMI Partners is the only international network focused exclusively on delivering post-merger integration, separation and transformation services. Please visit us on www.gpmip.com or contact us on info@gpmip.com.

1. Key Aspects for maximizing
Synergies through effective
Post Merger Integration
GPMIP Webinar Series
February 20th, 2014
Video of this webinar available on YouTube

2. Key Aspects for maximizing
Synergies through effective
Post Merger Integration
GPMIP Webinar Series
February 20th, 2014
Stefan Hofmeyer
Moderator
Partner, GPMIP
San Francisco

3. About Global PMI Partners
An international services organization comprised of 10
country-based firms
We provide pre- and post-merger integration services
(M&A Integration) for mid-size and large scale acquisitions
Training | Advisory | Integration Execution
GPMIP Partner Firms
Our extended network of PMI consultants

4. Today’s Webinar & Panel Discussion
Scott Whitaker
Presenter & Panelist
Founder, Whitaker &
Company
GPMIP US Partner
Scott is author of the Merger & Acquisitions
Integration Handbook. Serving clients across
industries, Scott has over 20 years’
experience in strategic planning
and all aspects of M&A
integration.
Michiel van der Heijden
Panelist
Global Finance &
Operations Director
Mölnlycke Health Care
Michiel is involved heavily in M&A and
integration projects and is responsible for
valuations of potential M&A targets. Recently
he managed an integration of a Polish
manufacturer and an acquisition in Germany.
Danny Davis
Panelist
Founder, DD Consulting
GPMIP UK Partner
Danny is an author, a guest speaker on M&A
integration at London Business School and
was programme director M&A
at Henley Business School. As
a lead consultant, Danny has
been involved in deals from
£5mnto £16bn.
Christophe Van Gampelaere
Panelist
Founder, Integrator
International
GPMIP Belgium Partner
Christophe started Ernst & Young's
transaction integration practice for the
Benelux countries before founding Integrator
International. He has led multibillion dollar
global deals for both integrations and carve-
outs.
Thomas Kessler
Panelist
Founder, Integration
Success
GPMIP German Partner
Thomas has delivered more than 28
integration projects across Europe, North
America and Asia. He regularly trains
European and South East Asian companies in
M&A Integration and is a guest speaker at
Zurich University of Applied Science.
Stefan Hofmeyer
Moderator
President, ModalMinds Inc.
GPMIP US Partner
Stefan has delivered business transformation
across 31 clients with focus on extended
management and process improvement. He
is deeply involved with US / China cross
border business development.

5. Post Merger Integration
Introduction
GPMIP Webinar Series
February 20th, 2014
Scott Whitaker
Presenter and Panelist
Partner, GPMIP
Atlanta

6. Integration Activities
Pre-planning
• Setting the
Parameters
of integration
timing, addre
ssing core
business
strategy
issues, if
necessary, an
d securing
outside
resources
Integration Due
Diligence
• Securing
background
data on all
functional
business
areas and
business
activity to
inform your
integration
planning
Integration
Office Planning
• Establishing
an IMO to
run your
integration
project
Execution
• All major
integration
activities, co
mmencing
from day one
of your
integration to
end state
Wrap-up
• Post
integration
surveys and
integration-
closing
activities

7. Integration: What Could Go Wrong?
People ExecutionPreparationPreparation
1 1 0

8. Integration: What Could Go Wrong?
People ExecutionPreparation
• Lack of integration pre-planning
• Overpayment for acquisitions
• Weak due diligence on people and operations
• Overestimated synergies
• Lack of shared vision/strategic direction
• Low/no integration budget
• No integration playbook or consistent approach
Preparation

9. Integration: What Could Go Wrong?
People ExecutionPreparation
• Cultural conflict
• Key talent loss
• Lack of attention to people issues during
implementation
• Competing priorities
• Lack of executive commitment
Preparation

10. Integration: What Could Go Wrong?
People ExecutionPreparation
• No Integration Management Office or team (or poorly
resourced team)
• Ineffective technology integration
• Slow pace of integration
• No end-state planning
• Scope creep
Preparation

11. PMI Best Practices: Pre-Planning
“He who fails to plan is planning to fail”
Pre-Planning
is where
integrations
are won and
lost
Allocate a
minimum 90
days of
integration pre-
planning prep
Manage the
pre-planning
regimen like
the execution
phase

12. PMI Best Practices: Pre-Planning
“He who fails to plan is planning to fail”
Mobilize your
Integration
Management
Office 90 days
prior to Day 1
Define
scope, roles &
responsibilities
for IMO leads Secure resource
commitments in
advance…
clear the decks!
Develop a
strategy &
process for
getting
information

13. PMI Best Practices: Pre-Planning
“He who fails to plan is planning to fail”
Don’t
Minimize
Culture and
Change
Management
Challenges
Confirm cultural
differences as
part of
operational due-
diligence Plan
communications
for all
stakeholders to
Day 1 +90
Make
communications
everyone’s
responsibility

14. Integrate with the End in Mind
What is the desired experience for acquired employees on Day 1?
- Branding, email addresses, business cards, intranet, etc.
What is the desired End State for customers?
- Customer service, invoices, packaging, etc.
What is the desired End State for other external stakeholders?
- E.g. local communities and charities
- Suppliers, vendors, contractors
Embrace transformation opportunities
- People, process, system upgrades
- Future proofing
Get ahead of critical planning assumptions and desired “end state” for
all critical areas of the business

15. For Integration Success…Focus Here
Integration
Success
Integration
Support
Resource
Augmentation
Systems
Integration
Communications
Leverage the
Positives
Institutionalize
the Approach
Integration
Strategy
C-Level Oversight
Resource IMO and critical
Functions Properly
Don’t underestimate IT
workstream challenges and
timing
Make communication
planning a top priority
Clarify Strategy & Business
Goals
Create a
Playbook
Reward
Success

16. PANEL DISCUSSION
GPMIP Webinar Series
February 20th, 2014
Scott Whitaker
Founder, Whitaker & Company
GPMIP US Partner
Michiel van der Heijden
Global Finance &
Operations Director
Mölnlycke Health Care
Danny Davis
Founder, DD Consulting
GPMIP UK Partner
Christophe Van
Gampelaere
Founder, Integrator
International
GPMIP Belgium Partner
Thomas Kessler
Founder, Integration Success
GPMIP German Partner
Stefan Hofmeyer
Moderator
President, ModalMinds Inc.
GPMIP US Partner

17. Integration Activities
Pre-planning
• Setting the
Parameters
of integration
timing, addre
ssing core
business
strategy
issues, if
necessary, an
d securing
outside
resources
Integration Due
Diligence
• Securing
background
data on all
functional
business
areas and
business
activity to
inform your
integration
planning
Integration
Office Planning
• Establishing
an IMO to
run your
integration
project
Execution
• All major
integration
activities, co
mmencing
from day one
of your
integration to
end state
Wrap-up
• Post
integration
surveys and
integration-
closing
activities

18. Pre-Planning
• Can you detail how synergies are
incorporated in the valuation model?

19. Pre-Planning
• How are synergy targets derived?

20. Pre-Planning
• Are there any synergy quick wins that you
can find on any integration?

21. Pre-Planning
• I understand what cost synergies are, but
what are growth synergies?

22. Pre-Planning
• Is there a normal % of cost savings
achievable?

23. Pre-Planning
• What training concepts can be
incorporated to make your M&A team more
efficient?

24. Pre-Planning
• At what point is planning started? Who
typically takes the first responsibility to act?

25. Pre-Planning
• What do you consider the top 3 priorities for
pre-planning and when should they be
completed relative to Day 1?

26. Integration Due Diligence
• What do I do if we don’t have the resources
to deal with a detailed synergy analysis?

27. Integration Due Diligence
• Are cost and growth synergies both essential
to any deal?

28. Integration Due Diligence
• Who within the business owns the realisation
of synergies?

29. Integration Due Diligence
• How do you handle situations where
executive decisions are stalled but needed
for planning?

30. Integration Office Planning
• Communication plans get a lot of
attention, but even so what are some of the
common mistakes companies make during
planning?

31. Integration Office Planning
• What should be considered when
developing a robust framework and
methodology?

32. Integration Office Planning
• What is the optimal reporting structure for an
IMO?

33. Integration Office Planning
• Are dedicated IMO resources typically
established or are activities delegated to
operational personnel?

34. Integration Office Planning
• What factors should be considered for cross
border transactions?

35. Integration Office Planning
• What is the typical oversight / reporting
frequency to the IMO

36. Integration Office Planning
• What are some standard best practices for
ensuring an issue free Day 1?

37. Execution
• What can we do if we see that we're failing
to realise planned synergies?

38. Execution
• What is the scope of a synergy template?

39. Execution
• What sense of urgency should be placed on
synergies

40. Execution
• What are top execution related best
practices?

41. Execution
• How do you balance moving quickly and
taking time to ensure the integration is done
right? What are related best practices?

42. Execution
• What audits are performed during M&A
integration activities?

43. Execution
• What are some best practices for integration
metrics?

44. Wrap-up
• At what point should an integration be
complete and turned over to operations
and general project work?

45. Wrap-up
• What are some things to watch out for in
knowledge transfer?

46. Thank You!
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