【文章內(nèi)容簡介】 value propositions/products — Cross selling/sales pull through — Ensure customer focus/retention ?Integrate daytoday operations ?Ensure sustainable change ?Position for growth ? Achieve $ XX million (annual rate) of synergy savings within 12–18 months — Sales — Operations — Procurement — Corporate overlap and duplication — Cost of distribution — Technology/RD — Others to be identified ? Eliminate/minimize sources of risk ?Drive the shortterm value ?Exceed the market’s expectations MI Sources of Value Achieve Growth Synergy and Cost Synergy Targets as Quickly as Possible . Kearney 4/1375C/Merger Integration 1083 19 _Macros 18 The program structure supports focused value capture teams working across all SBU/Geographic teams Illustrative Integration Office Others Steering Committee Business Development Team Corporate Center Team Global Operations Team Global Sourcing Team Technology/ RD Team Human Resources Team Information Technology Team SBU A or N. America SBU B or Latin America SBU C or Europe SBU D or Asia Pacific BU driven integration to set priorities Focused on value capture across the businesses Market Facing Teams Value Capture Teams Enabler Teams ? Set overall direction ? Make critical decisions ? Develop guiding principles ? Provide integration management leadership and support . Kearney 4/1375C/Merger Integration 1083 19 _Macros 19 Implementation FullScale Rollout Integrated Planning and Initial Rollout Establish Structure and Plan By launching the integration effort prior to change of control, significant progress is made in identifying sources of value, while also developing the highlevel anization models to capture that value Integration Management IT Requirements/Alignment HighLevel Organization Data Repository Comm. Planning Oversight/ Visibility Rm Analysis Opportunities Initial Prioritization Initial Sequencing Data Collection/Analyses Operations/ Asset Consolidation Diagnostic Pack ? PP 1 ? PP 2 ? PP 3 ? PP 4 H M L H M L Init Q1 Q2 Q3 Q4 PP1 PP2 PP3 PP4 Data Collection/Analyses Business Unit (., Services) Diagnostic Pack ? CS 1 ? CS 2 ? CS 3 ? CS 4 H M L H M L Init Q1 Q2 Q3 Q4 CS1 CS2 CS3 CS4 Phase I (―Clean Team‖) Hypotheses 1 Hypothesis N ? ? ? Hypotheses 1 Hypothesis N ? ? ? Master Calendar Day/Week/Month 1 Plans Sources of Value Identification … … … … Baseline Dev./Tracking . Kearney 4/1375C/Merger Integration 1083 19 _Macros 20 During the critical period prior to change of control, the engagement team assumes the role of a ―clean team‖ to enable critical premerger integration Role of Clean Team ? Quantify savings generated from identified opportunities from teams of merged panies ? Act as a third party conduit for proprietary information of both panies (protection should merger be aborted) ? Validate and challenge initial assumptions of opportunities made by merging panies ? Highlight best practices in existing panies and external knowledge and remend ongoing merged operating practices ? Determine risk factors in merger for ongoing risk management during implementation Data Collection Organization assessment Hypotheses development Preliminary planning Company A Company B Open Joint Client Team Meetings . Kearney ―Clean Team‖ Merger Synergy Hypotheses PreChange of Control PostChange of Control Validated Initiatives ? Accelerate decision making by providing access to prehensive databases and detailed analysis ? Share and validate findings with joint client teams ? Finalize initiatives based on validated hypotheses ? Develop implementation plans ? Assist in launching initiatives and provide continued implementation, risk and financial tracking support The upfront work efforts of the ―clean team‖ enables accelerated launch of implementation activities and value capture ―Clean Team‖ Process Limited Joint Client Team Meetings . Kearney 4/1375C/Merger Integration 1083 19 _Macros 21 After change of control, the teams quickly finalize — not identify — synergy opportunities and gain consensus Results Tracking/Risk Assessment Begin Implementation Initial Prioritization and Sequence Master Plan Sequencing Full Team Meetings ? Disclose and Validate ? Modify and Refine ? Finalize Savings Opportunities and Prioritization ? Identify Interdependencies H M L H M L Overall Prioritization/ Executive Committee BuyIn Init Q1 Q2 Q3 Q4 MD 1 ST 3 SC 6 PP 4 SC6 Workplan ST3 Workplan MD 1 Workplan Step 1 2 3 4 Investment Requirements Timing of Results Master Plan Detail Day/Week/Month 1 Execution Phase II Init Q1 Q2 Q3 Q4 PP1 H M L H M L Init Q1 Q2 Q3 Q4 PP1 H M L H M L IT Requirements/Enablers Master Plan Detail Communication FullScale Rollout Integrated Planning and Initial Rollout Establish Structure and Plan . Kearney 4/1375C/Merger Integration 1083 19 _Macros 22 MD 1 Workplan Activity Task 1 Task 1 Task 1 Task 1 Q1 Q2 Q3 Q4 The transition to fullscale rollout and implementation of initiatives is supported by a clear tracking process Program Risk Management Top 10 Program Risks as of 06/24 ? Organization announcement timing still unclear ? IT requirements not fully understood ? No plans to address cultural misalignment ? Success of munication not currently planne