Mergers and acquisitions (M&A) are not simply financial transactions. They involve complex changes in organizational structure, culture, systems and processes.
The post-merger integration (PMI) process is a critical component of any M&A deal. PMI refers to the process of integrating two or more organizations after a merger or acquisition.
Preparing for the integration process involves creating a PMI plan and timeline, as well as developing strategies for effective communication and stakeholder engagement. These are essential for ensuring buy-in and support from employees, customers and suppliers.
Here are some things that might be part of that plan and timeline:
Identifying key stakeholders
Creating a PMI team
Conducting due diligence
Developing a communication plan
Creating a detailed integration plan with clear target dates
Assigning responsibilities and roles
Establishing a process for issue resolution and decision-making
Developing a change management plan
Creating a risk management plan
Defining success metrics and benchmarks
Establishing a timeline for monitoring progress and making adjustments as needed.
The execution of PMI involves several critical steps, including identifying and addressing cultural differences, harmonizing systems and processes, ensuring regulatory compliance and addressing talent management issues. Failure to address these issues can lead to a lack of alignment, lower employee morale and decreased performance.
One of the most significant challenges during the PMI process is identifying and addressing cultural differences. That’s because failure to address cultural differences can lead to significant issues down the road. An experienced interim CHRO can be a great resource for these situations.
Harmonizing systems and processes is another critical step in PMI. This involves aligning IT systems, financial reporting and other key processes. Harmonization ensures that the new organization operates efficiently and effectively, and that there are no redundancies or duplications.
It’s also essential to identify and address any regulatory requirements and ensure that the new organization is compliant with all relevant laws.
Finally, addressing talent management issues is critical for ensuring that the new organization has the right people in place to reach its goals. By identifying key talent, developing retention strategies and creating a plan for integrating employees from both organizations, you’re much more likely to have a smooth transition.
Working together to establish objectives and key results (OKRs) before joining the two organizations is essential. This is how you’ll know whether everything is going to plan and objectives are being reached.
Focus on the metrics that are most important to your business, when they need to be achieved by and how you plan to report them to key stakeholders.
Success metrics may include financial metrics such as revenue growth, profitability and return on investment (ROI). It could also mean employee satisfaction, customer satisfaction and market share.
Whatever key performance indicators (KPIs) you choose, they should be directly tied to your bottom line.
Post-merger integration is a complex and challenging process, but with the right framework in place, businesses can ensure a smooth transition.
If your business is considering a merger or acquisition, it’s essential to have a comprehensive PMI framework in place. The right one will help your business mitigate risks, harmonize systems and processes and address cultural differences, regulatory compliance and talent management issues.
The PE-grade resources in the BluWave network can help you create that framework and get the maximum value out of your new business relationship. Contact our research and operations team to set up a scoping call and get connected with a best-fit service provider in less than one business day.
Technical debt doesn’t always get a good rep, but it’s not black and white, either.
There are both benefits – usually early on – and consequences, which accumulate with time.
As part of their IT due diligence process, many private equity firms take a hard look at the technical debt they might incur. That means it’s just as important for portcos, as well as private and public companies, to understand what they have on their hands before engaging in a potential sale or transaction.
In addition to defining technical debt, let’s look at some examples and types, as well as the pros of cons.
What is Technical Debt?
In software development, technical debt refers to the cost of maintaining a suboptimal or inefficient software system that was developed with an emphasis on speed, rather than quality.
It’s incurred by prioritizing quick results over a more well-designed code, which will mean more work to fix in the future, often with the objective of quick, short-term gains.
While technical debt can be a catalyst for growth, it can also create a challenges for developers and inhibit scalability.
“It allows companies to create software faster, with the understanding that they will slow down software development in the future. Companies will eventually be forced to spend more time fixing the debt than the amount of time it took them to produce the best solution at the beginning,” writes Trey Huffine of freeCodeCamp.
Companies may eventually be forced to spend more time fixing technical debt than they did to produce the best solution in the first place. It can also be defined as the cost of reworking a solution caused by choosing an easy yet limited solution. It represents the difference between what was promised and what was delivered in a software product, including shortcuts taken to meet deadlines.
While technical debt is not always bad, many businesses use it to launch ideas quickly as a minimum viable product (MVP) and then rapidly iterate and improve them. It can, however, cost more time, money, and resources over time.
Let’s dig in to more details to better understand how technical debt works.
Technical debt can be found in all kinds of software development projects. The following are some examples developers may encounter.
Bugs in the Code
When developers work quickly to meet deadlines, they may make mistakes that lead to bugs. These bugs can slow down the software or make it malfunction. If they’re ignored in the interest of meeting deadlines, they’ll continue to accumulate.
Legacy Code
Code that has been written in an older version of a programming language or framework, which can make it difficult to update the software. Updating the software may require extensive code changes, which can result in significant time and effort.
Missing Documentation
Incomplete or outdated documentation can make it difficult for others to understand the code, resulting in additional work later on. Especially if those people are new to the team.
If developers don’t document their code properly, it can be challenging for others to modify later on.
Poorly Refactored Code
When developers take shortcuts to meet deadlines, they may not properly refactor, resulting in code that is not optimized, requiring more work to fix.
Ignoring Quality and Best Practices
This can result in suboptimal code that needs to be reworked, leading to performance problems.
Insufficient Testing and Documentation
Skimping on testing or documentation can make it difficult to maintain or modify the code.
Suboptimal Architecture or Design
Choosing a suboptimal architecture or design can also make for extra work as time goes on. Expect performance problems that slow down software, too.
Short-Term Thinking
Applications built only with the near future in mind eventually means consuming more resources, time, and energy maintaining and rewriting “broken code” rather than developing new ideas.
Procrastination and Compromises
Not fixing bugs when they arise will likely produce technical debt, too.
While technical debt often creates challenges, it has its benefits, too. For example, it can be used to launch an MVP, allowing businesses to gain valuable feedback from users that can be used to improve the product.
Technical debt can also help businesses remain competitive in a fast-paced environment. By prioritizing speed and agility over perfection, you can more quickly adapt to changing markets and customer needs. It can also help reduce development costs, achieving goals in less time with fewer resources.
It is, however, important to consider the long-term costs and benefits. As the technical debt accumulates, it can become increasingly difficult to maintain and update the software, leading to reduced productivity and increased development costs and security vulnerabilities. Let’s go into more detail about the potential consequences.
The downside of technical debt can be dire, affecting not only the quality of the software but also the productivity and morale of the development team. Over time it’s increasingly costly to address.
The poor code quality can result in poor performance, bugs and maintenance issues. It can also hinder the ability to introduce new features and functionality, having a negative impact on user experience and revenue generation.
Additionally, technical debt can make it more difficult for development teams to work efficiently, as they must constantly navigate suboptimal code, taking time to understand and fix it.
Tech debt can also impact the development team’s morale. As it accumulates, developers may become demotivated, increasing turnover and making it harder to attract top talent. It can also mar a company’s reputation as negative user reviews roll in, reducing overall trust in the product or service.
It’s crucial to manage technical debt carefully and address it proactively to avoid long-term consequences.
The BluWave network is full of the best technology resources on the market for private equity, portcos, and independent and public companies.
The expertly vetted service providers ready to help know how to evaluate, utilize and address technical debt in a way that’s aligned with your business’s goals.
“The good providers will help you determine whether a company is making the most of its technology investments,” BluWave Head of Technology Houston Slatton says. “They can also say the products are out-of-date, end-of-life, have security issues, aren’t being used well, aren’t being backed up.”
Regardless of your industry, we can connect you with a niche-specific IT resource in less than one business day after an initial scoping call. Contact our research and operations team today to get started.
As businesses become more data-driven, the need for a robust business intelligence (BI) infrastructure becomes increasingly crucial. With the right infrastructure in place, organizations can unlock insights that inform their decision-making and give them a competitive edge.
Let’s explore the key components of a BI infrastructure and why they matter.
Data Storage and Management
Businesses must ensure they have the right data management systems in place to efficiently store, process and manage their data.
This means utilizing databases, data warehouses and data lakes, depending on the nature and volume of the data. Without a solid foundation for data storage and management, any BI initiative will fail.
With data stored in various systems and applications, data integration is crucial to ensure that data is collected from all relevant sources.
Data must be integrated from internal systems like CRMs and ERPs as well as external sources. These could include social media, market research or other third-party platforms that are central to your business.
Consolidating all this information means having access to a comprehensive view of operations and customers behavior and characteristics.
One of the key goals of a BI infrastructure is to help users make sense of data through visualizations and reports.
By using tools like dashboards and charts, leaders can present the numbers in a way that is easy for the entire team to understand and interpret.
This practice will also help users identify trends that might not be immediately apparent in raw data, or to the naked eye.
Real-time reports are particularly important in today’s fast-paced business environment. Without them, you can quickly fall behind your competition and lose touch of who your users are.
Data analysis and modeling are essential components of any BI infrastructure. Businesses need to be able to build models that can predict future outcomes.
Skilled analysts are key here, but they also need the right technology to support data modeling, machine learning and artificial intelligence.
Leveraging these technologies will give organizational leaders a deeper understanding into their operations and customer base.
Whether you’re a PE firm, a portco, or an independent or public company, investing in a robust BI infrastructure should be a top priority.
BluWave has top BI, analytics and AI resources on standby to address your specific needs, whatever sector your company serves.
Set up a scoping call with our research and operations team to get connected with two or three best-fit service providers that are experienced with your exact business intelligence infrastructure need.
We’re proud to announce the second annual top private equity innovators with the 2023 BluWave Awards.
“We’re regularly asked by market leaders about the best practices that are being embraced by the most innovative private equity firms,” BluWave founder and CEO Sean Mooney said, talking about the impetus for creating the awards.
Our objective, thorough process gathered feedback from the world of private equity as well as the top service providers that work with them on a daily basis.
With their help, we identified the top 2 percent of firms for their innovative practices based on four key criteria identified by our research and operations team. Here’s a little more about each one.
Proactive Due Diligence Practices
Innovative PE firms look at prospective investments with an eye towards not only trusting, but verifying, but also with a preemptive lens into informing future value creation opportunities.
Transformative Value Creation
Once PE firms make investments leading private equity firms partner with their portfolio company management teams to purposely create value that didn’t or couldn’t exist before.
Embracement of ESG
Top PE firms know that ESG (environmental, social and governance) is not only good for the world, but also fundamentally improves returns.
Modern Private Equity Firm Operations
These PE leaders treat the business of private equity like a business. They strategically utilize best in class internal and external cross-functional resources to enable insightful opportunity assessments and unique levels of value creation.
We’re proud to announce ParkerGale Capital as Innovator of the Year in the second annual BluWave private equity awards. The Chicago-based firm was selected for its for exemplary innovation and leadership.
“We are proud to be recognized by BluWave for our approach to acquiring and improving small software companies,” said Devin Mathews, founder and Partner of ParkerGale Capital. “Since our founding, we have worked hard to deliver results through building an organization that deeply integrates investing and operations while sticking to our core values around ESG and diversity.”
Firms chosen for the Top Private Equity Innovator Award are selected based upon a rigorous assessment in consultation with leading limited partners, investment bankers, service providers and other thought leaders in the private equity ecosystem. Selected firms represent the top 2 percent in the private equity for innovative practices in:
Proactive due diligence practices
Transformative value creation
Embracement of ESG
Modern private equity firm operations
“Private equity is an essential business builder and pillar of the economy, facilitating growth and development in almost every industry and creating millions of jobs in America,” said Sean Mooney, founder and CEO, BluWave. “ParkerGale has differentially demonstrated how to build and grow businesses. We congratulate them on their innovation and success in creating value.”
Mergers and acquisitions are complex processes that require due diligence in multiple areas. Information technology (IT) due diligence – a thorough evaluation of the target company’s IT assets, systems and processes – is one important aspect.
The goal is to identify any potential risks or opportunities related to the target company’s technology and make informed decisions about the transaction.
“It’s important to understand how well a company is using technology or how much of a risk or liability it’s become to a company,” BluWave Head of Technology Houston Slatton says.
One example of something companies look out for in IT due diligence is “technical debt.”
We’re going to get into more detail, though. Let’s talk about the importance and process of IT due diligence in mergers and acquisitions, especially as it relates to private equity.
IT due diligence in M&As typically involve the following steps:
Preparation
The acquiring firm or company must define the scope of the process, identify key stakeholders and set expectations.
An IT DD team should have relevant skills and experience, set clear goals and expectations and determine the right timing for it to happen.
This lays the foundation for an efficient and transparent process from start to finish.
“To a certain degree, every company is a software company now,” Slatton says. “Technology is now critical to the functioning of every business, whether it is selling software or building widgets.”
Collecting data on the target company’s IT systems, assets and processes is the next step.
This entails conducting a comprehensive review of the target company’s systems, processes and infrastructure, as well as its software and application inventory.
All of this will be crucial to helping you make informed decisions about how the assets may impact the M&A transaction.
Asset Evaluation
Now it’s time to assess the value and functionality of the IT assets.
This includes both custom-built and commercial software and applications, as well as hardware, infrastructure and data management systems.
When evaluating these, consider their functionality, reliability, scalability and compatibility with your own systems and processes. Do they add something completely new? Is there a lot of overlap?
Look at how they may impact your organization post-acquisition, too. Both in terms of cost and integration into your existing IT environment.
Identifying any potential risks or opportunities related to the target company’s IT systems, assets and processes comes next.
You might start by assessing the impact of the assets on your own organization, as well as considering any risks or opportunities associated with the transaction as a whole.
Recommendations
Last but not least, you will present the findings of the IT due diligence process to make the most informed decisions possible.
This may include how best to integrate the target company’s assets into your own organization. Or measures that should be taken to address any identified risks or opportunities.
This final step helps ensure that the transaction goes as smooth as possible, and everyone is on the same page once papers are signed.
The BluWave network is full of expertly vetted service providers who have helped hundreds of PE firms with IT due diligence.
“The better service providers will look at how well a company uses a tools they have and how well they have enhanced them to meet the needs of the business,” Slatton says.
Contact us to set up a scoping call, and our research and operations team will provide two or three tailor-made resources within a single business day.
Sales due diligence is an essential aspect of the investment process for private equity firms. It not only helps PE firms evaluate the financial health of a target company, but it can also uncover hidden revenue opportunities.
Understanding the Revenue Streams of a Target Company
Before a PE firm can maximize a target company’s revenue streams, it must first understand them.
Analyzing the company’s financial statements and sales data gives a clear picture of current revenue sources. The PE firm can use these to assess the strength of the potential acquisition’s stability, growth potential and profitability.
Here are five in particular to pay attention to:
Income Statement
This provides an overview of the company’s revenue and expenses, giving a clear picture of overall profitability.
Once the PE firm has a thorough understanding of the revenue streams, it can begin to identify areas where the company may be losing revenue or where new opportunities may exist.
It may discover, for example, that the target company has missed out on new market opportunities, is not effectively pricing its products or services or is failing to fully utilize its existing customer base.
By identifying these leaks, the PE firm can take steps to plug them and capture additional revenue.
The ultimate goal is to increase the target company’s revenue, profitability, and overall success.
By performing sales due diligence to assess the revenue streams of a target company, private equity firms can uncover hidden revenue opportunities and maximize profitability.
Every quarter we gather Vice Presidents in PE to discuss current industry topics and to offer these peers the chance to gather, share information, and decompress with one another. In our most recent event, we discussed the current state of the economy, debt markets, and the outlook for 2023.
These forums are invite-only and follow Chatham House Rules, so listed below are high-level takeaways only. If you are a private equity vice president and interested in joining fellow PE VPs during our next forum, you can register here.
Economy and Debt Markets
The state of the economy has compelled PE firms to be more intentional with their investment theses.
With rising interest rates, inflation, and recession risk, the debt markets have been curtailed, causing private equity firms to rethink how they structure deals.
As debt financing becomes less available, PE firms are becoming more creative to get deals done – including increasingly utilizing commercial lenders, and non-traditional funding sources.
Outlook for 2023
Looking ahead to 2023, private equity firms are developing strategic plans for their portfolio companies to find opportunities in the face of recession and determine where to deploy their capital in a relatively volatile deal market.
Many are expecting the first half of the year to be challenging, but are foreseeing a recovery later in the year if/as interest rates and inflation stabilize.
Different industries have been impacted differently by the economic downturn.
PE firms are proactively building value by using internal and external resources to do whatever they can to lift portfolio company revenues, optimize costs, increase cash flows and liquidity, and get the right people in place.
We thoroughly enjoyed getting to gather with PE VPs to discuss these current industry hot topics. We’d be happy to connect you to the PE-grade, exact-fit, third-party resources you need to assist you in this pressurized market, just contact us here.
Learn more about how we can specifically help Deal Quarterbacks here.
Every quarter we gather Vice Presidents in PE to discuss current industry topics and to offer these peers the chance to gather, share information, and decompress with one another. In our most recent event, we discussed how VPs are putting plans and resources in place in the face of a recession as well as how different firms are recruiting and optimizing associate talent.
These forums are invite-only and follow Chatham House Rules, so listed below are high-level takeaways only. If you are a private equity vice president and interested in joining fellow PE VPs during our next forum, you can register here.
Putting plans and resources in place in the face of a recession:
PE firms are looking inward at their portfolio to put together concrete gameplans that will help their portfolio companies not only survive but thrive as conditions change.
Gameplans vary depending on portco sectors and the stage of the hold period, but firms are ultimately looking for quick wins on their value creation roadmap.
PE firms are making strategic planning a priority with portcos.
Add-ons are top of mind for PE firms, and they are staying prepared to pursue them if/when the opportunities arise.
Recruiting and optimizing associate talent:
Tight labor markets have made hiring PE associates difficult, so firms are shifting tactics to competitively recruit talent and implement training programs that will help them quickly become contributing investment professionals.
PE firms are starting to travel to meet candidates in their respective cities vs. relying on candidates to come to them.
PE firms are looking for innovative ways to accelerate and streamline the hiring cycle.
Some PE firms are experimenting with tapping non-traditional candidates outside of investment banking.
We thoroughly enjoyed getting to gather with PE VPs to discuss these current industry hot topics. We’d be happy to connect you to the PE-grade, exact-fit, third-party resources you need to assist you in this pressurized market, just contact us here.
Learn more about how we can specifically help Deal Quarterbacks here.
Brandon John shares best practices for service providers approaching an interview with one of our private equity firm clients. The tips for a successful interview that can make for a potentially great partnership & engagement include:
Let the PE firm speak first so that they can share the most recent project scope
Be sure to share relevant projects you have worked on with PE firms in the past
Hannah Welsh shares best practices on how interim CFOs can become better partners to their executive teams. The tips exclusively shared from portco CEOs in BluWave’s Network include:
Have an attitude of partnership, not competitiveness
Know the business’s revenue and expenses like the back of your hand
Hannah Welsh shares observed best practices for communicating with private equity sponsors after taking an executive role within one of their portfolio companies. The top tips include:
