ACQUISITIONS AND EMPLOYEES
By Sam Boyer
Every acquisition is undertaken with great optimism.
But combinations that appear to be great on paper turn out to be
disappointing for many distributors. The reasons are many: but foremost is
the lack of key employee input and participation in the planning and
organization of the resulting operation.
It is not unusual for the acquiring distributor to
blame disappointing post-acquisition performance to high purchase price,
excessive leverage, or the aggressiveness of the competitors. However, the
usual reason for these failures can be traced back to employee related
issues: delayed decisions, lack of integration planning, poor
communications, passive resistance, or the departure of key employees.
An acquisition requires more than taking control of
assets. Combining organizations involves more than consolidating brands
and equipment. The real challenge lies in merging the organizational
structures, management styles, employee expectations, processes, and
cultures. This is the employee side of distributor acquisitions. The
employees of acquisitions will ultimately drive performance, consume
payroll dollars, and be impacted the most from an acquisition. Since they
are the most impacted it is critical they receive the greatest attention
prior to the closing.
The ongoing activity of acquisitions in the beer
distribution industry shows no sign of slowing. If anything it may
increase dramatically over the next two years. It is becoming very
important for distributors and their managers to learn how to manage the
integration of one operation into another. Distributors and managers must
spend the time and truly plan for all the people issues that will arise
before and after the closing.
If the integration process is not properly managed the
combined distributorship will not realize the potential financial and
marketing goals set in the initial planning. The needs of warehousing,
delivery, and sales staffs are very important. However, the people issues
are much tougher to tackle. Unfortunately many distributors do not address
them on a timely basis. Many address them only when forced to; some never
do.
Key employees must be involved as soon as possible
prior to the closing. Their input is critical for the strategy,
organization, people, communication, and post merger integration issues.
Many distributors wait to develop their integration plans after the deal
is closed. This tactic will ensure the consolidation process struggles,
key employees are lost, unnecessary expenses are incurred, and the
competition gains market share.
Acquisitions are one of the most distressing situations
for employees. Their primary concern is will I have a job? Next, what will
happen to my compensation? And finally, who will be my supervisor? The
post-integration plan must address all these issues. When a distributor
closes on a deal without addressing its post-acquisition organization,
employee roles, reporting relationship and compensation they are headed
for disaster.
At best employees will be lukewarm to the acquisition
if they have no input into the new organization and management does not
address their issues on a timely basis. Key employees know the status quo
cannot be maintained. However working in an unstructured environment for
an extended period of time will cause apathy on the part of the employees.
Apathy will turn into passive resistance. Passive
resistance happens when employees do not overtly try to disrupt
operations, but they also do not try to improve them. Employees will
"forget" certain tasks of their jobs, not do a task completely,
or not learn the new tasks required in the consolidated organization. When
passive resistance takes over an organization rooting it out will become a
massive job.
It is imperative distributors have well thought out
organization plans for the new operation, with employees assigned to
positions, compensation plans that have been individually reviewed with
each employee, and job descriptions (that have also been individually
reviewed) before the closing ever takes place. Performing all of these
tasks will require a lot of time and effort up front. However, the payoff
after the closing will be greatly increased.
After the organizational plan has been finalized it
must be implemented immediately after the closing. The competition is not
going to sit back and allow you extra time to get your act together. A
distributor is far better off to implement a "good plan" that
may need adjustment than to wait until the "perfect plan" is
available. If you wait your employees will lose their enthusiasm for the
consolidation. Most importantly, employees will readily embrace your view
of a consolidated organization if you have a good plan that is implemented
rapidly. Employees will drift into their own level of comfort if the plan
is not implemented rapidly; passive resistance will take the place of
enthusiasm.
Brands, trucks, and warehouses can be acquired.
Employees cannot. When it comes to employees the acquiring distributor has
to "sell the concept" of the combined organization. He/she has
to make sure that not only are the new employees on-board with the
concept, but also the existing employees embrace the new organization.
Anything less than a complete "sale" of the consolidated concept
will result in opportunities for the competition, additional expenses, and
allow passive resistance to overtake the organization. This will slow and
perhaps stop the integration process and be costly in both sales and
profits.