5 Mistakes that Can Ruin Your Acquisition (and How to Avoid Them)

Tech companies of all stages and sizes are faced with the build vs. partner vs. buy decision, and for many, buying can be a great path. Dell’s announcement of its plan to acquire EMC for $67 billion has unsurprisingly sparked discussion around the odds of success, and is sure to renew some debate about M&A as a strategy in general.

Done right, acquiring people and technology can add tremendous value. But, in spite of sound investment rationale or attractive valuations, things often don’t go as planned — up to 50 to 80% of the time depending on who you ask. Otherwise smart deals are often derailed by the following common, but avoidable pitfalls:

1. Failing to Pre-integrate

No one will argue the importance of effective integration. This is where your deal moves from the conceptual stage to reality, and where value is actually realized.

Contrary to popular belief, though, integration should begin before the deal closes. Way before. Most acquiring companies fail to realize this or can’t execute on it because they’re so focused on completing due diligence, getting required approvals, negotiating the documents and doing all of the other things necessary for closing (a rushed, complicated and stressful process in and of itself).

But, early planning is critical for identifying problems that can put the deal at risk. As are delegating responsibility to your team and agreeing to goals and success metrics.

Start involving your integration folks in the diligence process (ideally it’s the same team) several weeks before close. Use the time to allocate work streams, call out impediments or looming post-close issues, share concerns and opinions and focus on nailing post-close Day 1 (where you should prioritize the smooth on-boarding of new employees and a clear communication plan).

A detailed, multi-functional (HR, finance, IT, etc.) integration plan should be prepared and reviewed before the deal itself is even approved.

2. Lack of an Accountable & Incentivized Integration Team

Acquirers – especially less experienced ones where M&A isn’t a core competency – often fail to establish, enable and incentivize the right integration task force. Integration is a large, difficult process that requires many hands. If folks aren’t interested in carving out time from their day to day to help, it won’t work.

Pick a point person to project manage. Underneath the point, tap functional leads for HR, IT, Product, Sales & Marketing and Finance. Under those leads should be earmarked resources that can execute all of the necessary steps like on-boarding people, combining lab environments, merging or transitioning back-office systems, managing customer hand-off and so forth.

Enable the team by agreeing to allocate their time. Hold them accountable by setting metrics and processes for measurement (more on that below). And consider incentivizing them with compensation or other rewards tied to the deal’s success.

3. Ineffective Communication of Vision & Goals

It’s common to assume everyone involved knows enough about why the acquisition is happening, how it improves the company’s prospects and what constitutes success. But communication must go beyond just senior management and the board.

If the folks doing the blocking and tackling don’t understand the purpose of the deal or they feel late to the party, they won’t buy in or take time from their day jobs to properly execute.

Develop a communication plan and consider including the following steps:

  • Deliver a pre-close, firm-wide presentation to existing employees that describes rationale, defines objectives and answers questions
  • Upon close, do the same for acquired employees, and include a section on human resources that kicks off the on-boarding process; the goal here is to paint a vision for the combined business and start generating excitement (rather than fear)
  • Circulate a set of FAQs with responses for folks to refer back to
  • Immediately address how key customer accounts will be handled

4. No Agreed-upon (or Poorly Defined) Metrics for Measuring Success

There should be a discussion among stakeholders about how to define and measure the acquisition’s success. It seems obvious, but in many cases acquirers move forward without an agreed-to set of clear KPIs, which limits transparency and removes true accountability.

Performance metrics should always tie back to the deal thesis and key value drivers. Some common types include:

  • Revenue and profit targets
  • Product integration milestones (features, timelines, etc.)
  • Customer retention
  • Timeline milestones for back-end ops / systems integration
  • Employee retention
  • Cross-sell deals closed

It’s also important to develop a cadence and format for communicating progress to key stakeholders such as monthly board calls, weekly integration team meetings and / or regular updates to management.

5. Mismanaging the ‘People’ Part of the Equation

Human capital is usually one of the largest value drivers in an acquisition. If you take special care to manage and integrate intellectual property, technology and customers, why wouldn’t you do the same with key employees?

After using the diligence process to identify the most important and talented people, you should align incentives to promote their retention and empower them with the right level of responsibility. These people in turn will be critical towards retaining and motivating others. They also know the business better than anyone, and will need to be part of integration and planning processes.

Consider holding 1:1 meetings as early as possible with key people. In addition to creating an environment of inclusion, it will enable you to hear opinions and ideas, communicate a vision, answer questions and discuss the rest of the team.

Mergers and acquisitions can be daunting and stressful, particularly for employees who are left out of the loop. But, avoiding these common pitfalls will put your merger on the path to success.

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John McCullough
John McCullough
Partner

John works closely with OpenView’s portfolio companies to help strengthen business and corporate development activities with the aim of driving growth and strategic exits. He focuses on identifying potential strategic acquirers, facilitating engagements that result in alliance partnerships, driving M&A and capital raise outcomes, and building and maintaining relationships with the global investment banking community. Prior to joining OpenView, John was Director of Corporate Development at Rocket Software, a global enterprise software company where he drove inorganic growth initiatives and business development activities; while there he successfully executed 10 acquisitions, including public company carve-outs, stock purchases, and cross-border transactions.
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