Human Capital Diligence

• Identifying key employees, high-potentials, and potential flight risks. 
• Evaluating leadership team effectiveness and cultural fit.
• Uncovering hidden liabilities (e.g., underfunded pensions, golden parachutes, change-in-control triggers). 
• Benchmarking compensation structures against the acquirer's philosophy.
• Auditing employment agreements, contractor classifications, outstanding litigation, and union agreements.
• Utilizing surveys and focus groups to diagnose cultural attributes, communication styles, and employee sentiment.
• Translating diligence findings into a quantifiable risk assessment and integration cost projection.
• Understanding cultural variations that may impact global transactions

Crafting Employment Strategies

• Developing a compelling value proposition for target employees
• Strategies for communicating new roles, responsibilities, and reporting structures
• Harmonizing Total Rewards & Day-One Readiness
• Aligning titles and leveling: creating a consistent and fair organizational structure
• Key components: cash bonuses, equity awards, and performance-based incentives
• Structuring vesting schedules and "cliff" provisions to maximize retention
• Tailoring packages for different employee segments (executives, key technologists, sales leaders)
• Determining maximum retention funds and 'at market' ratios to deal value
• Tax implications and considerations for the company and employees
• Legal limits that govern techniques for securing critical talent

Designing Retention Agreements

• Understanding the enforceability of non-compete, non-solicit, and confidentiality agreements.
• Establishing mentorship and buddy programs.
• Quick wins: demonstrating commitment to the new team through immediate, positive changes.
• Monitoring flight risks and developing contingency plans
• Developing the "change curve" and determining the appropriate pace
• Designing feedback loops, pacing check-in meetings, and conducting ‘stay’ interviews 
• Identifying and empowering "change champions" within the acquired organization

The Institute is an accredited provider of CLE in Illinois. This M&A Master Class offers 4.75 CLE credits. An Illinois certificate will be issued. If you are licensed in another state, please check for reciprocity regarding continuing education credits.