• Mergers & Acquisitions
• Employment Law
• Deal Agreement Review
• Comp & Ben Integration
• Culture Assessment & Integration
• HR Due Diligence
• Information & Consultation
• Downsizing & Retention
• Individual & Collective Restructuring

Mergers & Acquisitions

We provide the expert consultants and tools to address all people issues associated with mergers, acquisitions, divestures, spin-offs and joint ventures.

Our M&A Management Center website is used by many large clients to organize and facilitate their M&A activities. We also train client M&A teams on the key people issues in a deal and how to organize for deal activity.

In Due Diligence, we uncover potential liabilities associated with the deal and document programs and policies at the target companies. We uncover issues that could affect the planned synergies of the deal, and issues that could effect integration, including cultural incompatibilities. These liabilities and issues are translated into cost figures that directly impact the economics of the deal.

In integration, we work with the client through the numerous technical and organizational issues that must be faced when integrating two firms. A rapid integration is often key to achieving the proposed synergies of a deal, and Hewitt's tested processes help achieve rapid integration with minimal organizational disruption.

Employment Law

Over the past decade, legislation directly affecting employment has not become easier to understand and interpret, on the contrary. To add to the complexity, the applicable rules and regulations are often issued by multiple sources, each having their own jurisdiction and each targeting different populations. A series of laws and agreements influence the tax and Social Security treatment of anything offered to employees, and the employment conditions "from hire to fire".

Finding and interpreting the appropriate source requires a lot of time browsing through specialized publications, or getting legal advice, preventing you, as an HR professional, to fully focus on what really matters in your organization: the people themselves.

Based on our thorough understanding of HR, our employment experts are able to assess the situation and provide you with the information you require in the format you require to make a knowledgeable, well-considered decision. From taxation on benefit in kinds and perquisites through audit of employment conditions to termination procedures and alternatives, Hewitt can help you.

Cultural Assessment

Hewitt has developed CultureTrack, a model that identifies a company's culture by means of four cultural areas: point of view, learning, involvement and governance. Point of view refers to how the company forms its point of view on any given issue, which can be more intuitive or more analytical. The way the company learns and develops new ideas is described through the continuum ranging from exploring (out of the box thinking) to concentrating (make use of the box). How the company involves its people can be more empowering or more directing. And finally governance, or the way the company ensures performance, is described through the continuum from commitment (doing it the best way) to compliance (doing it the right way).

Also, the strategic style of the company is mapped out, using four areas to classify the way strategic challenges are addressed within the company: pace of change, source of strength, source of value and market influence. Again, the four areas are described by means of a continuum. Pace of change, or how change is addressed, can be more seized (take risks) or more evolved (gradual change). The way a company organizes its collective capability can be more integration of the diverse sets of capabilities or more specializing in view of specific customer needs. The creation of value is measured through the continuum from standardization to differentiation. And finally, the way a company deals with its environment can be more adapting to or more shaping its environment. As a result, a profile of the company is determined.

Due Diligence And Deal Agreement Review

• Due diligence covering all aspects of HR
• Identify and value potential "people" liabilities and synergy risks/opportunities based on buyer's strategy
• Negotiate employee matters sections of purchase/merger agreement
• When possible, mitigate risks and liabilities prior to integration

Integration Services

• Drive people integration to achieve key deal milestones and synergies
• Help identify and retain key talent
• Drive change management and communications activities
• Develop cost effective program (compensation, benefits, staffing) integration changes
• Minimize disruption and maintain productivity

Information & Consultation

In the event of organizational restructuring, the key to successful labor relations is to keep the worker representative bodies regularly informed and to get them involved early in the restructuring process. It is important that the worker representative bodies and trade unions are involved early and meaningfully. Of course, it can be difficult to communicate with these bodies and unions, not only about what to say but also when to say it and how.

First of all, a well planned strategy on how the communication will be done is crucial. The issue here is how open and honest communication has to be. This depends on the audience you are focused on, but also on political, legal and other questions. Also credibility is important. You have to be straight with your employees. Time is needed to get people used to the change, to understand it and deal with it. Therefore patience is crucial. Related to this, being receptive to the reactions and questions of the employees is as crucial as patience. The story has to be told frequently. The business rationale has to be heard several times before it starts to sink in. that is also the reason why the story has to be consistent.

Hewitt can help you with determining the communication strategy, and communication (what, when, to whom, why) in general.

Retention

Retention of key talent is typically imperative through all manners of corporate transition: mergers & acquisitions, divestures, spin-offs, IPO's and turn-around situations.

Organizations need to balance the objectives of retaining employees and managing program costs. Generally, « one size fits all » does not apply to retention compensation. There are several types of retention tools, such as a cash bonus, restricted stocks, stock options and enhanced severance benefits.

Also, as in all programs, communication is key.

Hewitt can help you in the design of an effective retention program with appropriate measures and features, and the development of necessary documents and rewarding presentations.

Individual & Collective Restructuring

Restructuring can be driven by different factors, e.g. cost pressures, changing business model, managing business fluctuations …

Each restructuring process, whether individual or collective, requires a specific approach in terms of information and consultation, plan design and communication.

In high-cost countries, such as Belgium, the tax effectiveness of the approach may add a particular angle to the restructuring exercise.

Hewitt has the deep technical knowledge and experience to guide you through the complex procedures and regulations to make every restructuring a success. We will suggest the appropriate alternatives, such as bridge pension, canada dry, time credit and stock options to ensure you meet your goals both in terms of effectiveness and cost containment.