VERSATILE MACHINES
                                OCTOBER 2011   I CONSTRUCTIONBUSINESSOWNER.COM
                                                                                 ®




BUSINESS OWNER
THE BUSINESS MANAGEMENT MAGAZINE FOR CONTRACTORS




IN THE OFFICE ~      PREPARE FOR MORE          SIMPLE STEPS TO
IN THE FIELD ,. GOVERNMENT AUDITS              GREEN YOUR FLEET
GUIDE EMPLOYEES THROUGH A

SUCCESSFUL MERGER
~TJgage         your employees in the transition process to create a unified company.

g v <ATHLEEN WEISS



                            h en two construction firms             out in the first meeting if the company has complied
                            merge or on e company acquires          with HR best practices and employment law and how
                            another, the business owners            they have handled employee issues.
                            often neglect their employees'      ~   Review the organizational chart, salaries, employment
                            concerns- this is especially            contracts, titles, department heads, compensation
                            true in small- and medium-              plans and fringe benefits. Also, gather demographic
                            size firms that have limited re-        information a bout each employee. You need to know
                            sources and time. But in merg-          who is exempt and non-exempt and if any employees
 ers and acquisitions,
                     "the people factor" is vital.                  have taken a leave of absence. Read the employee
  To complete a successful merger or acquisition , follow           handbook, and compare policies to decide what should
these steps.                                                        be changed, integrated or deleted. Find out what the
                                                                    employee performance expectations have been and
PREPARE                                                             how employee issues have been recorded. Also, con-
First, meet with the other company's executive team to              sider the technical expertise you will need to merge
understand their company's perspective, plans and expec-            two different Human Resource Information Systems
tations. Evaluate every system the other company has in             (HRIS).
place and how th at fits into your business.                    ~   Find out if any employment lawsuits or pending
  The Society for Human Resource Man agement (SHRM)                 litigation exists. Obtain copies of any non-compete,
polled senior HR executives who
have had experience with mergers,
acquisitions or joint ventures and
found the following common obsta-
cles: loss of productivity, incompat-
ible cultures, loss of key talent and
a clash of management styles.
  Certain preparations must be
made to avoid these obstacles:

~    Assemble a transition team to
     discuss all the decisions that
     need to be made. This team
     usually includes the CEO, CFO,
     president, an HR rep and other
     i:rr!portant decision makers.
     Decide who will be your main
     ro~ at the other company
     :.~~ :he acquisition, and
     =~ -= :;e::--on if possible. Find


30        : _   =-= _:- CJ'-l BUSI N ESS OWNER   OCTOBER 2011
solicitation and disclosure agreements. Determine if          on yearly tax filings, such as the 5500 form and
    any terminated employees are still bound by these             Employment Retirement Income Security Act
    contracts and whether any contracts were made                 (ERISA) compliance. Determine which benefits you
    orally. Also, obtain copies of all forms and applications.    will keep and which ones you can eliminate.
~   Manually access the employee files to make sure re-         ~ Consider how much vacation time the other company
    cordkeeping has been in compliance. Do the employee           offered. If you will be offering less time off, how will
    files contain anything that should not be there? For          you get new employees to accept this? Will you con-
    instance, all medical records should be separate from         sider their tenure with the company and let them stay
    an employee's main file. Also, ask each employee to           on their current plan?
    complete a new I-9 form. Find out the immigration           ~ Learn of any accidents, deaths or OSHA fines and
    status of any employees working with a visa.                  citations that have occurred in the last six years, and
~   Review the current employee benefits and insurance            decide if any safety issues should be addressed.
    plans. Gather all the vendor contact information,           ~ Training also needs to be considered. What training
    including company names, contact, email, phone num-           was provided in the last three years? Has any anti-
    bers and account numbers. Gather all medical, dental,         harassment training been conducted? What skills do
    vision, life, disability and workers' compensation            employees lack? Try to find some cross-training op-
    insurance plan documents, and understand who is on            tions and training manuals.
    each plan, the costs and premiums. Determine if any
    duplicate coverage exists. You may need to schedule a        After you have obtained this information, you must de-
    meeting with your insurance professional.                  cide how to resolve differences in each of these areas.
       Retrieve all retirement or savings plan docu-
    ments, and work closely with your financial manager                                              CONTINUED ON PAGE 46
CONTINUE D FROM PAGE 31


COMMUNICATE
Once these decisions have been made, a communications           TRY THIS
plan must be created. Change is difficult under any cir-        Strategies for a Smooth Merger
cumstance, and a communications plan will make it easier
for employees to embrace the many changes to come.
   The transition team sh ould develop a timeline for each
important communication and include the person respon-
sible for making the communication. You must determine
what staff meetings need to be held and what must be
delivered in writing, including notifications about retire-
ment plan changes, salary or compensation changes and
anything related to finances. Decide if department heads
can make certain decisions. Always keep employees in-
formed of any changes that affect them. Open communica-
tion will h elp boost morale and retain top talent.

INTEGRATE
Integration starts with upper management. At this point,
you will h ave decided wh o stays, goes and moves or chang-
es positions. Employee emotions, imaginations and sensi-        1. Analyze current roles and responsibilities, and create a
tivities will run high , and this air of uncertainty can have      tentative plan.
a n egative impact on productivity, morale and retention.       2.   Use your transition team as a starting point to
This, ultimately, can affect your bottom line and lead to a          brainstorm the best integration and engagement
volatile time for your company.                                      activities.
  The loss of key staff could be counter-productive t o your    3. Conduct employee surveys to gauge satisfaction. The
goals. As a result, the sooner you develop a plan to engage        results will serve as a baseline satisfaction rating.
your employees in the transition process, the faster you
                                                                4.   Make sure each department head conveys the same
will h ave a unified company with higher productivity.               messages about company goals and plans. Conflicts
                                                                     happen when employees get contradicto ry inf ormation.
EVALUATE
                                                                5 . Create department team-building events with
After everyone has settled into their roles, evaluate the
                                                                    employees. Allow supervisors to have a role in
transaction's success. Many small companies omit this
                                                                    development.
step, but evaluation is key to understanding how th e suc-
cesses and failures impact the business and staff Plus,         6.   Put together employee focus groups, and get their
you do not want to make the same mistakes again if more              suggestions on integrating roles.
mergers or acquisitions are on the horizon. Employee            7    If you have employees who work in different locations,
feedback combined with financial analysis can give you               hold video conference cal ls to bring employees closer.
the strat egic edge you n eed.             ...                  8.   Make it understood that each company will have
                                                                     different ways of conducting business, and everyone is
                                                                     expected to refrain from criticism.
     Kathleen Weiss, SPHR, is an HR consultant
                                                                9.   Decide on cross-training opportunities, and look for any
     and the director of human resources for SWK
                                                                     mentor/mentee relationship possibilities.
     Technologies, Inc., an IT solution provider that
     u·orks with construction, manufacturing, pharma-           10. Conduct informal SWOT (strengths, weaknesses,
                                                                    opportunities, threats) analysis meetings for
     ceutical and other industries nationwide. Contact
                                                                    management and employees.
     Weiss at 973-758-6122 or kathleen.weiss@swktech.
     com. For more information, visit www.swk tech.com .        11 . Compare the two company cu ltures in open company
                                                                     discussions.




46       CONSTRUCTION BUSINESS OWNER OCTOBER 2011

Guide EmployeesThrought a Successful Merger - Construction Business Owner's Magazine

  • 1.
    VERSATILE MACHINES OCTOBER 2011 I CONSTRUCTIONBUSINESSOWNER.COM ® BUSINESS OWNER THE BUSINESS MANAGEMENT MAGAZINE FOR CONTRACTORS IN THE OFFICE ~ PREPARE FOR MORE SIMPLE STEPS TO IN THE FIELD ,. GOVERNMENT AUDITS GREEN YOUR FLEET
  • 2.
    GUIDE EMPLOYEES THROUGHA SUCCESSFUL MERGER ~TJgage your employees in the transition process to create a unified company. g v <ATHLEEN WEISS h en two construction firms out in the first meeting if the company has complied merge or on e company acquires with HR best practices and employment law and how another, the business owners they have handled employee issues. often neglect their employees' ~ Review the organizational chart, salaries, employment concerns- this is especially contracts, titles, department heads, compensation true in small- and medium- plans and fringe benefits. Also, gather demographic size firms that have limited re- information a bout each employee. You need to know sources and time. But in merg- who is exempt and non-exempt and if any employees ers and acquisitions, "the people factor" is vital. have taken a leave of absence. Read the employee To complete a successful merger or acquisition , follow handbook, and compare policies to decide what should these steps. be changed, integrated or deleted. Find out what the employee performance expectations have been and PREPARE how employee issues have been recorded. Also, con- First, meet with the other company's executive team to sider the technical expertise you will need to merge understand their company's perspective, plans and expec- two different Human Resource Information Systems tations. Evaluate every system the other company has in (HRIS). place and how th at fits into your business. ~ Find out if any employment lawsuits or pending The Society for Human Resource Man agement (SHRM) litigation exists. Obtain copies of any non-compete, polled senior HR executives who have had experience with mergers, acquisitions or joint ventures and found the following common obsta- cles: loss of productivity, incompat- ible cultures, loss of key talent and a clash of management styles. Certain preparations must be made to avoid these obstacles: ~ Assemble a transition team to discuss all the decisions that need to be made. This team usually includes the CEO, CFO, president, an HR rep and other i:rr!portant decision makers. Decide who will be your main ro~ at the other company :.~~ :he acquisition, and =~ -= :;e::--on if possible. Find 30 : _ =-= _:- CJ'-l BUSI N ESS OWNER OCTOBER 2011
  • 3.
    solicitation and disclosureagreements. Determine if on yearly tax filings, such as the 5500 form and any terminated employees are still bound by these Employment Retirement Income Security Act contracts and whether any contracts were made (ERISA) compliance. Determine which benefits you orally. Also, obtain copies of all forms and applications. will keep and which ones you can eliminate. ~ Manually access the employee files to make sure re- ~ Consider how much vacation time the other company cordkeeping has been in compliance. Do the employee offered. If you will be offering less time off, how will files contain anything that should not be there? For you get new employees to accept this? Will you con- instance, all medical records should be separate from sider their tenure with the company and let them stay an employee's main file. Also, ask each employee to on their current plan? complete a new I-9 form. Find out the immigration ~ Learn of any accidents, deaths or OSHA fines and status of any employees working with a visa. citations that have occurred in the last six years, and ~ Review the current employee benefits and insurance decide if any safety issues should be addressed. plans. Gather all the vendor contact information, ~ Training also needs to be considered. What training including company names, contact, email, phone num- was provided in the last three years? Has any anti- bers and account numbers. Gather all medical, dental, harassment training been conducted? What skills do vision, life, disability and workers' compensation employees lack? Try to find some cross-training op- insurance plan documents, and understand who is on tions and training manuals. each plan, the costs and premiums. Determine if any duplicate coverage exists. You may need to schedule a After you have obtained this information, you must de- meeting with your insurance professional. cide how to resolve differences in each of these areas. Retrieve all retirement or savings plan docu- ments, and work closely with your financial manager CONTINUED ON PAGE 46
  • 4.
    CONTINUE D FROMPAGE 31 COMMUNICATE Once these decisions have been made, a communications TRY THIS plan must be created. Change is difficult under any cir- Strategies for a Smooth Merger cumstance, and a communications plan will make it easier for employees to embrace the many changes to come. The transition team sh ould develop a timeline for each important communication and include the person respon- sible for making the communication. You must determine what staff meetings need to be held and what must be delivered in writing, including notifications about retire- ment plan changes, salary or compensation changes and anything related to finances. Decide if department heads can make certain decisions. Always keep employees in- formed of any changes that affect them. Open communica- tion will h elp boost morale and retain top talent. INTEGRATE Integration starts with upper management. At this point, you will h ave decided wh o stays, goes and moves or chang- es positions. Employee emotions, imaginations and sensi- 1. Analyze current roles and responsibilities, and create a tivities will run high , and this air of uncertainty can have tentative plan. a n egative impact on productivity, morale and retention. 2. Use your transition team as a starting point to This, ultimately, can affect your bottom line and lead to a brainstorm the best integration and engagement volatile time for your company. activities. The loss of key staff could be counter-productive t o your 3. Conduct employee surveys to gauge satisfaction. The goals. As a result, the sooner you develop a plan to engage results will serve as a baseline satisfaction rating. your employees in the transition process, the faster you 4. Make sure each department head conveys the same will h ave a unified company with higher productivity. messages about company goals and plans. Conflicts happen when employees get contradicto ry inf ormation. EVALUATE 5 . Create department team-building events with After everyone has settled into their roles, evaluate the employees. Allow supervisors to have a role in transaction's success. Many small companies omit this development. step, but evaluation is key to understanding how th e suc- cesses and failures impact the business and staff Plus, 6. Put together employee focus groups, and get their you do not want to make the same mistakes again if more suggestions on integrating roles. mergers or acquisitions are on the horizon. Employee 7 If you have employees who work in different locations, feedback combined with financial analysis can give you hold video conference cal ls to bring employees closer. the strat egic edge you n eed. ... 8. Make it understood that each company will have different ways of conducting business, and everyone is expected to refrain from criticism. Kathleen Weiss, SPHR, is an HR consultant 9. Decide on cross-training opportunities, and look for any and the director of human resources for SWK mentor/mentee relationship possibilities. Technologies, Inc., an IT solution provider that u·orks with construction, manufacturing, pharma- 10. Conduct informal SWOT (strengths, weaknesses, opportunities, threats) analysis meetings for ceutical and other industries nationwide. Contact management and employees. Weiss at 973-758-6122 or kathleen.weiss@swktech. com. For more information, visit www.swk tech.com . 11 . Compare the two company cu ltures in open company discussions. 46 CONSTRUCTION BUSINESS OWNER OCTOBER 2011