M&A Board Integration Session
Public High Technology Company
- The public company had gone through a merger with another public company. The new organization created a well differentiated company to be uniquely positioned for market leadership.
- The Board had augmented in size with four new additional members who all had been on the Board of the acquired company (including its CEO). All four had served together for a minimum of three years.
- The Chair and CEO remained same as before the merger.
- All Board members were excited about the merger.
- The Chair had met with all four new Board members. He liked them all. He knew only one of the four before the merger.
- The Board held its first Board Meeting one month after the merger was official. The Board unquestionably had an intense agenda with very many important decisions to be made; the Board was expected to approve the new annual operating plan.
- No other Board Members from the two merging companies knew of one another and none had met yet.
Why was I engaged?
One of my Board clients was candid and wise. Both the Chair and the CEO agreed that it would make sense to hold a short session, led by a facilitator such as myself, immediately before their very first Board meeting, in order to quickly ‘break the ice’ and to get a sense for how the new Board members may interact. Of course, the assumption was that it would be accomplished in a substantive manner, in a very short time.
I was brought in to lead a creative and sophisticated “Get To Know” Ice Breaker for the entire Board of the merged entity immediately before its very first Board Meeting.
The Chair was sensitive to the fact that they were the acquiring entity. He wanted
- To eliminate any potential resistance or discomfort within the Board from the very beginning;
- To dissipate any potential ‘them’ and ‘us’ behaviors;
- To focus on creating bonding opportunities amongst Board Members; and
- To simulate how the Board would likely interact and communicate in the context of a Board meeting.
Though some of the Board Members didn’t think an Ice Breaker was necessary, given that they were all ‘grown-ups’, the Chair and the CEO felt confident that a short session would be very powerful and have a significant impact for the success of the first Board meeting and subsequent ones.
This initiative was perceived as an opportunity to readily strengthen the Board, enhance communication, and create a space of conviviality, respect and trust as the new expanded Board was to approve the new operating plan for the company.
The Goal was to give an opportunity to all Board Members
- To get to know each other;
- To bond; and
- For each one to be heard and be actively participating, including the Chair and the CEO.
By the time they’d leave the session, everyone would have a really good sense about each Board Member and all would be inspired to get things moving when they sat down for the Board meeting.
The Objective was to plan and lead a 2 hours “Ice-Breaker” session for the 10 Board Members, the morning of the first Board meeting. Both the CEO and the Chair were to be active and equal participants.
The goals and objectives were successfully met. At the end of the session, the Board Members were unanimously in agreement that this had been a very worthwhile session and a good start.
Thank you very much…well done…you did an excellent job and we accomplished our objective…
Chair Compensation Committee
Great job. You were highly praised.
Chair Audit Committee
You did a great job, thanks.
Board Director of the acquiring company
I thought you did a FABULOUS job. We’re off to a very positive start, exceeding my expectations. Thanks.
Board Member from the acquired company
I thought that you did a great job of getting this combined board to know each other better. As someone who spent many years (29) with a major international consulting firm, I have been through various exercises like the one you led, and I thought that you were definitely in the top tier.
Excellent ice breaker; substantive yet fun. Even colleagues who have been together for a while learned about each other.
Intense. I looked at the watch and it was only 9 am yet we had accomplished so much; and then the next hour became even more significant.
Great start, enabled us to go into the formal meetings without missing a beat.
Not only did we gain a perspective on the future, we also gained an appreciation of areas of disconnect among us. This is important as we determine what needs to be worked on to gain better consensus among the Board.