1. Name
Integrum
Presenters
April 7, 2015
Integrum
Corporate Integration Specialists
Company Name

2. Agenda
 Introducing Integrum
 Our approach to integration
 Integrum qualifications

3. Introducing Integrum

4. Integrum helps to integrate
businesses undergoing significant
change
 A firm of experienced
managers
 With a passion for people and
development of human capital
 And a proven track record of
successful implementation
Our FirmOur Clients
 Businesses going through
significant change such as
M & A and restructuring
 Have significant investment
in human capital
 Understand the issues of
implementation

5. Research shows many M&A’s suffer
poor post-completion performance
Create the vision
Do the deal
Align Leadership
Communicate
Implement
Plan Integration
Minority of M&A deals create shareholder value
Most at best neutral - many value destroying
83% correlation between implementation success and overall
acquisition success
Majority of mergers are driven by fit rather than vision
Only 50% of mergers succeed in delivering their intended value
Human capital is ignored. 2/3 top management team leave within 5
years of mergers
Most companies admit their communication is inadequate and fail to
get employee commitment for integration
Only 1 in 5 acquirers appear to have devised a clear
implementation plan

6. Restructuring programmes often fail
 Loss of key human capital
 Customer alienation
 Erosion of core values and organisation
identity

7. The impact is greater in organisations
where people are the principal asset
Assets
Financials…………………….
Brand………………………….
Goodwill………………………
People………………………..
Shareholder value…………...
TOTAL……………………..
Liabilities
Competitors…………………..
Head-hunters………………...
Absentee levels……………...
Costs of recruitment…………
Reduced Productivity……….
TOTAL……………………..

8. Why implementations fail
Inadequate planning
Culture ignored
Own agenda / self preservation
Integration manager has a day job
No ownership / Leadership vacuum
Poor communication
No process or methodology
No early win / Loss of momentum

9. Our approach to integration
MaximiseMaximise
shareholdershareholder
valuevalue
Programme ManagementProgramme Management
ProductsProducts CustomersCustomers ProcessesProcessesCultureCulture Human CapitalHuman Capital CommunicationCommunication

10. Integrum’s approach to
integration
Programme ManagementProgramme ManagementMaximiseMaximise
shareholdershareholder
valuevalue
CultureCulture
Programme ManagementProgramme Management
HumanHuman
CapitalCapital
CommsComms
ProductProduct CustomerCustomer ProcessProcess

11. Programme management acts as the
“glue” in bringing about change
MonitoringMonitoring
 Baseline performance metrics
 Identify early win opportunities
 Organisational temperature
reading
CommunicationCommunication
 Message, posters, literature
 Educate and share learning
 Role for CEO
 Townhalls, walkabouts
 Feedback for ideas /
frustrations
ManagementManagement
 Coordinate campaigns and
change activities
 Focal point for programme
communication
 Day-to-day issue
management
Change implementationChange implementation
 Coach / facilitate campaigns
 Create change events
 Workshops
 Leadership coaching
 Support opinion formers
 Develop appropriate tools
 Recognise / celebrate success
ProgrammeProgramme
ManagementManagement
OfficeOffice

12. We manage the programme in a
collaborative style
Integrum’s ContributionIntegrum’s Contribution
 Integration expertise
 Experienced integration managers
 Overall strategic perspective
 Collaborative style
 Coaching and skills transfer
Client’s ContributionClient’s Contribution
 Understanding of strategy and objectives
 Willingness to invest in strong leadership
 Commitment to drive implementation
 Experience from previous initiatives
 Knowledge of organisation and data
 Joint client-Integrum teamJoint client-Integrum team
 Increased client integration capabilityIncreased client integration capability
 Client ownership of implementation solutionsClient ownership of implementation solutions

13. Integrum’s approach to
integration
Cultural AlignmentCultural AlignmentMaximiseMaximise
shareholdershareholder
valuevalue
CultureCulture
Programme ManagementProgramme Management
HumanHuman
CapitalCapital
CommsComms
ProductProduct CustomerCustomer ProcessProcess

14. Cultural AlignmentCultural Alignment
 Understanding of cultural similarities and difference
 Distinctive features of organisational behaviour – core values and vision
 Organisational structure - hindrance or help?
 Office environment
 Cross fertilisation of staff/ideas
 Assimilation of new entrants
Key Deliverables
Assess culture
Conduct audit/ fit
Identify icons/
champions
Change culture
Empower cultural
change agents
Create feedback loop
Implementation Steps
Define Integrated
culture
Design ‘combined’
culture
Plan culture change

15. Different cultures in organisations are
assessed through a culture matrix
Task
Orientation
Relationship Orientation
45
22
0
22 45
Admin
HR
Client
relationship
managemen
t
Sales
Product
Development
Finance/
actuarial
Compliance
Investment
Management
IT
Marketing
Example

16. Linking strategy with culture
Diagnostic Implementation
Establish
working groups
to define future
culture
Continue cultural thermometer check
Continue objective buy in and
cultural change programme
Cultural /
organisation
Objectives/
strategy
Workshop to clarify
strategy if necessary

17. Aligning cultures is fundamental to
integration success
Integrum’s experience has shown

Culture must be assessed together with organisation
vision and strategic objectives

There is a mixture of cultures across organisations, with
many distinctive features that can help or hinder
integration

Aligned leadership is pre-requisite to communicating the
vision and fostering the core values of the new
organisation

Culture change programmes can only be sustained
through effective implementation of human capital and
communication strategies

18. Integrum’s approach to
integration
Human CapitalHuman CapitalMaximiseMaximise
shareholdershareholder
valuevalue
Programme ManagementProgramme Management
HumanHuman
CapitalCapital
CommsComms
ProductProduct CustomerCustomer ProcessProcess
CultureCulture

19. Managing Human CapitalManaging Human Capital
Assess human
capital
Reporting structure
Value chain
Staff appraisals
Skills gap analysis
Plan integration
Structure
Staff selection
Retention strategy
Skill development
Implement change
Align organisation
Appointments, retention
Training
HR policies
Implementation Steps
 Identification of key human capital in value chain
 Recommendations on structure/governance
 Training and skill development plan
 Three month Integration plan for :
 Retention/redeployment/recruitment
 Alignment of HR policies
Key Deliverables

20. Integration of human capital -
Value chain assessment
Customer Retention
Technical Skills
Leadership
Customer Acquisition
FunctionalFunctional
HeadsHeads
MiddleMiddle
ManagementManagement
TechnicalTechnical
StaffStaff
CustomerCustomer
RelationshipsRelationships
Acquisition value of human capital:Acquisition value of human capital:
LeadershipLeadership
New skillsNew skills
New customersNew customers
SalesSales
StaffStaff

21. Integration of human capital -
Selection and development
Three month integration plan
Identify keyIdentify key
processes goingprocesses going
forwardforward
Identify key peopleIdentify key people
from value chainfrom value chain
analysisanalysis
Objective appraisal
programme
Fast-track exitFast-track exit
plan for leaversplan for leavers
Selection of key people
Motivation / retention
strategy
LeadershipLeadership
AnalysisAnalysis
Skill Gap analysisSkill Gap analysis
Recruitment /
Development plan

22. Integration of human capital -
Aligning HR policies
Three month integration plan (cont)
HR PoliciesHR Policies
Business BBusiness B
HR PoliciesHR Policies
Business ABusiness A
Align to match
business strategy
Best practice
Benchmark

23. Integrum’s approach to
integration
CommunicationCommunicationMaximiseMaximise
shareholdershareholder
valuevalue
Programme ManagementProgramme Management
HumanHuman
CapitalCapital
CommsComms
ProductProduct CustomerCustomer ProcessProcess
CultureCulture

24. Managing CommunicationManaging Communication
Audit
communication
Sources/Channels
Barriers
Branding
Deliver integration
messages
Develop message
Develop formal and
informal channels
Distribute
Embed two way
communication
Rollout cultural and
psychological messages
Create feedback loops
Implementation Steps
 Internal and external communication plan
 Selection and dissemination of messages
 Active distribution for targeted audience
 Available sources for information
 Breakdown of silos through cross-functional activities
 Feedback loops
Key Deliverables

25. Communication planning is key
CEO(acquired)
Business Heads
CEO(acquiring)
Functional Heads
All staff
Key customer
servicing
Sales staff Customer
Where
When
How
Message
Preparation needed - First 24h is crucial
Logistics

26. Three month communication plan

27. Three month communication plan
How Communication really works
 Key Channels (formal and informal)
 Key Sources (credible and rumours)

28. Three month communication plan
How Communication really works
 Key Channels (formal and informal)
 Key Sources (credible and rumours)
Key messages to put across
 Global/Functional/Team/Individual

29. Three month communication plan
Creating a feedback loop
Develop message
and Roll out plan
Assess what
people really think
Provide feedback
Fine tune messageFine tune message

30. Integrum’s approach to
integration
Product, Customer andProduct, Customer and
Process IntegrationProcess Integration
MaximiseMaximise
shareholdershareholder
valuevalue
Programme ManagementProgramme Management
HumanHuman
CapitalCapital
CommsComms
ProductProduct CustomerCustomer ProcessProcess
CultureCulture

31. Implementing product, customer andImplementing product, customer and
process integrationprocess integration
Develop client/
product plan
Review x-functional
processes
Establish x-
functional teams
Communicate
implementation
Implement
integration tasks
Pilot / roll-out early
wins
Implementation Steps
 Cross-functional product and client teams
 New process workshops
 Capture of cross-sell and customer relationship opportunities
 Cultural attributes required to support brand
 Roll out of client/product plan by product area
Key Deliverables

32. Integrum’s approach to
integration
Monitoring and ReportingMonitoring and ReportingMaximiseMaximise
shareholdershareholder
valuevalue
Programme ManagementProgramme Management
HumanHuman
CapitalCapital
CommunicCommunic
ationation
ProductProduct CustomerCustomer ProcessProcess
CultureCulture

33. Benchmarking - Hard Measures
Thermometer readings
MEASURE Actual Target Delta Comment
Profit
ROCE
Risk Exposure
Recruitment costs
Relocation Costs
Redundancy Costs
Cost savings run rate
Customer Retention
Staff Retention
Absentee Levels

34. Benchmarking - Soft Measures
Thermometer readings
MEASURE Actual Target Delta Comment
Staff morale
Decibel level
Customer feedback
Analysts comments
Press coverage
Effectiveness of
internal
communications

35. Integrum’s Qualifications

36. What We Bring
EXPERIENCED MANAGEMENT RESOURCE

37. Integrum - Skills
JOHN SUNDERLAND
BEN DE HALDEVANG
KAYE SQUIRES
Ex chief executive ANZ investment Bank;
previously occupied a number of senior
executive positions at Barclays and BZW in
Europe, Far East and USA. 21 years experience
in wholesale and investment banking.
Ex partner of Richmond & Co, with 10 years of
executive search experience within the financial
services and professional services industries.
Ben has spent much of his career in USA,
Australia and Switzerland
35 years in corporate and investment banking.
Kaye spent the last 10 years working at senior
management within Barclays/BZW, where the
majority of his work was focused on
organisational design and structure globally.

38. Integrum - Skills
JULIE PERRIN
MASSOUD JANEKEH
JAMES GARTHWAITE
12 years working in strategy and strategic
marketing. Julie started her career as a
consultant with Bain & Co, before obtaining her
MBA from INSEAD. Latterly she was Head of
Retail Innovations at Shell, where she
introduced customer focussed change
12 years of industry and consulting experience
covering strategy, restructuring, project
management and cost reduction with ICI,
Zeneca and AT Kearney. Massoud is a PhD in
Engineering and MBA from Oxford University
11 years in corporate communications with
Brunswick as Associate Partner, working with
FTSEs and also smaller companies to devise
and implement communications programmes.
MBA Cranfield, 1992.

39. Integrum - Skills
JOHAN HATTINGH
RICHARD BARKER
MIKE HARRISON
20 years in merchant and investment banking
at Director and MD levels, focusing on
treasury, fixed income and derivatives, most
recently as Global Head of Capital Markets at
ANZ Investment Bank. Previously held senior
positions with NatWest, and Hill Samuel
7 years in corporate strategy and planning,
within management consultancy and
investment banking with ANZ and AT Kearney
(Mitchell Madison).
32 years in the insurance underwriting and
broking sectors. Ex MD of Sedgwick’s UK
Retail Businesses following a period as Group
HR Director. In 1999 he led the successful
merger of Marsh and Sedgwick’s and was
appointed its Chief Administration Officer

40. Integrum
Non Executive Directors
JIM BEST
MALCOLM LE MAY
CLIFTON MELVIN
IAIN LITTLE

41. What We Bring
EXPERIENCED MANAGEMENT RESOURCE
KEY INTEGRATION SKILLS

42. What We Bring
EXPERIENCED MANAGEMENT RESOURCE
KEY INTEGRATION SKILLS
DISCIPLINED PROCESS

43. What We Bring
EXPERIENCED MANAGEMENT RESOURCE
KEY INTEGRATION SKILLS
DISCIPLINED PROCESS
PROVEN
TRACKRECORD

44. Integrum has a proven experience in
integration of financial services firms
Merrill Lynch

Cultural audit to assist with retention and motivation of key
people in Research division

Design and implementation of improvement plan
ING Barings

Management of Charterhouse integration

Project management, culture, branding and
communications, HR
…/

45. Integrum has a proven experience in
integration of financial services firms
Groupama

UK fund managers implementing new initiatives

Review/recommendations on cultural adaptability and
people
WestLB

Internal restructure to form new global financial markets
division

Brief covers culture, communications, project management
…/

46. Integrum has a proven experience in
integration of financial services firms
HBOS Treasury Services

Complete integration of Bank of Scotland and Halifax
Treasuries

Project encompassed strategy, programme management,
culture, communications and the appraisal processes

Review of sales team capability and customer relationship
management development

47. EXPERIENCED MANAGEMENT RESOURCE
KEY INTEGRATION SKILLS
DISCIPLINED PROCESS
PROVEN
TRACKRECORD
What We Bring
INDEPENDENCE
& OBJECTIVITY

48. A Differentiated Offering
Focus on implementation
Financial Services Specialists 
Passion for people 
Resources who’ve done it 
Success based remuneration 

49. Appendix
Case studiesCase studies
Proprietary toolsProprietary tools
Project structureProject structure

50. Integrum’s approach to
integration
Case studiesCase studies

51. Case study 1 : Integration of two
financial institutions
 Accelerate development of UK investment banking business
 Expand product offering of European equities
 Increase revenues from cross-selling
Merger Objectives
 Increased revenues through integrated client management
 Exploited cross-sell opportunities to expand product offerings
 Sustained implementation by creating integrated teams
 Achieved low staff attrition
Delivered key integration objectives in 3 months
Integration Benefits

52. Case study 2 : Implementation of
human capital strategy
 Maintain growth and service leadership
 Get buy-in and commitment to corporate vision and values
 Create an environment to retain and develop the staff
 Increase productivity through cross-functional activities
Strategic Objectives
 Belief in management and their commitment
 Better understanding of strategy and vision down the organisation
 Improved cross-functional relationship
 Development of a learning culture
Increased productivity and staff morale
Implementation Benefits

53. Integrum’s approach to
integration
Proprietary tools andProprietary tools and
techniquestechniques

54. Proprietary tools and techniques
Integration Interview Guides
 Management interview aid
 Support document to diagnostic questionnaire
Culture Assessment Methodology
 “How To” guide for cultural assessment
 Culture change strategies
Integration Programme Management
 Performance baselining
 Integration methodology
Publication and Intellectual Capital
 M&A commentary and expert advice
 Published articles in business and finance journals

55. Integrum’s approach to
integration
Project structureProject structure

56. Integration Committee
Integrum Project
Manager
Product/Client/
Process Teams
Human Capital
Team
Communication
Team
Project Director
Project structure
Culture
Team

57. Detailed back up slides

58. Integrum’s Integration MethodologyIntegrum’s Integration Methodology
ImplementationRecommendation
Performance
baselining
Cultural fit and
integration
assessment
Communication
planning
Business case
Implementation
planning
Programme Management
Cultural Alignment
Clients and Products Integration
Human Capital Management
Communication Management

59. Case Study 2 : Implementation of
human capital strategy
• Major global investment
bank
• Significant investment in
Human Capital
• Traditionally organised
in a rigid structure with
many functional silos
• Ad hoc HR policies
•No clear career path
•Ineffective recruitment,
training, performance
measure
• Staff turnover an issue
Client Situation
• Developed human
capital strategy to
address retention,
recruitment and
development
• Identified systems and
communication infra-
structural needs for
transformation
• Set up cross-functional
teams across divisions
• Created mentoring/
coaching scheme for
managers
• Developed new reward
system
Integrum’s Approach
• Belief in management
and their commitment
• Improvement in
productivity
• Better understanding of
strategy and vision down
the organisation
• Improved cross-
functional relationship
• Development of a
learning culture
• Increased
productivity and
staff morale
Benefits

60. We use a number of tools to asses
culture. A culture matrix will be used to
map the behaviours….
High
Low High
Task
Orientation
Relationship Orientation
High Task Culture
• Focus on getting the work
done at any cost
• High concern for results
• Low concern for people
High Performance Culture
• Focus on getting the work
done while meeting people’s
needs
• Equal concern for people and
results
Low Task and Low
Relationship Culture
• Ambiguous goals
• Concern for self
• Low sense of quality
High Relationship Culture
• Focus on social needs
• High concern for people
• Lower concern for results

61. We will develop structured interviews to
address key integration issues and assess
the fit of the two corporate cultures
Cultural
Assessment
General business
Culture
Management processes and
style
Personal Aspirations
Communication
• How effectively does the current decision
process help you in managing your function?
• How effectively and how quickly are new
entrants assimilated into your team?
• What impact do you think implementation of
the merger plan will have on the present
culture?
• Do you see any personal benefit (or loss) in
the merger? How would you mitigate any
negative impact?
• Are you satisfied with the communication of
the integration process? How do you manage
communication with your clients?
• How are strategies set and implemented in the
current organisation?
M&A Example