Our expertise on Mergers & Acquisitions
We provide specialised support to companies as they grow through merger or acquisition, as well as organically.
Bringing together two organisations with their distinct cultures and potentially very different compensation programmes can present significant challenges - all at a time of uncertainty and upheaval for leaders, who at the same time are being asked to ensure a successful close and integration.
It’s little wonder that executive compensation can often become a major roadblock along the way, but it doesn’t have to be. If managed effectively and early enough in the process, thoughtful compensation programmes can be a catalyst for success, and a driver of strategic goals, setting the stage for long term value creation.
We have experience advising on incentive compensation design before, during and after M&A transactions, around the world, across multiple sectors, over many years
Considerations before, during and after any M& A transaction include:
- Reviewing the need for any specific retention awards or additional incentives to see the transition through
- Reviewing the pay philosophy underlining incentive pay in both organisations, and determining how that may need to change in the context of expanded roles and responsibilities
- setting benchmarks for pay quantum in relation to agreed philosophy, internal norms and the new markets being addressed
- calibrating performance expectations
- technical considerations such as change in control triggers, vesting of long-term incentives, the replacement of long-term incentives, and the design of new short-term incentive performance indicators (KPIs)
- regulatory and investor communications in relation to the transaction
- working with brokers and leading sponsors to build consensus around equity dilution (resulting from employee equity grants) and so forth