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Solutions

M&A Services

Only TransitionPoint HR has the breadth of experience and knowledge to develop and execute your human resources deal strategy and manage the entire process of human resources M&A support for both acquisitions and divestitures. Our experience includes stock and asset deals across industries and company sizes including stand-alone companies and corporate carve-outs.

Due Diligence:

Some of the more significant risks to the operations and financials of a business are related to human capital.  Many contingent liabilities and risks are hidden and may result in adverse financial impact  years later, long after reps and warranties have expired.  If these risks are not discovered and addressed during due diligence, the management team may be distracted by years of unanticipated cash requirements for legal claims, penalties, contractual obligations, funding requirements, and increases in expenses. Our due diligence services include analysis and reporting of findings, project management of process, liaison between buyer and seller on human resources matters, risk assessment and risk mitigation strategy. We review the data and report on the following:

  • Employment and turnover
  • Employment agreements and contracts
  • Employee benefits
  • Collective bargaining agreements
  • Employment costs and liabilities
  • Compensation plans and programs
  • Employment law compliance and risks
  • International employment practices
  • Retention and staffing risks
  • Shared services
  • Assessment of current employment related costs as presented

Transaction Strategy

The deal team relies on its partners to be aligned with the transaction goals and to identify and remove obstacles to  a successful transaction. At TransitionPoint HR, we recognize that your reputation, relationships and reward depend on the quality of your transaction. The value created depends on the right foundation at the start. As your transaction partner, our goal is to help you understand the impact of the proposed terms of employment matters and benefits on the value and your operations. We recommend strategies that maximize your opportunity for success.

  • Review deal documents providing feedback and recommendations
  • Analysis of the implications and costs associated with the proposed agreements relative to employment matters and benefits
  • Develop transition services agreement recommendations
  • Provide input to the financial model on future employment and benefit costs relevant to the proposed business model.
  • Transition planning including staffing, compensation, benefits and transition costs

Transition

Once the deal is done, the strategy implementation begins. Whether your transaction is a stand-alone business, integration or corporate divestiture (carve-out), the opportunity to meet your transaction goals is enhanced by a sound transition plan executed by an experienced, knowledgeable professional. At this stage of the deal, the relationships we have developed with the seller, the target management team and the deal team are leveraged to swiftly execute a sound and complete transition including the following activities:

  • Develop employee communications and recommend key messaging
  • Prepare offer letters and employment agreements
  • Develop the labor and works council strategy
  • Develop the staffing proposal and action plan
  • Oversee the employee benefits plan design and implementation
  • Recommend and document compensation program and plans including executive comp
  • Infrastructure development (record-keeping, payroll structure, administrative processes)
  • Develop the policies and compliance processes
  • Lead the restructuring plan with respect to changes in employment
  • Provide a smooth hand-off of the HR plan to the new company’s HR team

Divestiture

The sale process creates uncertainty and fear for the employees in the target company resulting in loss of engagement and potential loss of key employees. The additional work during the sale process diverts attention from the core business operations, negatively impacting performance. Be prepared for a successful divestiture by engaging TransitionPoint HR to:

  • Audit and inventory all HR programs and plans and document the underlying liabilities and assets.
  • Identify the impact of a sale on contracts, agreements, benefit plan provisions, compensation plan obligations.
  • Recommend retention and employee reward strategies to maximize engagement
  • Gather and organize documents required for due diligence data rooms
  • Manage the due diligence process and liaise with the buyer and seller teams on requests
  • Review sale agreements
  • Transition planning for HR, benefits and payroll programs
  • Manage the carve-out transition on behalf of the seller with respect to HR programs