By Sarah C. Richmond

Many companies do not work with their lawyer in a very efficient way, and as a result end up spending significantly more money than is necessary for services that are less than optimal. Keep the following in mind to improve your company’s legal services in terms of cost, effectiveness and responsiveness.

Keep your lawyer informed.

Most business lawyers bill by the hour and, as a result, clients try to minimize their contact with them. However, you are far better off in the long run if your lawyer is kept current as to your company’s activities. Discuss how you might set up a regular program to keep your lawyer up to date as part of your team. For example, invite your lawyer to attend your board meetings. Send your lawyer periodic emails with status updates. Meet your lawyer for breakfast or lunch a few times a year; a good lawyer should not charge you for this time and will be glad to have the opportunity to get to know you and your business “off the clock.” But, do bear in mind that a lawyer’s inventory is her time, so don’t abuse the right.

Many lawyers can provide services beyond mere legal advice. For instance, many business lawyers will have a network of contacts in accounting, banking and insurance that you can easily tap into if your lawyer knows what your business needs are. Some corporate lawyers will have ties to the venture capital and angel investor community. Keeping your lawyer informed about your company’s activities, needs and goals can open a lot of doors for you.

Be proactive rather than reactive.

Be proactive with your attorney to help you catch problems before they become too serious. Too often, lawyers find out about a legal issue the company is facing after it’s too late to nip it in the bud easily. Avoid the predicament of clients who say to their lawyer “I signed this agreement. Could you review it and let me know that it’s OK?” By this time, it’s too late and it’s usually not OK. Have your lawyer review any significant agreements before signing them. Don’t try to do your own incorporation without the help of a lawyer. And don’t issue securities without consulting with a lawyer. It will always cost more to fix something after the fact than to do it properly from the start.

Allow your lawyer to prevent fires from starting rather than just putting out the flames after the fact. Make sure you give your lawyer all the facts. You may think you are saving money by keeping the information you share with your attorney down to a bare minimum. But it may not be obvious to you which facts are relevant and which are not, and omitting a key piece of information can lead to inaccurate legal advice. Keeping your lawyer informed before taking action can help prevent you from getting sued, unknowingly giving away rights to your core technology, jeopardizing important employee and customer relationships, and compromising other important aspects of your business.

Stay organized.

Sign documents your lawyer sends you and send them back, rather than letting them pile up on your desk. Make sure to send a copy of all executed contracts, minutes and other important documents to your lawyer for her files. Most lawyers bill by the hour regardless of the task, so remember that an hour of time spent by a lawyer trying to track down a missing client document costs the same as an hour of the lawyer’s time in providing substantive legal advice. Try not to make your lawyer do your work for you.

Plan ahead for meetings and phone calls. Send your lawyer an agenda of the topics you want to cover in advance. This will enable your lawyer to do necessary background research or analysis before the meeting rather than after, making the meeting go much more smoothly and getting you answers sooner.

Give advance notice.

Plan ahead to the extent possible when you think you will need legal help down the road. Giving advance notice allows your lawyer the time to assemble the proper team, resulting in lawyers who are at the appropriate skill level (and billing rate) to perform the work required.

Set reasonable deadlines. If you don’t actually need something by tomorrow, don’t make your lawyer jump through hoops to have it done by then. Setting unreasonable deadlines can result in lawyers and staff needing to work overtime, take cabs home and eat dinners at work, all at your expense. Allowing your lawyer to plan his life in advance will result in legal services being rendered more efficiently.

Discuss financial parameters in advance.

Make sure you understand how your lawyer’s fees and billing system work, and who at her firm will be working on your projects. Ask your lawyer for an estimate of the cost of each significant project to be undertaken, and get assurances that you will be consulted well in advance if the project’s costs look like they will exceed that estimate. Ask your lawyer if her firm has special fee arrangements. For instance, some firms will offer special rates or deferred payment plans for start-ups.

Choose the right attorney.

Although your brother-in-law may be the best real estate lawyer in town and may be willing to do the legal work for the sale of your business for next to nothing, he is not the right attorney to choose. Go with a lawyer and law firm that has expertise in the area you need. Before hiring a lawyer, take a close look at his bio as well as the description of his firm on the firm’s web site. Feel free to ask him to describe similar transactions and other clients in similar lines of business (without giving away client confidential information) to assure you of his expertise and that of the firm. A lawyer who has experience and expertise in the area you need will end up being significantly more cost-effective and productive for your business, regardless of his hourly rate.

Give your lawyer feedback.

If there is an associate whose work you are not happy with, let the partner know. If you find the law firm’s invoices confusing, let the firm know. A service-oriented lawyer should solicit this feedback from you on a regular basis. But even if she does not, make your concerns known. You are the consumer, there are a lot of qualified attorneys out there, and your lawyer should care first and foremost about keeping you happy.

If you help your lawyer to provide cost-effective legal services by taking the steps outlined above, she can be a major asset to the health of your business, rather than just a necessary cost.

By William A. Duratti

Recent changes to Mergers and Acquisitions accounting has given rise to new questions, confusion, and sometimes even hesitation over completing a deal. Requirements under FAS141R are behind it all, and companies will have to comply beginning in calendar year 2009 – a date that looms large for many who are considering business combinations.  However, the challenges presented by FAS141R should not stand in the way of intelligent deal making. Buyers and sellers alike will adapt to the salient changes and base their decisions on whether an acquisition is a good deal at the right time for them.  Even as their accounting and valuation teams make the necessary adjustments, they know that advantages can be gained from the new system. The changes under FAS141R complete a joint effort by the FASB and the IASB to improve financial reporting for business combinations and to promote the international convergence of accounting standards.

FAS141R will cause some major changes and fluctuations to post-merger balance sheets. Understanding the new guidance, modeling deals accordingly and gauging impact on the financial statement before closing the transaction will help reduce any potential negative effects.  Complications arise due to the tricky nature of fair value and deal modeling, especially when estimating intangibles like unresolved contract contingencies. Calling in valuation specialists mitigates the damage that can result from poor assessments. When financial analysts evaluate transactions and earnings, they’ll be looking for how fair value was applied and what normalized earnings will look like on a forward looking basis.  This is especially timely as fair value under FAS141R will follow the guidance of FAS 157 and is defined as: “the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measure date.”

Major changes to this definition include the marketparticipant perspective, exit price and more reliance on observable inputs, all of which create more difficulty in financial reporting for business combinations.

When all is said and done, these revisions mean that company leaders can expect ups and downs. When it comes to M&A activity, an acquired entity will likely cause turmoil in financial statements until the merger stabilizes over a number of reporting cycles.

The most significant changes coming under FAS141R include:

1. TIMING OF DEALS AND REPORTING

The biggest challenge for financial departments may come with the increased emphasis on timing and a growing list of disclosure requirements. FAS141R provides a more stringent timeline for reporting business combinations, and if deadlines are missed then provisional amounts must be reported for incomplete terms. That means not having the most qualified information, which can lead to more serious issues down the road.  There is a grace period of one year after the deal is closed – called the “measurement period” – during which provisional items can be adjusted.

Also, the expanded disclosure requirements make meeting the deadlines even more difficult and often will force a company to speed through the process. A deeper planning process and having the right team in place early will help avoid sacrificing quality and accuracy for speed.

2. CONTINGENT CONSIDERATION

Perhaps the most significant accounting change is the requirement that the purchase price of a business combination now include the fair value of contingent consideration. This change could significantly increase the upfront purchase price recorded on deal transactions, as well as increase the volatility of subsequent accounting.  The contingent consideration will be recorded by the acquirer as a liability at fair value as of the transaction date and will need to be adjusted to fair value at each subsequent reporting period. Given the major uncertainties as to future amounts and timing of payments of the contingent consideration, the fair value of this liability may materially fluctuate over time as more information is obtained.

Companies putting contingent payments into the deal structure will need to closely assess fair value of the 2 contingency. There is no predicting the future, but modeling and understanding the shapes that a deal can take will help mitigate the potential fluctuations in reporting.

3. IN-PROCESS R&D (IPR&D)

Under previous regulations, companies could record the fair value of IPR&D as a period cost of a transaction.  FAS141R, however, requires that the fair value of IPR&D be recorded as an intangible asset on the balance sheet. If the IPR&D does not come to fruition, it will subsequently need to be written down to its fair value, potentially zero, resulting in an impairment charge to the income statement.

4. DEAL COSTS

Acquisition-related costs such as negotiations that involve banking and legal fees were traditionally reflected as deal costs that could be capitalized along with the purchase price, but FAS141R calls for these items to be expensed immediately as period costs.

5. ASSETS AND LIABILITIES ARISING FROM CONTINGENCIES

FAS141R improves the completeness of the information reported about a deal by changing the requirements for recognizing assets and liabilities that arise from contingencies. An acquirer is now required to recognize these elements as they arise from both contractual contingencies and noncontractual contingencies as of the acquisition date, measured at their acquisition-date fair values. Again, post-merger adjustments to the fair value of these contingencies can create significant fluctuations in reported earnings.

ACTION ITEMS

With these items and others looming large at the beginning of 2009, companies that are pursuing acquisitions should take a few important steps to solidify their position.

• Re-assess current deals to determine the impact that FAS141R might have, and consider if it will be beneficial to close after the deadline passes.

• Be certain that the right teams are in place to understand and apply new fair value concepts to aspects of a transaction.

• Instruct teams to prepare for the new guidelines and adjust their approach as best as possible to minimize impact on the balance sheet and fluctuations in future reporting.

Despite the changes and action items that accompany FAS141R, the reasons for sourcing and completing deals should remain the same. Company leaders will still strive to make decisions that are strategically sound for their business or come at a good investment price at the right time. The fact is, pre-141R accounting was already a mystery to many. Adjustments will come from the valuation and accounting side to ensure that deals go through smoothly and under the best possible terms.

Material Discussed in this Insight is meant to provide general information and should not be acted on without obtaining professional advice tailored to your firm’s individual and specific needs. This information is for general guidance only and is not a substitute for professional advice.

By Michael Oleksak

Over the next several decades, millions of U.S. businesses will be sold, merged, recapitalized, gifted, closed, or liquidated. In any of these events, both the owner and the company’s value will benefit from advance exit planning. Financial executives, whether internal or external, play a key role in educating company owners on the basics of exit planning.

If you are the lead financial officer of a privately-held business, such as CFO or VP Finance, part of your fiduciary duty is to protect the company from the risk of an unplanned change of ownership, through sudden death, of both the shares and the operation of the business.  You also play an important role in increasing the company’s value by strengthening it for the possibility of a future transition or transaction.

Whether you are an internal or external financial advisor, you should make the business owner aware of three things every owner must have: a will, a succession plan, and an exit strategy.

The will protects the ownership of the firm in case a tragedy or sudden death affects the owner.  With a will, the shares will stay out of probate court and land in the hands of the person or people chosen by the owner, thereby ensuring some sense of business continuity.

The succession plan will help with the orderly transition of the operation of the business if the owner is suddenly incapacitated.  The exercise of preparing a succession plan will also help establish whether internal management is strong enough to handle running the company without the owner.

The exit strategy will be the catalyst to determine whether the company is ready for some other entity to assume ownership. Are the books and records, processes and systems, management and employees, business model, brand, public image and reputation desirable enough for someone else to pay to acquire it? If the answer is yes, the next question is would the acquirer be external or internal?

Exit Options

The owner’s external exit options are sale to a strategic buyer or sale to a financial buyer or private equity group. Internal transfer options include a management buy-out, a sale of shares through the Employee Stock Option Plan (ESOP), or gifting of shares, usually to the next generation of the owner’s family. Each of these five exit options has a different valuation range, with external transfers generally having higher values. The owner will also relinquish control of the firm after the external transaction, giving up the ability to subsidize his or her lifestyle through internal expenses. The external exit option also eliminates the owner’s control over his or her legacy, so the owner must determine his or her financial and emotional readiness to exit the business.

If the owner is emotionally ready to leave the business, but needs the highest financial return, as the financial advisor you can recommend that a sale to a third party strategic or third-party financial buyer should be considered. Under these arrangements, it’s important to calculate investment banking and legal fees, as well as taxes, because all will be subtracted from the amount of the check the owner will cash at the end of the day. Due diligence by the third party buyer will be thorough. If there are family members working in the business, their employment may be at risk if the current owner is not calling the shots.  The owner may be required to bridge any financing or value gap with seller notes or earn-outs over time.

A management buyout (MBO) creates a different risk to analyze: is the management team capable of continuing to generate enough cash to pay out the owner over time? Some industries lend themselves to MBO’s better than others, such as construction. Such a deal will require outside financing from a bank or another source, and management may be required to pledge personal assets to support a bank loan. Seller notes will also likely be part of the financing. After the buyout, the owner may still be involved and may retain some financial expense benefits under the deal. The further in advance this option is considered, the better the owner can prepare the team for the execution.

An ESOP is a tax-advantaged, though administratively complex, way for the owner to take some money off the table by selling shares to employees and management. Under a buyout or transfer through an ESOP, the owner will likely remain in control if less than 50% is sold, and will continue to have some personal expenses paid by the company.

Gifting is also a tax-advantaged way to transfer ownership, usually to (hopefully capable) family members. The owner can stay in control and have expenses paid for by the firm. This option will cause complications in relationships, especially as you get deeper into the second and third generations of the family.  Capable outside consultants with experience in family business issues should be considered to help smooth out issues.

All the options that financial executives can suggest for exit strategies carry different valuation ranges, with external transfers having higher valuation ranges (and higher tax impacts). However, a clear awareness of each will help the owner and the company mitigate risk and prepare for the future.

Published in Financial Executive

Michael Oleksak was a commercial lender for 17 years at Bank of Boston. He is a principal at Trek Consulting LLC, Woburn, Massachusetts and co-founder of the Exit Planning Exchange. He works with small and medium-sized businesses to improve performance and value and to prepare for exit.

Contact him at oleksak@ trekconsulting.com - www.trekconsulting.com

© Copyright 2010 Michael Oleksak. All rights reserved.

By Joseph J. Rahal

Introduction

Many of today’s world conflicts emanate from a clash of cultures. The same can be said of conflicts that occurred during the mergers of the Mercedes and Chrysler, Coke and Snapple and many other similar transactions.

Are these cultural issues any different when merging two established and successful smaller or mid-sized companies?

Are the challenges and obstacles the same?

How much of the success of any of these examples is based solely on the formal review, analysis and integration of financial and legal matters?

What must be done to insure a successful blending of companies? Large and Small.

Consider the following ……

• 60% – 70% of all mergers fail because of a lack of cultural integration
• Culture is ranked higher than salary as a criterion in job selection, satisfaction and employee retention
• Customer service is a direct reflection of a company’s culture – how it treats its employees and the expectations it has on how clients should be treated

This document will provide:

• Further rationale and value to conducting a cultural due diligence as a necessary complement to the standard financial and legal due diligence  
• Components of cultural due diligence
• A practical outline for conducting cultural due diligence
• Role of Rahal Consulting in conducting, and implementing strategies resulting from cultural due diligence

This document also presents Rahal Consulting’s philosophy and approach toward defining Cultural Due Diligence and heightening its awareness and relevance in today’s business world. Additionally, Rahal Consulting seeks to challenge conventional thinking, educate business leaders, and to re-affirm the critical value of conducting Cultural Due Diligence along with tradition financial and legal due diligence.

Description

In describing cultural due diligence, there are many positive examples in business, and they stand out among the many negative situations. The over-riding theme in evaluating true corporate culture is “walking the talk”. Here are two specific comparative examples whereby the company may espouse a cultural value but either “walks the talk” or is inconsistent in what is actually done:

If so much that has been written and discussed specific to culture and its importance, why then is culture so often overlooked when two companies merge, especially during the due diligence process?

There are two primary reasons:

1. It’s all about the numbers and value to the shareholders, public or private
2. The perception of cultural due diligence is that of “soft stuff” with limited impact on shareholder value

Clearly, research in all forms, has proven the critical value of human capital to the success of businesses.

Outcomes of Cultural Due Diligence

Conducting cultural due diligence, along with the legal and financial components of traditional due diligence, will:

• Provide better understanding of who you are
• Streamline the integration
• Expedite operational success
• Improve marketplace acceptance
• Retain key employees, clients and revenue

To make the merger successful, there are three distinct steps to cultural due diligence:

1. Conducting an objective, formal and thorough analysis, evaluation and comparison of the two companies
2. Accepting the findings as a pathway to a smoother transition
3. Creating and executing the right strategies for a speedy and successful merger and integration

Important Merger / Acquisition Considerations

Within these steps are critical questions pertaining to successfully merging cultures that must be asked.

What assets are you buying when you join two companies, regardless of size or industry?

• How do you establish and value these assets?
• How will you measure the success of the merger and integration?
• When will you measure the success of the integrated companies?
• What are the contributing factors to the success or failure of the merger?
• What are the inhibiting factors to the success or failure of the merger?
• What role does human capital play in the merger and subsequent success or failure of the merger?
• What are the consequences of incompatibility?

Traditional Due Diligence

Due Diligence has been defined as ‘the independent investigation of a company, its management team and its prospects for success by an investor before funding is provided’. A more terse but no less accurate definition describes it as ‘a well-established mating ritual … which allows [the parties] to explore the benefits of the marriage’. (a)

Conducted primarily by lawyers and accountants, it focuses on:

• Financial structure and performance
• Product portfolio
• Customer base
• Marketing, sales and distribution structure
• Research and development
• Management and personnel
• Legal matters

Traditional Due Diligence occurs between the signing of letters of intent and the closure of the deal, covering typically a ninety-day period during which the parties are still negotiating even as the lawyers and auditors are gathering their information. It can be a draining process. As Charles Crosthwaite, Partner at Bird & Bird, observes, “Due Diligence reports are usually compiled and delivered to extremely tight deadlines. Lawyers cannot, however, guarantee that their reports will be read or acted upon. Professionals should strive to collaborate with clients to create a more effective intelligence gathering and assessment process.”

Many of the components of Due Diligence – the warranties and disclosures which have to be supplied by the legal entity being acquired – are statutory and formula driven. Focus throughout is on evaluating the evidence which will allow the transaction to be concluded. The link between orchestrating the deal and realizing the potential of the new organization is not the responsibility of lawyers and accountants, who may well have no further role to play after the agreement has been signed.

A New Component

Despite the assumption that there is only one component to the due diligence process, there are actually two primary components of Due Diligence –

1. The more recognized and traditional “Confirmatory” process outlined above
2. The less considered “Operational or Business” due diligence process to understand the practical issues that are the day-to-day  heart beat – strategies, structure, practices, people, i.e. the Cultural Due Diligence

Defining Cultural Due Diligence

Cultural Due Diligence, with its focus on the future life of the company, integration of the entities and practical operations of the new organization, has much to offer. As Richard Lee, Partner at Clarks Solicitors, observes, ‘Many companies are extremely unsophisticated in their approach to the cultural aspects of their Due Diligence. Family businesses, in particular, can be hard to integrate”.

Cultural Due Diligence differs from standard Due Diligence procedures in that:

• It is not mandatory in law
• It may be variously conceived and implemented
• It may be conducted by a range of parties

 A Cultural Comparison

A parallel can be drawn between the merger of cultures between nations and the merger of cultures between corporations and businesses of all sizes. Elements in this comparison are numerous but often not considered in the business world. Examples of these elements are:

As analogous as this comparison is, the culture of a business is more difficult to distinctly express, yet everyone knows the importance of culture in the success of a business For example, the culture of a large, for-profit corporation is quite different than that of a hospital that is quite different than that of a university or a strong entrepreneurial business.

You can often identify the culture of an organization by looking at the arrangement of furniture, what the employees and management brag about, what people wear, etc. — similar to what you can use to determine an individual’s personality.

The concept of culture is particularly important when attempting to manage organizational change. Practitioners are coming to realize that, despite the best-laid plans, organizational change must include not only changing structures and processes, but also changing the corporate culture as well.

It is essential to consider that when creating change, the critical components are not setting forth what the goals are but rather the “HOW’ to achieve the desired outcome. The “HOW” is all about implementation and execution. It requires understanding obstacles, outcomes, ramifications, planning and the impact of change on the people who must execute the strategies and tactics.

(a) – Source: Written by Carter McNamara, MBA, PhD, Authenticity Consulting, LLC. Copyright 1997-2007.Adapted from the Field Guide to o Leadership and Supervision.

Done simultaneously with traditional confirmatory due diligence, Cultural Due Diligence is a practical, step-by-step approach for making rapid, cost-effective cultural assessments of both the acquirer and the target. It can make the difference between deal success and disappointment.

Culture and Change

Because cultural change involves hard and soft issues, it requires both qualitative and quantitative analysis of a corporate culture, including visible manifestations such as:

• Dialogue between levels
• Decision making process
• Accessibility to decision makers and leaders
• Sales process and positioning
• Channel management, and “go-to-market” strategies and tactics
• Market positioning
• Client interaction
• Dress codes
• Office layout
• Annual reports
• Recruitment brochures and employee interaction
• Less tangible corporate values and assumptions about how a company does business

Traditional Mergers and Acquisition (M&A) due diligence has consisted mostly of crunching numbers, securing intellectual property, examining executive compensation plans, reviewing legal document, etc. There are several reasons for this:

• Tradition has established a mystic around the “confidentiality” surrounding the legal and financial undertakings
• It is a more specific and easier route to gather and analyze numbers
• Acquisition teams are comprised mostly of financial analysts and attorneys
• Top managers are generally more comfortable with “hard,” easily quantifiable issues than softer ones like culture
• The due diligence team is rewarded and recognized for the accomplishment of the process and seldom, if at all, involved with or tied to the successful integration and future outcome of their assessment
• Less emphasis has been placed on the actual integration and implementation of the merger
• These same managers may have believed they already understand the cultural differences between their companies and prospective partners, particularly if they operated in the same industry and feel that a formal analysis is superfluous
• Managers may have undertaken a kind of implicit or intuitive cultural assessment that lacked documentation and objectivity and therefore defied replication
• Many simply choose to ignore potential conflicts even a rudimentary cultural assessment may reveal.

Cultural Due Diligence: The Process

Cultural Due Diligence can be explicit and measurable. It provides a discipline that compels senior managers to understand it own culture and to subject their gut perceptions and conclusions to tough scrutiny as well as to recognize culture as a critical ingredient in deal success.

Indeed, it takes a fair amount of courage for leadership to submit their preconceived notions of their own corporate cultures, or that of their prospective partners, to such a test. Moreover, if conducting a rigorous cultural assessment up front might be regarded as courageous, failing to do so could conceivably be considered a breach of fiduciary duty, particularly if a deal turns sour.

Source: Accenture / Mergers & Acquisitions: Irreconcilable Differences)

The procedures of Cultural Due Diligence cannot be “owned” in the way that accountants and lawyers own the statutory preserve of Financial and Legal Due Diligence. There is, however, a strong case for external specialists to conduct this work in close liaison with internal teams, as is the case with conventional due diligence. This ensures rigor of methodology, impartiality, and also adherence to agreed objectives and deadlines. Often, this team, or portions of the team, can transition to the integration process to insure continuity and accountability.

• Obtaining an impartial view of the organizations being merged in order to maximize the business benefits deriving from the deal
• Developing an integration plan that insures a rapid and successful merger

It is the task of Cultural Due Diligence, core areas include an objective view of:

• Profiles of senior management and their actual philosophies and styles
• The management and employees of an organization
• Talent
• Organizational structure
• Historical and projected headcount
• Personnel turnover patterns
• Operational patterns
• Compensation arrangements
• Organizational culture
• Industry culture
• National/regional culture
• Leadership style
• Corporate values
• Interaction among departments and divisions
• Brand values
• Knowledge behavior
• Market position
• Position of the client
• Training
• Sales process
• Territory and account management
• Customer relations
• Sales performance against market indicators
• Assessment of product compatibilities.

The following lists a sampling of the most crucial cultural due diligence questions:

Acquisition

• Why do you want to buy the company? What is the objective?
• What do you expect to gain?
• What makes the target company attractive – product, management, operations, financial, sales, subject matter expertise, people, products, strategic value, etc?
• How did they get where they are?

Values

• How are values defined and lived in practical terms?
• What are the official values of the organization to be acquired?
• What are its unofficial values?

Perceptions

• How do employees perceive their own company?
• How do they perceive the other company?

Procedures

• On what basis are decisions made (top-down, consensus-based, rapid, slow)?
• Is the organization relationship-focused or deal-focused?

Motivators

• How are managers motivated and rewarded?
• How are employees motivated and rewarded?

Uncomfortable questions

• What is regarded as absolutely unacceptable behavior?
• What subjects are regarded as taboo?
• Who is likely to embrace change, and who to obstruct it?

Sales

• What are the market and industry variables and trends?
• How are products and services presented to the marketplace: as commodities or value-added?
• What are the customer service dynamics?

Cultural differences can manifest themselves in the way people dress, communicate, use e-mail, and make decisions and more. The irony in all this is that such diversity can benefit the new organization, but only if it is fully harnessed. The most successful companies make concessions and combine the strengths of both companies to develop a new organization. And that must begin in the Cultural Due Diligence process.

Cultural Due Diligence was created to meet the growing need for a comprehensive “user friendly” process for assessing and analyzing organizational culture and also for integrating and transforming cultures successfully.

Summary