Originally posted on the Synertrade blog in January, 2018.

In recent posts over on Sourcing Innovation, we have explored the M&A Mania (All Aboard the M&A Train!, The M&A Mania Ain’t Over Yet … But …, and M&A: And the Mania Continues …) as a result of a number of big mergers and acquisitions that have happened in the Supply Management space this year. Why? Because, at the end of the day, changes inevitably occur, and in some cases the change is not always the change the customer hoped for.

Acquisitions always give one a lot to think about, as per our last post on Sourcing Innovation, as the value of acquisitions tend to come from three types of synergy:

• Customer
• Solution
• Operations

And there are two ways these synergies can materialize. In the first case, we have the synergy of complementarity, which tends to manifest as follows:

• the customers will desire the complementary offerings of the two parties
• the solutions are complementary and fit together like pieces of the same puzzle
• the operational strengths are complementary and merging the two teams actually increases productivity in marketing, sales, and back office processing

And in the second case, we have the synergy of redundancy, which tends to manifest as follows:

• the customers all fit the same mould, and can theoretically be served by both companies
• the solutions are, at least on paper, interchangeable and one half can be retired and the larger customer base served with a smaller solution footprint
• the operations of the larger company can be conducted with a smaller team using digitization and overlap in operational requirements

If there is any redundancy in the two companies, either in platform, operations, or staff, then the only way the synergy can be realized is through the elimination of the redundancy. And if that redundancy is one that impacts your organization, then you should be planning on what to do if the redundancy is eliminated, because, in most cases, the redundancy is eventually eliminated.

When a merger or acquisition takes place, one thing that is true is that whatever the combined company intends to do, it is very unlikely that it plans to leave your company high and dry (as losing customers totally negates the point of a merger when the intent is to grow). However, that doesn’t mean that the plan it has in store for your company will be the best solution for your company.

For example, when there are two solutions that do essentially the same thing (like Sourcing, Spend Analytics, SRM, etc.), one typically has to go. Chances are they are not 100% interchangeable. For example, one analytics solution will be better at ad-hoc report building while the other analytics solution will be better at out-of-the-box reporting. One solution will be better at do-it-yourself cleansing and classification and the other will be geared for provider service. And so on. Depending on the particular skill level of your organization, you might need a solution with canned reporting and provider data maintenance services. So what happens if this is the solution that is cut?

Similarly, there could be an overlap in account management or support personnel, especially if product lines get cut. What happens if the team you’ve been working with for five years is re-assigned or, worse yet, let go en-masse? Will the new team have the same understanding of your industry, your business, and your goals?

While nothing much should change in the short term (as the new organization sorts itself out), it’s almost inept to think nothing will change in the mid-term. So you better be prepared. How do you do that?

1. Ask yourself what was the reason for the merger or acquisition and where the synergies lie.

If it was merely to increase customer base or market size, then the platform is secondary. And if there are no synergies in the common platform, and more importantly, there is a lot of redundancy, one can expect something to change. Probably sooner than later.

2. Understand your core needs

Basically, go back to square one and pretend you are looking for a new solution. Document your current process, key aspects of the technology you depend on, key services you require, and key support personnel that must be available. Then …

3. Understand what systems / modules / services are core

Go through your end-to-end platform, and determine which modules are core, and, in particular, which functions or capabilities are core. Then go through your end-to-end services and which support services are core, and what makes them core. Then, for each remaining module or service, which parts, while not core, are highly desirable and why.

4. For each core or highly desirable component, identify acceptable substitutions

For example, if spend analytics is core, as it’s the primary tool used to identify value generation opportunities by the Supply Management team, and the team primarily uses ad-hoc reporting, but only on an annual basis, and only creates one or two dozen new reports each year, then maybe the team could get away with a canned reporting solution if the provider has a services team that can add custom reports on a regular schedule at a fair cost. And if SRM is core, but primarily to import data from third parties, then maybe all that is needed is a pass-through interface to the third parties in question.

5. And then identify where there is no acceptable substitution, and what the back-up plan will be.

Going back to our last example, maybe the team just can’t live without ad-hoc reporting capability as the team has no idea which reports are needed until ad-hoc cubes are constructed and investigated by the leading data scientists who use advanced outlier analysis and years of intuition to find the right paths to go down. In this case, the backup plan would be to obtain another solution.

6. Identify Your Out

Hopefully you won’t need it, but in case you do, figure out what that out is. Do you have an out if there is a change of control? Do you have an out if your solution is retired? Do you have an out if services you no longer depend on are cut? Do you have an out at (auto) renewal time?

7. Test the Market

Issue an RFI and find out what other solutions might meet your organizational needs, what the transition time and process would be, and what the cost would be. Chances are that since you last went to market, the situation has changed and the transition time or cost of alternate solutions is less, leaving you an out if you need it.

For example, if there is a best-of-breed point-based solution that could be brought in, then the organization could stay with the current provider and have no fear that someday the current provider would not be able to meet most of its needs. But if there is no best-of-breed solution that makes the grade, or the value is only realized when it’s natively integrated with an end-to-end Source-to-Contract or Source-to-Pay suite, then the backup plan would be a new provider. But this is not a back-up plan that is quick to implement, which means the organization has to start looking now and identifying a data migration plan now and have everything figured out before it’s contract renewal time, when its preferred solution could go bye-bye.

Moreover, as pointed out above, when the merged organizations has two solutions for every problem, this means that each (and every) customer basically has a 50% chance of losing their solution of choice at renewal time. And if the organization cannot live with a disruption, then it has to weigh the risks of staying versus migrating. And sometimes taking the change head on is the best solution. However, until the customer walks through the analysis above, it won’t know. So do the analysis, and weigh the options. At the end of the day, organizational success is not an option, it is a necessity. Make sure you have the right solution, and provider, for the job.