Mergers and Acquisitions - The Human Equation
In March of 2000, the employees at Battle Fowler LLP and Paul, Hastings, Janofsky & Walker LLP heard rumors that the two law firms were contemplating joining forces. As head of the IT department at Battle Fowler, and as a member of the senior management team, I was aware that our mid-sized, New York based law firm was a perfect candidate for a merger or acquisition. Law firms, like other businesses, were consolidating. New York firms in particular were targets, as firms headquartered in other cities sought to bolster their New York presence. Unfortunately, recognizing we were part of a trend did not make the experience any easier.
The months before the deal was finalized were a time of fear and uncertainty for the staff at both firms. Those of us in IT were preoccupied with keeping up normal operations and strategizing about the technology challenges facing us - all the while wondering what the future had in store for us individually. A year and a half later, in spite of the emotional ups and downs, we are all still here. This article will focus on some of the things we did during the transition period and after the acquisition was finalized that helped us retain our IT staff and build a new, cohesive IT department.
The Transition Period Battle Fowler was a New York based, 150 attorney law firm; Paul Hastings is a multi- office, international firm headquartered in Los Angeles with a New York branch of nearly 100 attorneys at the time of the acquisition. Most of the attorneys from Battle Fowler joined Paul Hastings resulting in a New York office that more than doubled in size.
Prior to the acquisition, both firms had small IT departments in New York. Paul Hastings' New York branch had six people in user support and training capacities, with network support and other technical services being handled from the Los Angeles office. Battle Fowler had seven IT personnel. In addition to the user support group consisting of help desk and hardware support, the staff included network analysts and an application developer.
Shortly after the acquisition was formally announced, Paul Hastings' LA-based executive team, including the CIO, Mary Odson, flew to New York to begin to work out the details of the acquisition and to meet Battle Fowler's IT staff. You may remember that midyear 2000 was prior to the "dot com" collapse, and we were in the midst of a very hot IT market. Most of us in the IT Department sent our resumes out as soon as we heard rumors of the acquisition - two members of my staff received job offers almost immediately. Since the Paul Hastings team hoped to retain the entire group to support the post-acquisition New York office, they knew they had to work fast to keep Battle Fowler's IT staff in place.
At our first meeting, Mary told me she hoped I would consider a position with Paul Hastings. I was not particularly enthusiastic about accepting a position in a branch office. As head of the IT department at Battle Fowler, my job was multi-faceted and challenging. I was involved in all key technology decisions and strategies. But I had already started my own job search and realized mid-sized law firms are a dying breed. I was beginning to accept the fact that my career was taking a new turn and was resigned to having a more specialized role within a larger organization. The thought of continuing to work with my terrific IT team was appealing. I told Mary I was only interested in a job that was challenging and responsible. Mary said she could guarantee I would find challenges at Paul Hastings.
From the start Mary involved me in the details of the transition. In addition to strategizing with the national network team about the technical hurdles we faced, Mary and I discussed what the roles and responsibilities of each person would be within the new, expanded department. I was encouraged that I was included in these strategic staffing decisions. Before the acquisition was final, everyone on my staff knew they would be offered positions and what those positions would be.
The firm created a new position for me whereby I was to oversee the IT managers, staff and operations in the firm's East Coast and London offices. New positions were likewise created for other people on my staff, and they became regional representatives of the IT department's national groups. Seeing the job descriptions and the new organizational chart, all members of Battle Fowler's IT team were clear about how we would fit into Paul Hastings' IT department. In the end, six of the seven IT people at Battle Fowler accepted a position with Paul Hastings.
Building a New DepartmentThe deal was finally done on June 8, 2000 -- almost three long months after we first heard news of the acquisition. It was a relief to have our future settled. I assumed my new position as the manager of the East Coast offices, but my focus in the beginning was on the New York branch. There was already a small, collegial management team in the New York office. The local IT manager and the National Training Manager welcomed me to their team.
The summer of 2000 was one of fierce activity for our new department. We started with one long "cut-over weekend" when Battle Fowler's data was converted and merged into Paul Hastings' system. The New York staff, with assistance from the other national offices, put the Paul Hastings standard image on nearly 300 Battle Fowler PCs.
Then the newly combined New York IT staff began a period of active team building. We held weekly, informal lunch meetings so that members of both groups could get to know each other. The other managers and I described our vision of how the department would grow and improve. The whole team was excited about how our bigger and better IT department would have more of an impact within the national organization.
It helped that we had a series of projects to accomplish including the deployment of a new desktop, assistance with rollouts in other East Coast offices, and a seemingly endless stream of "office move weekends" as lawyers and departments were relocated between the firm's two New York locations. We encouraged everyone to participate fully in the projects. We held planning meetings before each project and follow-up meetings afterwards to ask "what went right and what can we do better?" The Battle Fowler and Paul Hastings groups had each developed their own methods for handling projects, and we encouraged them to share their procedures and experiences with each other. We knew it was vital to incorporate ideas from both groups into our newly emerging processes.
Happy Ever After?It's been more than eighteen months since we first heard the news of the acquisition. Despite the sizzling IT market at the time, all but one member of the Battle Fowler group accepted Paul Hastings' job offers. And, of the twelve people in the newly combined New York IT staff, ten are still with us -- an unusually low attrition rate for any time, much less a time of such anxiety and stress. To find out what we did right, I recently invited key acquisition survivors to a round-table discussion to reflect on those stressful months surrounding June 8, 2000. Why had they chosen to cast their lot with Paul Hastings, and why have they since stayed on? Their answers were surprisingly simple.
The members of the group vigorously agreed the main reason they all accepted Paul Hastings' job offer was because it provided a sense of security and continuity. Mergers and acquisitions are rated at the top of those "life event charts" that attempt to measure and quantify stressful situations. Acting quickly to tell people "you'll have a job with us" was the most important thing the Paul Hastings management team did. Had the contrary been the case, knowing as early as possible would have allowed us to make our peace with the situation and get on with our job searches.
The group members also believed they had been treated fairly, not merely in terms of compensation, but also in less definable areas. They felt their skills were valued accurately and that, as individuals, they were recognized and appreciated for their experience and background.
And why have we all stayed? We have had our share of challenges and a few missteps along the way. The members of the group agree they continue to stay with the firm because they like the people they work with; they think we all make a good team. Our emphasis on team building has paid off.
So what did we do as a firm to foster this sense of security, fairness and team spirit in the staff? The Paul Hastings team acted quickly to communicate realistic job possibilities to the Battle Fowler staff. They thought strategically and created new positions in the IT organization to utilize each person's high-level technical and managerial skills. After the acquisition, those of us in a leadership capacity actively worked on building a cohesive team through group meetings, projects, and planning sessions. We encouraged everyone to contribute ideas to help define the group's new processes and procedure. These standard managerial techniques are always important, but even more so at times of stress and uncertainty. Most importantly, we recognized that the historical knowledge and background that our IT staff would bring to the new, combined firm were critical in making this venture a success.