Insperity® Human Capital Consulting Helping you build a strategy for mergers and acquisitions

Get the HR infrastructure you need to help protect the long-term success of your company Insperity® Human Capital Consulting can help during the due diligence process, through transition management and into integration to:

• Evaluate and align the personnel structure of new organizations for maximum results• Help you manage transitions for minimal disruptions• Review HR practices to identify potential compliance issues• Align executive leadership• Integrate cultural change

Overview of the M&A transaction process

HR support for mergers and acquisitions

Pre-close / Post-close

Pre-close Post-close

Due diligence Transition management Integration

Insperity® Service Offerings

Insperity can put an infrastructure in place to help you navigate the human capital issues inherent in a merger or acquisition.

Notes:Some services may run concurrentlyTimeframe begins once required information to complete the service is received*Executive alignment may also be executed pre-close

Service Outcomes Estimated Timeframe

Efficiency/ Cost containment

• Employment cost analysis modeling cost of existing infrastructure and employment costs• Modeling of post transaction employment costs with two-year pro-forma• Comparison of pay equity, benefits, PTO, 401K, and section 125 compliance across portfolio

30 days

Cultural compatibility analysis

• Cultural requirements for each organization• Areas of alignment and concern• Identify key action items

2 weeks

Tactical alignment inventory

• Visual depiction of target’s existing human capital tactics• Identify key action items 3-4 weeks

HR compliance review• Identify potential HR-related compliance gaps• Identify potential HR-related liabilities• Identify potential personnel cost savings

2 weeks

Compensation review • Preliminary review of current pay policies, programs and procedures• Outline of current pay practices 2 weeks

Compensation analysis

• Identify potential pay concerns• Suggest variable pay plan recommendations Varies by project

Workforce modeling• Visual representation of scenarios of workforce reorganizations• Identify potential cost implications • Identify potential areas of concern

2 weeks

Cultural integration planning

• Establish cultural agreement between companies• Identify core customer promise• Propose strategies and tactics for integrating operations

1 week

Executive alignment*

• Create Leadership CultureLink™ profile• Identify the current state of executive leadership alignment and areas for potential improvement• Identify key action items

2 weeks

Cultural integration • Support implementing tactics and strategies to address alignment of company cultures Varies by projectPo

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HR and Business Performance Solutions: Workforce Optimization® Services | Human Capital Solutions Payroll Services | Time and Attendance | Performance Management | Organizational Planning | Recruiting Services Employment Screening | Financial Solutions | Expense Management | Retirement Services | Insurance Services

Insperity® Service DescriptionsPre-close

Cultural compatibility analysisReinforce your existing due diligence process with a new lens to review traditional HR information. An assessment, filled out by the executive teams, identifies the primary organizational focus. Using this information, you receive a report that highlights the gaps, areas of alignment, recommended next steps and potential follow-up.

Tactical alignment inventoryThis is an objective analysis of current human capital tactical alignment. You get an extensive online assessment to determine the existence of strategies and tactics for five core human capital areas: attract, retain, maintain, develop and reward. The resulting report includes alignment, proficiency and risk scores for each of the five focus areas. The analysis also includes identifying potential regulatory and civil risk exposures associated with running a business and managing employees. This is done through an analysis of employment practices, ERISA/benefits, wage and hour law, OSHA, and records management.

HR compliance reviewThis review focuses on compliance with HR best practices and provides recommendations and an action plan to address any gaps.

Compensation reviewThis report details salary practices based on analyses of employees/job rates and the overall market relationship.

Compensation analysisThis assesses each entity’s sales commission plan eligibility, process, performance measurement, commission rate schedule and other administrative components.

Workforce modelingWe’ll use a proprietary organizational charting program to visualize, plan and model various organizational structure scenarios. Redundancies, cost savings and skill gaps can be identified, based on the level of data available.

Cultural integration planningIn partnership with the executive teams, we create a cultural agreement to pinpoint the critical factors necessary to maintain historical success of each organization. The core customer promise will be identified for the organization post-close. As a result, the integration plan includes proposed tactics and strategies to address both the core customer promise and the cultural agreement.

Post-close

Executive alignmentEach executive learns their leadership style, how it impacts the organization and how to effectively lead within the company culture to fulfill the customer promise. Through an interactive, facilitated session, an agreement is developed that outlines each leader’s commitments to maximize the success of the transaction.

Cultural integrationOnce an organization defines the core customer promise, leadership practices and culture, connecting these through the infrastructure is critical to long-term success. Integration planning includes incorporating these concepts into how decisions are made, people practices and policies.