Mergers & Acquisitions for Reward Professionals
Course Information

Date: TBC.
Location: London.
Duration: Two days, 9am to 5pm.
Format: Classroom course, maximum of 10 attendees.
Fees: £1,055 + VAT per delegate.

A two-day day workshop for reward and HR professionals who will take part in pre-acquisition or post-acquisition activity and related corporate transactions including divestitures. The first day focuses on the role of reward and HR in mergers and acquisitions and a review of the activities. Day 2 offers a deeper focus on due diligence and integration planning.

E-reward.co.uk has teamed up with The HR Partners to develop a focused two-day seminar that is designed to provide hands-on opportunities for a due diligence case study.

The workshops will be delivered by seasoned practitioners, not trainers, and is designed to allow participants to:

  • Better understand the acquisition process and the role that HR plays
  • Be alert to critical success factors, and potential pitfalls
  • Be familiar with the due diligence process and its contribution to post-deal planning
  • Identify the remuneration and benefit issues that could have significant financial impact
  • Understand the key issues in integration and be prepared to undertake the process
  • Be able to support a divestiture from an HR perspective

Who should attend

This course is designed for HR professionals – especially those with remuneration and benefits responsibilities – who may be called upon to support their employers' M&A activities including acquisitions, mergers and divestitures.

The leader of the course, Leslie Moss, will be supported by one or more other personnel listed here: www.thehrpartners.com/our-team

Leslie Moss
Leslie Moss
Director, The HR Partners Ltd

Leslie is a senior HR consultant with more than 30 years’ experience covering both leading global practices and smaller firms. He has a broad background in HR consulting, including:

  • Broad-based and executive pay, especially reward design and incentive/stock plans
  • Performance management, including competencies, banding and grading
  • HR strategy and processes
  • Corporate transactions including IPOs, mergers and acquisitions

Leslie has worked with market-leading global organisations supporting their acquisitions. Major M&A projects have included supporting Virgin Money’s acquisition of Northern Rock, Shell’s sale of their Stanlow refinery, Sabre’s acquisition of lastminute.com and IBM’s printer joint venture with Ricoh.

Up to September 2013 he was Practice Leader, Human Capital Consulting: UK and Ireland for Aon Hewitt, with a particular focus on corporate transactions. Prior to that he led the executive remuneration practice for Hewitt Associates. His career also includes 11 years as Director of Human Resource Partnership (a UK and Bahrain-based HR consulting and recruitment business) and seven years with Towers Watson as a trainee actuary.

Leslie is a regular speaker on HR issues. He is author of The Employee Schemes Handbook, the CIPD Guide to Employees’ Share Plans and the Pensions Management Institute compensation and benefits teaching module. He has a Masters in Mathematics and Computer Science from Cambridge University and a first-class honours degree in Physics from the Open University. He is an Honorary Fellow of Cancer Research UK. In 2012, Leslie was honoured with an MBE for community service.

VENUE AND ADMIN. DETAILS

The venue for our comp & ben courses

E-reward.co.uk's reward courses are held at:

De Vere Holborn Bars, 138-142 Holborn, London EC1N 2NQ

Telephone: +44 (0)207 842 350

De Vere Holborn Bars was formerly the home of the Prudential. It's the large red brick building located right next to Chancery Lane tube station.


Getting there

The venue is a short taxi ride from London St Pancras (Eurostar terminal), Euston, Kings Cross, Charing Cross and Waterloo rail stations.

From the Central Line: The nearest tube station is Chancery Lane on the Central Line. When leaving the station take exit number two and the entrance to Holborn Bars is located approximately 50 meters ahead in the large red brick building.

From the Piccadilly Line: Alternatively if you prefer to use the Piccadilly Line the nearest stop is Holborn Station – approximately a 10-minute walk heading east along High Holborn towards St Paul's Cathedral.

London airports

London is served by five main airports, from the UK's main gateway at London Heathrow to London City Airport in the Docklands. For information on getting to and from London airports to Holborn in central London, visit Transport for London at www.tfl.gov.uk

Special requirements

Please let us know if you have any special requirements as soon as possible so we can plan accordingly.

Hotel accommodation

Delegates are responsible for their own accommodation.

E-reward.co.uk has arranged for delegates to receive discounted rates (£151 + VAT) at Club Quarters, Lincoln's Inn Fields, London WC2A 3JW. If there is no availability at Lincoln's Inn Fields, please contact Club Quarters Member Services for accommodation in London at St Paul's or Gracechurch (both £165 + VAT) or Trafalgar Square (£172 + VAT).

Situated a 10- to 15-minute walk from our venue, this hotel in Lincoln's Inn Fields could not be more convenient.

When you have reserved your place on the E-reward.co.uk course of your choice, we will send you a password to reserve your Club Quarters room at the special E-reward.co.uk discounted rate. Room reservations can be made via the Club Quarters web site using the password or by calling Club Quarters Member Services in London on tel: +44 (0)20 7451 5800.

Please note: E-reward.co.uk does not receive any commission or payment on bookings made at Club Quarters.

Do you need a visa?

A questionnaire on the UK Border Agency web site will help you to decide whether you need to obtain a visa before you travel to the UK. It also contains guidance on the type of visa that you might need. The questionnaire is for all foreign nationals who want to come to or transit the UK. ('Transit' means to pass through the UK on your way to another country without staying here.)

Please visit: www.ukba.homeoffice.gov.uk/visas-immigration/do-you-need-a-visa/

Dress code

Casual.

Documentation

You will receive your course materials on arrival for the class.

Refreshments

At registration we will serve you complimentary teas and coffees. Mid-morning break of teas and coffees are served at around 11.00am. Lunch will be served at approx 12.00pm.

DAY 1: TRANSACTIONS AND DUE DILIGENCE

Introduction
  • Overview of the course
  • Introduction of participants and workshop leaders
General overview of Mergers & Acquisitions
  • Why acquire, and the different forms of deal
  • Overall process and timeline
  • Role of HR and its timeline
  • Sales and Purchase Agreement (SPA), Employee Matters Agreement (EMA) and Transition Services Agreement (TSA)
  • Synergies and pricing model
Acquired Rights Directive (EU) and similar issues applicable elsewhere
  • Asset deals
  • TUPE transfers
  • Outsourcing
  • Implications for due diligence
Due diligence
  • What is it and why do it?
  • How datarooms work
  • What are we looking for?
  • Impact on pricing models
  • Implications for integration
  • Access to target
  • Reporting back (side-by-side analyses)
Due diligence exercise
  • Breakout into teams
  • Scenario background
  • Teams review dataroom material, develop preliminary findings, prepare questions for missing data
  • Debrief from teams
Divestitures
  • When to make the decision to divest?
  • Planning a divestiture
  • Human Resource aspects
  • Communication and implementation
Key learnings and wrap-up


DAY 2: DEEPER-DIVE

Review of Day 1
The negotiating process
  • Feeding into the Programme Management Office (PMO)
  • Analysing due diligence findings
  • Making decisions
  • Role of the various professionals
Integration planning
  • Integration options
  • Post-merger planning and first 100 days
  • Complying with an Employee Matters Agreement
  • Retention
Due diligence: Pensions
  • Liabilities and accounting costs
  • TUPE
  • Early retirement and Beckmann/Martin liabilities
Due diligence: Deferred incentives and retention
  • Stock options and restricted shares on change of control
  • All-employee plans and cash plans on change of control
  • Implications of early cash-out
Due diligence: Other reward programmes
  • Remuneration and other compensation programmes
  • Bonus and other incentive plans
  • Health-related benefits
  • Other employment conditions
  • Other benefit plans, obligations and liabilities
  • Benefits replication and flex
Further due diligence exercise
  • Issues arising from due diligence
Key learnings and wrap-up

Next class

London 14/09/2016 - 15/09/2016

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Course documentation

You will receive your course materials by post (First Class, Standard delivery) ahead of the Course. Participants registering 0-14 days before the start of the Course will receive their course materials on arrival for registration on Day one of the Course.

Hotel accommodation

Delegates are responsible for their own accommodation. E-reward.co.uk Ltd has arranged for delegates to receive discounted rates at Club Quarters Lincoln’s Inn Fields.

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The Course programme is correct at the time of going to press.

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Disclaimers

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Views expressed by the Course instructors are their own. All advice provided at this course is for general guidance only. Any course delegates relying on information or advice given in the course of such training do so at their own risk.

E-reward.co.uk reserves the right to amend these terms and conditions from time to time. However, you will be subject to the terms and conditions in force at the time you submit your registration.

Last updated: 22nd June 2016.