IT and M&A
Seizing the Opportunity
Ben Booth, CTO Ipsos MORI
13th June 2006
1
The received wisdom
involve senior IT as soon as possible
involve both parties IT in due diligence
plan the integration programme carefully – it will involve
systems, technical staff, business staff, business
change
2
Ipsos Acquisition of MORI
Ipsos Є700m pa turnover
6000 staff
44 countries
MORI Є63m pa turnover
450 staff
2 countries
3
Rationale
strengthen (double) Ipsos capabilities in UK
complementary in UK
 Ipsos
Media, Marketing, Advertising
 MORI Public Affairs, Loyalty
 only 3/100 clients shared
provide more international opportunities for MORI
4
The numbers
Є88m cost of acquisition
Є1.8m restructuring cost
Є1.8m savings year on year
5
The Process
secondary buyout 2004 – stability expected for 3-4 yrs
approach in summer 2005 (long history of interest)
Purchaser access to previous due diligence from 2004
BB asked to go to Investment Bankers 23 September
10th October agreement in principle announced
6
IT Environment
Similarity of technologies
 MS office, SQL etc
 some LINUX
 proprietary market research products
7
Estate
900 desk tops
1500 Interviewer tablets/laptops
600 telephone interview stations
Offices:
London & SE
6
Edinburgh
2
Manchester
1
Republic of Ireland
2
Belfast
1
22 IT infrastructure staff, mainly London
8
Philosophy
technically an acquisition; but reality in UK is merger of
2 similar sized and complementary business
IT critical operationally
 data collection, analysis and dissemination
 people expensive and important asset
IT seen as means of facilitating integration. Key
element in integration process
NB importance of communication
9
IT Opportunities
strength in depth, bigger team
more opportunities for staff progression
UK scale of operation more economical
economies of scale throughout
10
Group Opportunities
technology assistance with integration etc
well developed standards
opportunities for staff
investment available for substantial projects
But:
bureaucracy and speed of decisions
rigorous cost control
11
Organisation Plan
Two heads of function meet
Management teams meet
Re-assure staff who will remain
Deal quickly with redundant positions
Workshops to integrate teams and develop new style of
working
Ongoing review
12
Technology Plan
Network renumbering and integration
helpdesk & Desktop
active Directory & Exchange
Telephone / Face to Face / DP
Compliance and Security
savings
13
Progress to date
new structure in place, two redundant positions
network mostly done
helpdesk well advanced
AD & exchange taking longer
Telephone / Face to Face / DP ongoing
savings on target
Half way through - aim all done by end 2006
14
Lessons learnt
very long programme, hard to maintain momentum
most staff receptive to new ideas, some not, possibly spent too
much time on those not
importance of communication
disruptive to existing good operations – gets worse before it gets
better
everything takes much longer than planned
Manage staff expectations
15