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EXHIBIT,Normal text,Bullet,En dash,Dot,.Double dot,*,Unit of measure,Annotation,*,Footnote,Source:Sources,CONFIDENTIAL,This report is solely for the use of client personnel.No part of it may be circulated,quoted,or reproduced for distribution outside the client organization without prior written approval from McKinsey it is not a complete record of the discussion.,March 1999,Integration Management,PMM Practice,INTEGRATION MODULE CONTENTS PAGE,Introductory/Explanatory material,Description of contents,The three levels of detail in the integration module,The fourth level of detail:integration module interface with other modules,The PMM wheel:planning and executing,The three plans in the integration module,Generic merger decision map,Glossary of key terms used in the integration module,The Action Plan,The Integration Module,PMM Principles and KSFs,1,Address up-front priorities,These are key decisions and actions which need to be taken by top management in the early/first 30 days of the merger,Building merger platform&planning,Up front priorities,INTEGRATION MODULE:DESCRIPTION OF CONTENTS,Execution,Foster planning excellence,The initiative for planning has passed to the integration team and merger teams.Top level management still approve targets and plans,however,and put in place appropriate performance management processes to ensure planning excellence,Monitor execution,Top management monitors the progress of execution carefully,intervening where necessary to make key contingent decisions which may arise,CEO-Steering committee,Integration manager/team,Merger teams,McKinsey teams,Take first steps,Once an integration team has been put in place,the initiative for leading the merger passes to it,and in the early days it must launch merger teams and plan merger activities at a detailed level up to approval,Take first steps,Once merger teams have been launched,there are a number of preliminary steps they can take before the start planning,Counsel and problem-solve,McKinsey teams provide counseling to key figures in the integration on the full range of merger activities,leveraging firm expertise,and problem-solving where necessary,Prepare for Day 1,The integration team must coordinate the planning efforts of the merger teams and build an execution platform in preparation for Day 1.The integration team is the nerve center of the merger process at this point,Plan,Merger teams must undertake the bulk of integration execution planning and bottom up target setting,Drive execution,The integration team drives merger teams to execute plans,focusing on high priority and critical path activities,and acting as the communications and tracking center of the merger process,Execute,Merger teams mobilize the merging organizations to execute integration plans,Announcement Day,Day 1,2,THE THREE LEVELS OF DETAIL IN THE INTEGRATION MODULE,The integration module operates at three direct and a fourth indirect level of detail,One page overall integration workplan with key actions,For each key action,a checklist of subsidiary actions,listing deliverables,durations and predecessors,For each subsidiary action,guidelines,analyses,best practice insights,and examples where appropriate,25,KEY ACTIONS,CHECKLISTS OF 122 SUBSIDIARY ACTIONS,GUIDELINES,ANALYSES,BEST PRACTICE,TEMPLATES,EXAMPLES,3,Address up-front priorities,Tailored merger design for full value capture,Organization,Human resources,Communications,Regulatory approval,Organizational and cultural alignment,Building merger platform&planning,Up front priorities,THE FOURTH LEVEL OF DETAIL INTEGRATION MODULE:INTERFACE WITH KNOWLEDGE BASERelevant knowledge module titles are indicated,Execution,Foster planning excellence,Synergies,Monitor execution,CEO-Steering committee,Integration manager/team,Merger teams,McKinsey teams,Take first steps,Take first steps,Counsel and problem-solve,Prepare for Day 1,Tracking,Plan,Synergies,Human resources,Sales force,Purchasing,Drive execution,Execution,The fourth(indirect)level of detail is the other knowledge modules comprising the World Class Execution knowledge base,4,THE PMM WHEEL:PLANNING AND EXECUTING,Example task areas,Make top appointments,design new organization,Capture quick-wins,Cultural integration,Appropriate center integration,Sales force integration,IT system integration,Plan/,Decide,Execute/,Monitor/,Learn,Announcement Day,Day 1/Approval,Time,IntegrationActivities,Monitor,Learn,Plan,Decide,Execute,The PMM wheel is useful in understanding how planning separates from execution.It rotates at different speeds depending on the activity,the length of time between announcement and approval,and the degree of information sharing pre-approval,PMM WHEEL,5,THE THREE PLANS IN THE PMM PROCESS,Task areas,Generic tasks performed in every merger,Specific tasks particular to a given merger,Execute,Announcement Day,Day 1/Approval,Time,IntegrationActivities,Plan,Plan-execute frontier,Pre-approval,2 workplan(specific),Detailed integration3 execution plan(specific),In
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