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IBM Global Business Services
© Copyright IBM Corporation 2007
IBM’s M&A Service Offering
November 8, 2007
IBM Global Business Service – M&A practice
1
IBM Global Business Services
© Copyright IBM Corporation 2007
IBM can deliver the “full equation” from consulting to strategic outsourcing
Strategic Outsourcing & IT Hardware, Software & Services
Application Management
BusinessTransformation Outsourcing
Global Business Services & Project-based Systems Integration
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IBM Global Business Services
© Copyright IBM Corporation 2007
IBM’s unique position is due to unrivalled breadth of capability
Over 1,000 successful M&A engagementsOver 400 focused professionals, with 2000experienced consultantsOver 150 internal IBM acquisition projects
Leading M&A Practice
Proven M&A Methodology
Cost Reduction / Optimization
Deep IT Capability
Largest / Broadest Global Consultancy
Extensive Industry Expertise
Leading Outsourcing Capability
IBM M&A Accelerator (Valchemy)
Patented Process & ToolsPlaybook and checklistsRisk assessment processTargeted value focus
Over 2,000 recent projectsSG&A, Sales force, Supply Chain, Procurement, R&D, IT Comprehensive Frameworks/Tools
#1 ERP Integrator(SAP, PS, Oracle)Integrated Technology Services
Hardware migrationIT Portals & SoftwareIT resource augmentation
Leading application for M&AUsed by top acquirersCaptures learnings
Creates repeatable processGuides the deal team through the process
Information TechnologyBusiness ProcessesIT Development & Support (AMS)Over $30B in IT & Processoutsourcing contracts
Global reach and capabilityKnowledge of customers/competitorsKey issues and trends
Strategy & OperationsHuman Capital ManagementSystems integration - ERP,CRM, SCM
Financial ManagementTechnology Management
ValueCreation
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IBM Global Business Services
© Copyright IBM Corporation 2007
The IBM proposition supports delivery of deal value from strategy through to implementation
M&A Proposition M&A Services IBM Differentiators
Integration Support• Integration Strategy• Pre completion planning• Day 1 actions• Programme Management Office• Functional support
Integration Support• Integration Strategy• Pre completion planning• Day 1 actions• Programme Management Office• Functional support
Synergies and Value Delivery• Value targets• Performance Improvement• Identification and delivery
Synergies and Value Delivery• Value targets• Performance Improvement• Identification and delivery
Operating Model• Organisation and Physical• Processes
Operating Model• Organisation and Physical• Processes
Technology• Due diligence• Transformation and integration• Data Migration
Technology• Due diligence• Transformation and integration• Data Migration
People Change• People Migration • Change Management
People Change• People Migration • Change Management
Global capability and Delivery centersGlobal capability and Delivery centers
Patented M&A Accelerator toolPatented M&A Accelerator tool
Direct experience from IBM acquisitionsDirect experience from IBM acquisitions
Business Metrics competency centerBusiness Metrics competency center
Deep functional and industry expertiseDeep functional and industry expertise
Leading Global location advisory service offeringLeading Global location advisory service offering
Leading outsource provider of IT and back office servicesLeading outsource provider of IT and back office services
IBM IT brand IBM IT brand
Leading data migration solution offeringLeading data migration solution offering
Global Talent Management CapabilityGlobal Talent Management Capability
Cultural IP (i.e. books, papers, etc)Cultural IP (i.e. books, papers, etc)
More money
Faster
Lower risk
Strategy
Implementation
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IBM Global Business Services
© Copyright IBM Corporation 2007
Integration Blueprint:- Strategy, approach &
principles- Workstream structure- Migration paths- Initial Operating Model
Integration Planning- First 100 day plan - Program Management Office- Governance and team
mobilisation
Value-driven priority setting
Interdependencies and contingencies
Day 1 readiness: - Actions & Organization
Implementation management and monitoring framework
People and Change:- People Retention Strategy- Communications Plan
Implement:- Day 1 actions- First 100 Days plan
Post-close business review
Organizational structure / roles and responsibilities
Synergy program:- Prioritisation- Quick wins- Detailed business
cases and plans
Operating Model design
Delivery of integration program
Reporting “Dashboard”
Resource allocation
Benefit realization
Strategy realization
Continuous improvement
Operating Model:- Transformation
roadmap- Implementation
Implementation management and monitoring framework
Valuation & Business case
Due diligence
Regulatory process support
Synergy evaluation
Risk & Issues
Strategic Rationale for the deal
Outline Integration Blueprint
Operating model guidelines
Appoint Integration Director
Corporate and business strategy- Asset portfolio
strategy- Role of M&A - Regulatory
strategy
Transaction strategy- Funding- Structures
Target identification, screening, and selection
Implementation & Monitoring
StrategyDevelopment
TransactionSupport
IntegrationPlanning Transition
CompletionDoing the right deal? Doing the deal right?
IBM Consulting supports the entire M&A lifecycle
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IBM Global Business Services
© Copyright IBM Corporation 2007
Our integration principles are designed to deliver value from the merger quickly and with lower risk
Strategicrationale
Strategicrationale
Valueworkstreams
Valueworkstreams
BusinessOperating
model
BusinessOperating
model
Integrationexecution
Integrationexecution GovernanceGovernance
BusinesscontinuityBusinesscontinuity
Strategic rationaleDetermines measurable revenue and
cost value drivers
Value DriversDetermine the value drivers needed to
deliver quantified benefits. If it isn’t measurable then it isn’t a value driver
Value workstreamsOrganise to deliver the value drivers.
Business as usual is a value workstream
Business Operating modelDetermines business alignment based
on customer needs and value workstreams
Integration execution and governance
Ensures that the deal value is delivered on time
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IBM Global Business Services
© Copyright IBM Corporation 2007
Supported by a state of the art execution frameworkIBM has a comprehensive suite of tools and techniques readily available for use, including:
Day 1 Action Tracking Risk & Issue Management Reporting
Stakeholder Analysis
Impa
ct o
fch
ange
Reaction to change
High
Medium
Low
Opponents Followers Enthusiats
Professionals-Group 2
Professional-Group 1 Management
Admin
Work Council
SeniorManagement
= High responsibility and influence
= Medium responsibility and influence= Low responsibility and influence
= High responsibility and influence
= Medium responsibility and influence= Low responsibility and influence
Stakeholder Analysis
TOP DOWNANALYSIS
BOTTOM UPANALYSIS
ISSUE RESOLUTION
Market DriversStrategic RationaleSponsors
OperationsExternal
BaseLine Panel Business
Cases Panel 20/80BaseLine Panel Business
Cases Panel 20/80
CONTROLCONTROL
PROCESSES
OPERATIONS
FUNCTIONS
FAST TRACK
SYNERGY GENERATION TRACKING
Transition Teams
VALUETARGET
Radical Prioritisation Use of Valchemy M&A™ software – a capability unique to IBM
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IBM Global Business Services
© Copyright IBM Corporation 2007
We support our clients with a comprehensive toolkitWe combine best-in-class methods and tools and apply them to specific client situations to deliver successful M&A Integration.
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IBM Global Business Services
© Copyright IBM Corporation 2007
We have supported many of the world’s leading transactions
GEC ALSTHOM
National Grid Transco
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IBM Global Business Services
© Copyright IBM Corporation 2007
What our clients say about us (1)
David Lowden, Chief Operating Officer“With IBM we were able to identify far greater level of
synergies than the ones that we communicated to the City, but also greater than our own expectations… But I believe that the probability of realising those synergies is also far
greater than what we originally anticipated had we not used IBM”.
Stuart Smith, NUI – Integration Director
“NUI appointed IBM because of its proven track record and positive relationships. This led to great confidence and trust in the team…What has been achieved is incredible and we
now need to build upon that success”
Jon Hargraves, CEO“We could not have achieved this without the
consulting team. They added huge value”
Howard Higgins – CEO
“The team brought a rigour to planning and an explicit focus on value creation that would not have been possible with
our core team… The consulting team were able to rapidly react to unexpected problems along the way and did not let
us fail ”
“That was overwhelming was the personal desire to do the business and the commitment to get work done – that willingness by the consulting team was by far the most important factor”.
Matthew McKenna, SVP Finance
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IBM Global Business Services
© Copyright IBM Corporation 2007
What our clients say about us (2)
Rob Corran, Integration Director“We were so impressed by their methodology that we borrowed it lock, stock and barrel. I haven’t felt that other consultants had a methodology which
delivered like PwC’s”
Michael Major, Managing Director
“..cut through a lot of the problems and focused us on key issues – the chemistry
with the combined AAH/PwC team was excellent”
Giovanni Soccodato, Integration Director“We found people with which we could establish a very good
relationship and really get down to the point quickly”
Ian King, CEO“I think that we succeeded because we broke the process down into
‘bite size’ chunks that people could get their minds around - the Urgent Actions, the Quick Wins and the Business Cases - rather than saying ‘we have a two year plan and we can only tell you
whether we’ve got there at the end’. That worked and we still use that process today.”
Mike Donovan, Managing Director“The biggest initial value from PwC was making us think more broadly about the whole issue of integration across a wide
range of work streams much earlier in the process than we would otherwise have
done.”Please note that in October 2002 PwC Consulting was acquired by IBM and is now known as IBM Global Business Services
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IBM Global Business Services
© Copyright IBM Corporation 2007
Stephen Hickford
IBM operate a global M&A networkGLOBAL
AG LeaderUS LeaderGlobal M&A Accelerator LeaderC&P LeaderIT Integration LeaderBusiness DevelopmentData Migration LeaderSCM LeaderHCM LeaderFM LeaderSolution Development Internal Communication LeaderExternal Communication Leader
John CalaRon Hofmeister Eric FleischmanDavid NarramorePat MuiaKevin HutchinsChris CommonsMichael LaRocheMichelle Page RiveraDan SundwellJeff BeardSanjay NagraniAngus Barnett
Americas
David WilliamsLisa DhananiRoxane RomeroSimon Mackenzie
Didzis Ozols
UKISA
Jonathan Christopher Peachey
Pharma R&D
Kate Lobban – Global L&K for Bus StratRagna Bell – Global Bus Strat Operations Manager
Global M&A Operations
Dr. Torsten StuskaDr Rolf Porsche
Germany
Stephen Hickford
EMEA
Overall AP LeaderKorea LeaderChina LeaferJapan LeaderAZ Leader
Steven DavidsonSungjin ParkGordan Xu Hiroshi H MaruyamaMatt English
Asia Pacific
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IBM Global Business Services
© Copyright IBM Corporation 2007
Key Contacts for M&A service in Korea
Strategy & Change Service - Korea
김창대 (Changdae Kim)- Global Partner김창대김창대 ((ChangdaeChangdae Kim)Kim)- Global Partner S&C Service LeaderS&C Service Leader +82-2-11-898-4713
[email protected][email protected]
Name Role Contact
염승섭 (Seungseop Ryum)- Associate Partner염승섭염승섭 ((SeungseopSeungseop RyumRyum))- Associate Partner Business StrategyBusiness Strategy +82-2-11-898-4709
[email protected][email protected]
박성진 (Sungjin Park)- Associate Partner박성진박성진 ((SungjinSungjin Park)Park)- Associate Partner Operation Strategy (1)Operation Strategy (1) +82-2-11-898-4642
[email protected][email protected]
허관회 (Kwanhoe Hur)- Sr. Managing Consultant허관회허관회 ((KwanhoeKwanhoe HurHur))- Sr. Managing Consultant Operation Strategy (2)Operation Strategy (2) +82-2-11-898-4529
[email protected][email protected]
정성일 (Sungil Chung)- Sr. Managing Consultant정성일정성일 ((SungilSungil Chung)Chung)- Sr. Managing Consultant Technology StrategyTechnology Strategy +82-2-11-898-4955
[email protected][email protected]
이정욱 (Jeungwook Lee)- Sr. Managing Consultant이정욱이정욱 ((JeungwookJeungwook Lee)Lee)- Sr. Managing Consultant
Organization & Change StrategyOrganization & Change Strategy