Integration: the 90 days after completion

The problems are rarely dramatic. They are small, and they compound.

 

A senior care manager hears about the sale from a colleague rather than from the owner, decides the uncertainty isn't worth it, and takes a job elsewhere. Several of her clients follow. A referring hospital receives a letter on unfamiliar letterhead, isn't sure who to call, and starts sending patients to a competitor it already knows. Rostering, billing and care records sit on two systems that don't talk to each other, so staff spend their time on double entry, mistakes creep in, and the people who were going to stay anyway start to reconsider. Policies and incident reporting are half-moved from one approach to the other, which is exactly the moment a regulator tends to ask questions.

 

None of these show up on completion day. All of them show up in the numbers three to six months later, by which point the buyer is wondering what happened to the business they paid for, and the seller, if part of the price depends on those numbers, is wondering the same thing.

 

“A planned integration is the difference between a handover and a hand-off.”

 

 

What happens in the 90 days

Before completion. Integration planning starts while the deal is being negotiated, because the decisions that matter most have to be made before anyone is told. Which staff the business can't afford to lose, and what it will take to keep them. Who tells staff, clients, referrers and funders, in what order and with what message. Which regulator notifications are due and when. Which systems will change and which will be left alone for now. The plan is agreed by both sides before completion.

 

The first two weeks. Communication and continuity. Staff hear about the change from the right person, before they hear it anywhere else, and know what is and isn't changing for them: their employer, their pay, their roster, their manager. Clients and participants are told in a way that makes clear their care continues and who to contact. Referrers and funders hear directly from someone they recognise. Payroll runs correctly the first time, which sounds minor and isn't.

 

Weeks three to eight. The operating detail. Clinical governance is brought into line so there is never a gap in incident reporting, supervision or quality oversight. Systems are moved across in the order that causes the least disruption to care, which is not always the order the finance team would choose. Policies are aligned. Any issues found in due diligence that were meant to be resolved after completion are worked through.

 

Weeks nine to twelve. Checking it worked. We measure what the deal depended on: staff retention, client and participant retention, referral flow, and service delivery against what was expected. Where something is slipping, there is still time to fix it. At the end, the business is handed over to normal management with the remaining work documented.

 

A standard integration runs for 90 days. Complex deals, such as those involving several sites, a change of registration or a major systems change, run longer.

 

If you are selling

Integration matters to a seller for two reasons.

 

The first is money. Where part of the price is paid later through an earn-out, depending on how the business performs after completion, a poor integration can cost you the deferred part of your own price. An integration plan agreed before completion protects it, because it sets out who is responsible for what in the period your earn-out is being measured.

 

The second is the people you are leaving behind. Most owners of care businesses care what happens to their staff and clients after the sale, and many stay on for a period to help with the handover. A planned integration is the difference between a handover and a hand-off.

 

If you are buying

For an acquirer, integration is where the value in the purchase price is either realised or lost. A business bought for its clients and workforce is only worth that if the clients and workforce stay. We plan integration while the deal is being negotiated, so what you learn in due diligence flows directly into the plan, and the plan is ready on the first day rather than drafted in the first month.

 

How we work

We agree the integration plan with the owner or board before completion, starting with the staff the business can't afford to lose. Through the 90 days we report against the plan to the owner or board, and to both parties where a seller stays on. Your existing management stays in charge of the business; our role is to plan, coordinate and keep the transition on track.