According to a Mercer study, wise companies use incentives to retain staff during M&A operations. Here's why.
The indicators are definitive: transactions related to mergers and acquisitions are rising for all markets and activity sectors, notably in Europe. Faced with this accelerating growth, employees sometimes seem to form the weak link in these transactions, whereas they are in fact a crucial asset. A suitable policy of retaining talented staff can be key to the success of the operations.
The Mercer Study (June 2017) provides several lessons for companies concerned about a policy of retaining staff during an acquisition:
- A policy of retaining staff is not limited to managers and directors. It must concern all profiles in a company, notably employees with critical skills. In general, it is the quality of the profiles rather than the number of employees concerned that should take precedence.
The relationship is inversely proportional between the cost of such a policy (overall allocated budget) and the value of the operation it relates to.
Personalised financial incentives, which are essential operational tools, vary depending on the timescale involved. The most common forms are bonuses or one-off monetary payments in the short-term and allocation of shares in the long-term.
Retention policies can vary in form, depending on the location of the companies acquired. Thus, in the United States the amounts (wages, benefits, etc.) in play will be the highest. In Japan, the incentive to remain is almost mandatory. Indeed, it enables compensation for the almost systematic lack of knowledge investors have of the special features of the local market.
Finally, a warning: in the long-term, financial incentives alone will not ensure the success of a policy of retaining talented staff during an M&A operation. Development prospects are also taken into account by employees in this type of transition, as is confirmed in a recent study by Willis Towers Watson.
How to prevent a stroke with the help of your smartphone
Fibricheck is a medical application that anticipates strokes using just a smartphone. This kind of innovation focused on human well-being is at the heart of BNP Paribas Fortis’s sustainability strategy.
Digitalisation is affecting even medicine. Convinced that the digital world and the traditional medical world must work together, Fibricheck has developed an application to anticipate strokes. This ethos makes human interests a core concern.
By supporting this Belgian company, BNP Paribas Fortis wants to do its bit to build a more sustainable world and help new and inspiring ideas to emerge.
A diagnosis using your smartphone
Smartphones are becoming increasingly important in our everyday lives. We use them to communicate, cook and read... so why not for medical diagnosis? With Fibricheck, the user can now check their heartbeat, to anticipate the risks of a stroke. The Fibricheck application focuses on the most common kind of heart arrhythmia: atrial fibrillation, which is responsible for 20% of strokes.
How does it work?
Above all, it is important to know that Fibricheck is available only by medical prescription. Once you have installed it, you just need to put your finger on your smartphone camera for 60 seconds, for all the required data to be recorded. The algorithms will do the rest, to provide an instant result. If any anomalies are detected, the results will be analysed by a Fibricheck doctor and made available to your doctor. Technology is used to serve human interests.
An irregular heartbeat is not always easy to detect. The advantage of Fibricheck is that it does not need to be used in a specific place (e.g. at the doctor's surgery), or during a set period. It allows multiple measurements to be taken, to provide an overview of your heartbeat.
Checks in companies
The health of your employees is crucial. Heart arrhythmias do not always have clear, visible symptoms. Consequently, detection plays a crucial role in preventing the greatest risks. This is why Fibricheck is offering to check your employees.
For more information, consult the Fibricheck website.
Challenges when recruiting internationally
Recruiting a member of staff for relocation to a foreign subsidiary requires some careful thinking. We have compiled the questions that are most frequently asked when people are faced with this human-resources quandary.
International recruitment involves recruiting people in their company's country of origin and relocating them abroad to work in a foreign subsidiary. In a globalised world, this has become common practice. However, when setting up a Belgian company abroad you will face a series of legal obstacles, as soon as your employees cross the border out of Belgium. These include employment laws, residence permits, taxation and social security. These questions will make things clearer up for you:
Should I recruit before developing my strategy?
No. Before starting the recruitment process, the first thing that a company must do is clearly define what it wants to achieve in the country where the subsidiary will be set up. It must take cultural differences between the countries into account. If the company usually recruits locally to be on the same wavelength as its target customer, when recruiting internally candidates should be adaptable and self-reliant, but above all they should be fluent in the country's language (in English, at the very least).
Can my employee work in this country?
If the free movement of workers applies within the EEA (European Economic Area) and in Switzerland, you do not need any special permit apart from your Belgian identity card. You must have a work permit as soon as you cross the border out of this area. The paperwork to apply for this can be extensive and even complicated (particularly in the United States). It is essential you have a lawyer who specialises in immigration.
Do I need a centre of operations in the country?
If you want to employ staff in a different country, you should have a local entity. Depending on the country in question, a small entity (sometimes no more than a letterbox) can be enough.
Where should social-security contributions be paid?
In the EEA and countries that have a bilateral social security treaty with Belgium, the social security system in the country of work will apply. In situations involving simultaneous employment, the social security system in the country of residence applies. As a rule, an employee cannot be subjected to different systems. Outside the EEA, you should operate on a case-by-case basis (legal and tax advice is essential in these situations).
What about salary and working conditions?
Employees can only work in an export market if they have an employment contract adapted to the salary and working conditions of the country in question. As a general rule: the mandatory legal provisions in the country of work will take precedence over the ones that appear in your Belgian employment contract.
Where should taxes be paid?
Double taxation is not a very appealing option for employees who are being relocated to work abroad. To avoid this, Belgium has signed treaties with a large number of countries specifying the country responsible for taxing the salaries that you pay. As a general rule, workers are taxed in their country of work, except in cumulative cases (the 183-day rule), where the national law of the country responsible for taxing the salary will apply.
Can I recruit internationally from Belgium?
Yes, you can. For example, in the Brussels-Capital Region, Actiris has an International department, which selects candidates with an interest in working abroad. This body is a member of EURES, a network of more than 1,000 employment counsellors (EEA and Switzerland). If your employees do not want to be relocated abroad, its counsellors can also place your job offers on the EURES portal.
Should I go it alone?
Certainly not. The steps that you need to take before relocating one of your workers abroad or recruiting internationally are too complex for you to tackle without any advice; only a specialist firm will be able to help you take these different steps (residence permits, work permits, social-security payments, taxation).
M&A in Belgium? Our country has transformed a disadvantage into solid gold
A small geographical market and linguistic and institutional complexities actually encourage openness and agility on the international business front. Interview of Gabriel Englebert, BNP Paribas Fortis.
The Merger and Acquisition (“M&A”) market in Belgium has been growing steadily since 2016, as the Vlerick Business School’s most recent M&A Monitor can attest. Our companies are once again showing their desire in 2018 to expand in Europe and even beyond. Gabriel Englebert, Head of Corporate Finance: « It’s not all about the BEL 20 companies, I assure you. I’m proud to confirm that the companies looking for acquisitions are among the top 300 Belgian firms ».
Looking beyond Belgium at a very early stage
In a narrow national market, made up of different regions and languages, our companies sometimes have to start exporting at a very early stage of their development. As a result, Belgian companies are natural exporters with a decentralised culture that is extremely favourable to M&A. Belgian companies have solid shareholders and management teams that are often multilingual, highly educated and able to recruit international profiles. Our country is also an ideal territory for niche sectors such as life sciences and healthcare, agri-food, aerospace, industry, building materials, services, consumer goods and technology.
"It’s not so much the absolute deal size that strikes me, but the valuation levels. Valuation levels are high, with rising EV/EBITDA multiples."
A combination of factors can explain such high valuations: the scarcity of opportunities, the amount of cash available and the low interest rate environment. "Current EV/EBITDA multiples can hit very high levels well above 10x. Those are big numbers for only the very best companies in the market!"
Exploring new countries, new activities and technologies
Building on their success, Belgian companies are ready to invest in foreign target companies to gain new market access or knowledge of a country, or to test an adjacent product or service. In a third of all M&A deals, the target is a foreign one. On average, these transactions take six to twelve months to complete – the time needed to negotiate the price and terms, conduct due diligences and clear regulatory approvals, taking account all the while of cultural differences, that can be substantial in some cases.
Gabriel Englebert: « Lastly, I would pinpoint two trends for 2018 among the big Belgian groups: the pursuit of innovation – in many cases a specific technology or know-how – and continued investments in the field of sustainability. ».
The M&A market is changing, we need to be innovative
The traditional auction process involving a very large number of potential buyers, used to dominate the market in the past. This type of very standardised process was sometimes contrary to the desire for discretion of our Belgian clients, who favour highly discrete transactions.
Belgian business leaders do not expect the same from their investment banker in 2018 as they did in the past. Gabriel Englebert: « We are in a world of bespoke processes and tailor-made solutions, and I am absolutely delighted about that! Our ‘made-to-measure’ approach is perfectly suited to our bank, which nurtures long-term relationships with our clients. Our teams use their know-how to articulate in-depth solutions. It means, for instance, that we do not disclose all our recent transactions, even though they are very large in number and in quality. Our business is all about discretion and pure trust. »
What’s the investment banking business model in 2018?
We help and coach business leaders making the right decision in complex, life-changing merger and acquisition transactions, of which some are industry-transformational. Is artificial intelligence set to revolutionise our core business? Gabriel Englebert: « Not in my view. Why would a business leader still need us in 2018? The answer is that we completely trust our ability to offer effective but nuanced judgement regarding many complex M&A situations ».
Backed up by their internal experts, business leaders have massive amounts of information and analysis tools available, together with unlimited data available on the web and consultants’ reports on specific fields. But there is actually too much information out there these days and that can result in confusion. In this context of information obesity, we make a real difference in terms of tactical advice and decision-making timing. A profession like ours, which is founded on intangible factors like trust and confidentiality, demands dedication at every moment. Gabriel Englebert: « As for me, I have already made my choice: I am happy to jump on a plane if a client across the Atlantic needs my advice on a complex transaction ».
Timing in M&A: the key to success
Gabriel Englebert: « Our clients’ interests are our absolute priority. We’ll finalize the transaction in less than three months, if that’s what the parties want ». Other elements are sometimes at stake too, such as business succession or the transfer of shareholdings. Consulting your investment banker about family governance can also bring some helpful neutrality to the thinking process.
What about the future?
Gabriel Englebert: « I would pick out two structural factors: (1) The M&A market, which I believe is to stabilise. Central Banks intend to raise interest rates progressively, which can decisively reshape stock market valuations. (2) The profession: the investment banking model will evolve again: in five or ten years’ time, a new generation will pick up the profession that is fantastic on both human and professional terms. M&A ‘advisory boutiques’ are flourishing but a natural selection will be unavoidable and some will disappear. But we’ve been around for 200 years now and I expect us to be here for a lot more years to come ».
Could your intuition help you make better decisions?
All of us have heard that little voice in our ear quietly persuading us of a new idea or a different way to tackle a challenge at work. But acting on that voice is another thing altogether. And yet...
Marcel Schwantes, an expert in workplace culture based on "servant leadership*", is well placed to recognise his intuition speaking. This small voice inside us has a tendency to bring out, from the deepest recesses of our beings, feelings that can be buried under rational layers of logical thinking.
People who are emotionally intelligent are more readily able to listen to this internal compass in order to keep themselves on the right track. But not everybody has this capacity.
How can we recognise the voice of our own intuition?
Here is some practical advice:
- If the voice signals a danger, it is undoubtedly your intuition speaking.
- Intuition speaks to you in a way you cannot ignore.
- First of all, we tell ourselves the voice is wrong.
- It gives us a message that is not particularly comfortable.
- We do not really want to act on its advice, or we tend to put off doing so.
- It seems counterintuitive!
- We allow ourselves to put it out of our minds...
Intuition and integrity – a perfect partnership
The reason why many of us still disregard this voice is that it can sometimes be unsettling. It pricks our consciousness and challenges our convictions, habits and belief systems. Yet it can hide precious inner resources just waiting to be revealed.
But to be able to utilise them, we must demonstrate integrity. When activated by the necessary bravery, this partnership between integrity and intuition can become a superpower that allows us to handle tricky workplace situations – or even run a company!
*Editor's note: Liberated leadership, as opposed to authoritarian leadership.