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Successful Mergers and Partnerships: More than the Numbers

By Sponsor Insight

By Jan Breiner Frazier, Planning Plus, LLC

Throughout our 30-plus year history as consultant professionals, we have worked with the leadership teams and boards of nonprofits as well as owners of for-profits who were engaged in various forms of collaborations — whether for a merger, a formal association or a strategic and documented partnership.

Unfortunately, we are often called in after the due diligence is complete and the merger has started down the road — only to experience a rocky start. The cause? More often than not, the numbers may work but the cultures do not.

During due diligence activities, leaders focus on a number of factual components for creating a “new” organization — including financial statements; current contracts; programs, services and other deliverables; competition; legal constraints; and competencies of the management teams. But all too often, they overlook the cultural issues within each of the entities that can quickly derail any progress.

When merging two or more nonprofit boards, it is critical to understand the operational environments. Are they structured, disciplined, forgiving, siloed, collaborative or innovative? Will the strengths of each organization complement or clash? How will individual company lifestyles mesh?

Perceptions by stakeholders about how or why the discussions took place must also be discerned. Neither organization wants to be viewed as “taken over” because that may be perceived by the community as a sign of weakness. Both organizations generally assure their staffs that the outcomes will be beneficial for everyone involved as they sell the idea to their teams. Yet, those driving the process often discount the emotional toll of going through organizational change as staff members have their own assumptions about their roles — which may change by necessity.

Several years ago, we worked with a merger of two organizations where it all made sense on paper. Both parties agreed the merger would benefit the community and result in a better financial position. There also was consensus on who would serve as the executive director. However, there was still a struggle with the organizations’ boards about equal representation, how to merge the staffs and which organization’s managers would be in charge. Fortunately, the executive director, with whom we had worked before, recognized that the board needed time and assistance in working through those issues. He dedicated time and resources to sponsor several sessions to work through the challenges. The organization continues to thrive today.

In another case, three organizations asked us to help them reach a merger agreement. The potential financial benefit was tremendous, since they no longer would have to support three leases, three executive directors, three IT systems and other overhead costs. But it all fell apart because no one could agree as to who would be in charge, whose name would be on the building, and how it would be communicated to the public.

In today’s uncertain environment, nonprofits may no longer be able to stand alone, particularly as funding becomes more precarious than ever before. As beneficial as mergers and other types of strategic partnerships can be, they are always messy. If you are considering any type of collaboration, here are a few things to consider in your discussions:

  • How do we describe the existing cultures, what are the key differences, and how do we mutually move to the culture dictated by the mission?
  • How do we identify who will be in charge — who is at the top and responsible for the success of the organization?
  • How do stakeholders — external and internal — view the proposed collaboration? How do we get everyone on the same page?

If you are entering the merger waters, we would be more than happy to help!

Jan Breiner Frazier, the managing member of Planning Plus, LLC, has been a consulting professional since 1988. She has designed and facilitated strategic, annual, and operational planning sessions for a multitude of organizations. Her work with non-profit boards and associations has included strategic planning, board development, and committee structure.

Voices from the field: lessons on collaboration

By Governance

By Lynn Sygiel, editor, Charitable Advisors

Partnership, collaboration and merger are terms often bandied around in the nonprofit world. And while the concept of collaboration isn’t new, it has become a hot topic as a way to reduce duplication, increase coordination and contribute to collective impact.

According to a 2014 Bridgespan survey of nonprofits and funders, the overwhelming majority of nonprofit and foundation CEO respondents had taken part in one or more forms of collaboration. The survey found that 91 percent of CEOs have engaged in one of four common forms — associations, joint programs, shared support functions and mergers.

While nonprofits reported the most activity in the less integrated forms, 55 percent of foundations wanted to see more mergers, and 76 percent of nonprofits wanted to see more shared support functions.

In early May, Charitable Advisors partnered with Charitable Allies to host a forum. Six local nonprofit leaders took part and shared experiences and the lessons learned for an audience of nonprofit professionals.

The panelists were: Stephen McCaffrey, president and CEO at Mental Health America of Indiana; David Westenberger, CEO of Indiana Youth Services Association; Jim Morris, president and CEO at Greater Indy Habitat for Humanity; Kendra Belden, operations director, Lutherwood Residential; Janice Hicks-Slaughter, director of partnerships and outreach at the School of Education and Exercise Science, Marian University; and Kim Donaghue, senior consultant, Newgrange Consulting.

As the director of agency services at United Way of Central Center Indiana for over 12 years before her retirement in December, one of Donaghue’s primary functions was building capacity, and in this role she facilitated six or seven mergers. There was one merger she deemed perfect.

“It was an excellent agency that did wonderful work, they were smart in looking far ahead. They weren’t in financial trouble at the time, but they knew that they weren’t sustainable. Instead of waiting until they were in trouble, they decided to be proactive and began looking around at what their options were,” Donaghue said.

Most difficult, according to Donaghue, was identifying potential partners.

“Truthfully they had already identified three possible partners. They really only looked at options that were culturally and mission-appropriate,” she said.

With United Way’s financial help, the agency hired a consultant to help exam its options, and later help pay for merger legal fees.

She thinks the reason this one was successful was because the two nonprofits had complementary programs, and the agency looking to merge had programs that the other didn’t have. In addition, the partnering agency was not only able to hire the entire staff, but hired the former executive director as its development director.

“It was the most perfect marriage, I’ve ever seen,” Donoghue said. “They also absorbed some board members.”

Critical, too, were the separate meetings the consultant convened with the nonprofit’s executives and board members, giving both the chance to talk candidly and think objectively.

“It’s hard work and you need people to think big picture and from their professional selves perspective more than the personal.”

Donaghue believes most funders are receptive to support an agency exploring combinations, but are not as receptive to organizations that are failing and looking for any lifeline.

“From a funder’s perspective, we like to see an agency being proactive about its situation and really look at itself and see what they have to offer another organization,” she said. “If an agency is in dire financial straits, let’s face it, it’s going to be real tough to find a merger partner. There are not going to be a lot of agencies out there that are going to want to absorb someone in financial trouble.”

Not all consolidations are successful. Morris, who became the president of the Greater Indy Habitat for Humanity in 2011, shared an anecdote to illustrate when a conversation can take an unexpected turn.

Over the course of a year, two area Indiana Habitat affiliates discussed merging, and had all but signed the agreement. In the 11th hour, Morris received a call offering a deviation from the original plan. Rather than merging, it wanted to hand over the retail operation to Indianapolis, and keep its executive director at the helm of the local Habitat affiliate. For Morris and his board, this would have been a money-losing proposition.

“It was kind of frustrating. I really struggled with when there is an opportunity to meet a greater demand, and we have an opportunity to be more effective and efficient, but I understand that the humanness of who we are,” said Morris. In the end, the affiliate exec didn’t want to lose her position.

Ultimately, the panelists agreed, relationships are the foundation of successful collaborations.

Belden said a partnership between Community Health Network and Lutherwood Child and Family Services in 2013 led to establishing a relationship with an organization with a specific expertise.

Lutherwood, a locked secure treatment facility for youth who are placed there through the courts, through DCS and probation, has therapists and doctors on staff. The center’s staff witnessed new challenges for some of the residents: They were survivors of human trafficking. To the extent they could help, the Department of Child Services was involved, but didn’t have the expertise to offer programs for these girls.

The facility’s CEO had worked with Megan Jessup, the COO of Ascent 121, a program that provides long-term trauma recovery for teen survivors of trafficking. What if Ascent 121 could provide the much-needed programming and lend its expertise to the situation? The Impact Program, which provides residential care for teen survivors ages 12-18, was designed and Lutherwood entered into a contractual partnership with the Carmel-based organization to deliver this service.

“It goes back to relationships that we already had. Communication was a whole lot easier because we knew her, she knew us,” said Belden.

That relationship allowed open communication and to reach a consensus about programming which has continued. There are weekly partner meetings with both staffs. As an example, Belden shared how Ascent 121’s close working relationship with the FBI affects the center’s work. When there is a pending FBI raid, Ascent 121 communicates with Lutherwood’s staff and the facility’s staff can be ready to house additional residents.

Hicks-Slaughter is not new to mergers.

In 2002, she experienced her first with the merger of Big Brothers and Big Sisters. At the time only about five Big Brothers and Big Sisters chapters nationwide were still separate, and she was the executive director of Big Sisters. After 18 months of meetings, the organizations were blended, and she became COO of the newly formed local chapter.

Her second merger was the Hook’s Discovery and Learning Center with Marian University. The science-based program was a good fit for Marian, and its programming was integrated in the school’s outreach work with schools. And to round out Hicks-Slaughter’s trifecta, she had a role in the Ruth Lilly Health Education Center merger with Marian University in 2014.

At the time, the Ruth Lilly Center noticed trends in declining school field trips, and anticipating a reduction in revenues, the CEO of the center began meeting with different entities to identify possible collaborations. Marian University was one of those places.

“It started out as a meeting to just kind of talk, and after so over so many meetings, many lunches, many conversations, it was decided that there was such a mission cohesiveness, it should come together. Key was that the trustees of Marian and the board members of Ruth Lilly Health Education Center came together in agreement because the case for this was strong.

“We were also incredibly fortunate to be able to make that case to a major funder who provided a merger grant. It was a three-year grant that helped us the staff move out of that facility and transfer all of its programming to an outreach format that emanates out of Marian. I’m now responsible for outreach, and partnership development at Marian but I’m also the director of the Ruth Lilly Health Education Center, and we continue to grow and get stronger,” said Hicks-Slaughter.

She said it was not an inexpensive venture to incorporate staff and ensure a stable presence. In addition, the grant allowed them to incorporate the “wow” factor into the outreach programming, incorporating virtual reality.

In Indiana, according to the secretary of state’s office, from 2007 through early 2015, 441 nonprofits filed for mergers. The previous year, there were 71 on the list, including the Ruth Lilly Health Education Center (RLHEC) with Marian University. Long-time nonprofits like the 25-year-old Ruth Lilly Health Education Center and Hook’s Discovery Center have been reinvented by joining with Marian to continue delivering services to schools through outreach programs.

Both Donaghue and Hicks-Slaughter reminded that it’s important to not let your donors be surprised. Communicate early and often so they know that the organization is being responsible.

Hicks-Slaughter said once the merger was finalized, they invited donors to a reception so they could see and hear from people who were in the new roles.

“They could hear about the future, not just that we merged, but this is why we merged and where we see ourselves heading. And that’s what they want to hear because they’re not all happy about it. Make sure that you communicate with them and continue,” she said.

The 2014 Bridgespan survey also found that CEOs said the more integrated forms — shared support functions and mergers – were more successful, claiming that joint programs failed 20 percent of the time. Often they felt pressure from funders to engage in some type of joint programing, but when the funding ended, so did the collaboration.

While shared support functions and mergers take more to implement in both effort and money, the outcome provided structure to achieve impact.

McCaffrey’s and Westenberger’s organizations are examples of support function partnerships.

McCaffrey oversees 12 subsidiary nonprofits as part of Mental Health America of Indiana. At the time McCaffrey arrived at the organization in 1991, there were several organizations that had spun off and were frail and fledgling.

“We made a strategic decision to say, ‘Why don’t we ask our spin-offs, if they’d like to come back?’”

The plan allowed subsidiaries to keep their boards and make decisions on programs and policies. As part of a larger group, they could benefit from the statewide group’s business expertise, but had to adhere to its accounting procedures, HR procedures, and be supervised by the parent organization’s staff.

“Sort of independent but sort of integrated,” said McCaffrey. “Eventually it became our strategic way of growing and being more secure financially ourselves. I think it’s been a good thing, and it allows us to expand our reach as an organization, with 12 or so many boards and a volunteer and staff reach that’s huge. It has provided lots of options for grants or funder applications,” he said.

Westenberger has had similar experiences, first with nine nonprofits that became one organization, Fountain for Youth in Columbus, and since 2012 as Indiana Youth Services Association (IYSA). His organization has responsibility for more than 30 client organizations that outsource their accounting and HR functions to IYSA. Besides member services, the organization operates its own programs and is now credentialing Indiana youth workers and building awareness of programs.

“Before these small nonprofits had a part-time bookkeeper who may have only had minimal training. Now, they had an outsourced CFO who is Ivy Leagued educated.

“It wasn’t even the value of the service and when you add the value of the service and what you can do with that money in the community, you’re at $1 million all of a sudden. Out of your $18 million, you’re spending collectively; you just added a $1 million in your social return. That’s the driver; not can I save $100 bucks a month on my outsourced accounting,” he said.

Donaghue reminded the group that it’s relationships in the community that afford you opportunities for partnerships. Begin with relationships in the community, then look to state associations and groups and even consultants who might work with a similar organizations and offer valuable connections.

“Again, I just think it’s relationships and keeping your head up for whatever opportunities are out there,” she said.

Tips for Overcoming Growing Pains

By Sponsor Insight

By Allie Petty-Stone

Like most nonprofits, you want to make the world a better place. With each positive result you gain, the more positive results you want to achieve.

However, as your achievements grow so will your organization. Are you prepared for this growth?

Growth is exciting, yet challenging, for both nonprofit and for-profit organizations. During the last few years, Alerding CPA Group has experienced significant growth, most recently through a merger. We have learned a lot in the process and thought your organization would benefit from the insights we have attained.

Our growth has demanded that we recruit and cultivate a strong team of leaders and client advisors. Internally, we have strategized about what practices have kept us strong and vital and which should be halted. Our common goal is preserving and enhancing exceptional service to our clients, while keeping our staff engaged and challenged.

If your organization is in the process of growth, it is best to keep these following tips in mind:

(1) Recruiting – Define the attributes that are truly needed beyond a boilerplate job description. Consider what WAS required and what is essential for the position(s). Job descriptions are a starting point, but what other characteristics do you desire in a candidate that would better serve the position. I personally find beginning anew the most exciting aspect of the career journey and am pleased to work with and welcome talented members to our staff.

(2) Orientation/training – Consider the immediate training needs of new staff members, especially entry level. Great managers are engaged with their staff and can identify what training tools they need NOW and in the future. It is best to cultivate their curiosity and to inspire staff to evolve in their current roles while visualizing what career possibilities lie ahead for them; it is best to note a staff member’s strengths. Once objectives are achieved, an employee may become bored and seek a purpose elsewhere. If he or she shows strength in IT processes, get him involved in those functions for his team or department.

(3) Leadership influence – Great leaders, no matter what their positions, share the company’s vision and values and live by them. They are constantly engaged in the day-to-day business and client relations. Eventually, employees take notice of this dedication and will buy-in and support this vision if they believe these core values are authentic. To this day, I can give you the name of every mentor who inspired me and how I wanted to mimic them.

(4) Team collaboration – There is nothing better than having new ideas infused in a conversation of what the department/organization is currently doing and how it can be improved. It provides the opportunity to constructively pave new paths. Business building takes work. I love getting feedback from a staff member that improves a documentation process. It means (a) he or she is taking notice; (b) he or she cares about my work; and (c) this staff member wants the firm to perform better overall.

(5) Problem solving – One of my favorites. If a staff member has questions or concerns, it is important to ask in-person or make a phone call. Step outside simply sending an email and become accustomed to engaging in conversation. It is important to encourage problem solving. One of my favorite “mom-isms” is “You can’t come to me with a problem if you can’t offer a solution.”

(6) Humor and creativity – Add some humor and creative thinking to get around difficult issues. Regardless of generational or cultural differences, most people have a desire to make things better. Assist your staff with a smile and help diffuse concerns quickly. Never ignore problems or they can fester.

Growth can be overwhelming, so let’s also be realistic. We are fallible. Errors are made. Assumptions can be incorrect. The sooner you “right” the “wrong,” the better. Be accountable. Be forgiving. Be strong. Learn through mistakes and be the best version of a leader that you can imagine. Make it your daily mantra and your legacy. Your staff will be proud to work for you and your clients will appreciate doing business with you.

To find out how Alerding CPA Group may be of service to you, contact at 317-569-4181 or visit its website www.alerdingcpagroup.com.

Allie Petty-Stone is the firm administrator for Alerding CPA Group, an Indianapolis-based public accounting firm. She has 20 years experience in business operations.