EA for MA - London June 15 - FINAL v1.1
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Transcript of EA for MA - London June 15 - FINAL v1.1
Enterprise Architecture for
Mergers & Acquisitions
Andrew Swindell
Enterprise Architect and Director of On a Page
June 17th 2015
Slide 2
Biography
• 25 years of expertise in Line Management roles in Sales & Marketing delivering CRM and Business Intelligence capabilities and deep Consulting Information Architecture experience;
• Last 12 years as an Enterprise Architect building Architecture Practices and enabling business and technology strategies;
• Roles in 26+ companies primarily in Banking, Mining, Utilities and Health Insurance industries with Domain expertise in Business, Applications and Information Architecture;
• Top down whole of company, whole of country focus applying Enterprise and Solution Architecture disciplines across Australia and New Zealand;
• Author of Architecture white papers, articles; Motivational Speakers Australia member;
The Analogy
Slide 4
EA for M&A
Why Enterprise Architecture for Mergers & Acquisitions?
Architecture Pre-requisites
Deploying Enterprise Architecture for Mergers & Acquisitions
• Key Models, Governance and Templates
• Analysis and Impact Assessments
• Deployment Insights and guidance
Case Studies
• Mining Group
• Financial Services Group
Why EA for M&A? Value Statements
• Positioning Architecture as a valuable contributor to delivering your Business Strategy;
• Engaging key business and technology stakeholders on the organisation direction;
• Supporting and influencing the investment spend i.e refined bids;
• Important communicator of organisational DNA (target and acquirer), business value and
supporting alignment within business units and alignment between business and
technology functions;
• Similar / consistent language being deployed leads to more efficient M&A bid process;
EA for M&A
Why Enterprise Architecture for Mergers & Acquisitions?
Architecture Pre-requisites
Deploying Enterprise Architecture for Mergers & Acquisitions
• Key Models, Governance and Templates
• Analysis and Impact Assessments
• Deployment Insights and guidance
Case Studies
• Mining Group
• Financial Services Group
Architecture Pre Requisites Plan the maturing of your Architecture Capability
Level 1
“Reliance on Experts”
Level 2
“Common Language”
Level 3
“Strategy
Interpretation”
Level 4
“Strategy
Development”
Solution Architectures
None
Poorly defined processes
Reliance on Subject
Matter Experts
None or Various (non-
integrated)
Current State Architecture
Modelling of defined
“Solutions”
Standards Publishing
Common Architecture
Framework
Standard Model Types
Architecture Services
Defined
Architecture Roles Defined
Simple Modelling Tools
Common Repository
Target & Transition
Architectures
Program Alignment
Reference Architecture
Publishing
Simple Reference
Architectures
Transparent Processes
- Engagement, Decision
Making, Delivery, etc.
Measures
Tools & Templates to
enable processes
Strategic Planning
Business Consulting
Richer Reference
Architectures
Business empowered to
execute parts of the
processes
Process Automation
Active Repositories
Typical
Services
Framework
Methodology
Tools
Fo
cu
s o
f E
nte
rpri
se V
alu
e
Solutions
Domains
Enterprise
Cu
sto
mer
Pro
po
sit
ion
Serv
ice D
eli
very
Co
mp
on
en
ts
Architecture Views
Domains
Solutions
Enterprise
Overall Context (Blueprint)
Practices, Portfolio, Methods (Processes), Governance
Principles
DataBusiness Applications Technology
Architecture Maturity Model Enterprise Architecture Framework
Mergers &
Acquisitions
Architecture Pre Requisites Establish an Internal and External EA orientation
Slide 9
•Supporting Strategy and Planning Processes
•Guiding Portfolio and Program Planning
•Enabling Project Management and Delivery
•Alignment with COBIT, ITIL, 3P, TOGAF, AGA etc
Internal Enterprise Architecture External Enterprise Architecture
•Positioning your Business Capability against peers
•Engaging Board and Executive teams
•Telling the organisational story
•Mergers and Acquisitions
Architecture Pre Requisites External EA orientation focus on M&A Business Strategy
Slide 10
Reference Models
• Business Capability Model
• Infrastructure Reference Model
• Applications Reference Model
• Business or Technology Organization Model
• Enterprise Data Model
Governance Strength
• Architecture Principles
• M&A Architecture Principles
• Architecture Governance
• Architecture Owner
M&A Tools and Templates
• Discovery / Due Diligence checklists
• Application Risks
• Infrastructure / Application Risks
• Integration Risks
• 100 day Integration Plan
Existing Acquired
Architecture Pre Requisites Reference Models – Your Architecture toolkit
Slide 11
Business Function Framework
4. Channel
4.4 Assisted
4.4.2 Call Centre
4.4.1 Branch
4.4.3 Mobile Banker
4.4.6 Postal Mail
4.4.7 Email
4.5 Unassisted
4.5.1 ATM
4.5.2 POS
4.5.5 Mobile
4.5.3 Web
4.5.4 IVR
4.4.8 Fax
4.5.6 Data Exchange
4.4.4 Broker
4.5.7 Thick Client
4.4.5 Relationship Mgr
2. Customer
2.2 Customer
Relationship
Management
2.3 Customer Information Management
2.4 Customer Analytics
1. Product
1.1 Retail & Personal
1.1.2 Credit Cards
1.1.4 Mortgages1.1.1 Deposits
1.1.6 Merchant Services
1.1.5 Loans
1.1.3 Leasing
3. Operations
1.4 Insurance1.3 Wealth Management
1.3.3 Funds
1.3.4 Asset
Management
1.3.2 Structured
Products
1.4.1 Life
1.4.2 General, Travel
1.4.3 Business
1.4.4 Credit
1.3.1 Platforms
1.2 Institutional
1.2.1 Cash Management
1.2.3 Trade Finance
1.2.4 Corp Finance
1.2.8 Capital Markets
1.2.5 Nostro Accounts
1.2.7 Markets (e.g. FX)1.2.2 Leasing
1.2.6 Lock Box
1.2.9 Custody
3.1 Product Administration
3.1.4 Decisioning3.1.1 Origination
3.1.2 Fulfilment 3.1.5 Credit Mgmt
3.2 Transaction Management
3.2.3 Securitisation 3.2.6 Settlement
3.1.6 Claims3.1.3 Underwriting
3.2.4 Reconcilliation
3.2.2 Trading 3.2.5 Clearing
3.2.1 Payments
4.1
Part
ner
Inte
gra
tio
n &
Man
ag
em
en
t
4.2 Sales
4.3 Servicing
4.3.4 Statements
4.3.6 Alerts
4.3.2 Query Resolution
4.2.3 Advice
4.2.2 Quotation
4.2.1 Needs Analysis
5. Corporate & Shared Services5.1 Finance & Accounting
5.1.1 Accounting (G/L)
5.1.2 Collections &
Disbursments
5.2 Human Resources 5.6 Risk
5.1.3 Treasury
5.1.5 Capital Mgmt
5.2.1 Payroll
5.2.4 Learning &
Development
5.2.5 Occupational
Health & Safety
5.2.2 People Mgmt
5.3 Corporate Affairs
5.3.1 Public Relations
5.3.2 Corporate
Responsibility
5.3.3 Govt & Regulatory
Affairs
5.4 Corporate Services
5.4.1 Procurement
5.4.3 Facilities Mgmt
5.9 Marketing &
Communications
5.7 Strategy &
Market Analysis
1.5 Product Management
5.1.4 Taxation
5.2.3 Incentive Mgmt
5.4.4 Asset Mgmt
5.8 Project Delivery &
Governance
5.4.2 Supplier Mgmt5.6.3 Audit
5.6.4 Risk Management
5.6.5 Modelling &
Forecasting
5.6.2 Fraud Detection
5.10 Technology &
Operations Support
5.11 Enterprise Services
5.11.1 Management Information 5.11.2 Productivity 5.11.3 Collaboration
5.6.1 Security
5.11.4 Knowledge Mgmt
1.5.1
Aggregation &
Bundling
1.5.3
Performance
Management
1.5.2 Lifecycle
Management
4.3.3 Account Servicing
4.2.4 Leads Mgmt
4.3.1 Contact Capture(inc imaging, call recording)
2.1 Contact
Management(inc registration, workflow)
4.3.5 Advices
5.5 Legal
5.5.1 Compliance
5.5.4 Dispute
Resolution
5.5.5 Records Mgmt
5.5.3 Advice
5.5.2 AML
Project
Leadership
SDA & Delivery
Governance
Signalling,
Train Ctrl & Comms
IS Systems
& Scheduling
Automation
& Asset Systems
Concept of
Operations
Workstream
Coordination
Project Services
Conceptual / Strategic /
Whole of Business
Logical / Tactical /
Whole of Division / Portfolio
Business Capability model provides a script for
interrogating your target company and completing a
high level assessment of the target environment
capabilities and level of integration risk
Information Technology
Reference Model - High level
IT capability assessment
Infrastructure Reference
Model - High level
Infrastructure assessment
Application Reference
Model - High level
Application platform
assessment
Organisation Chart for
Business and Technology
Divisions - High level People
/ FTE / Cost assessment
**A wide range of data can be modelled including RAG ratings, specific insights, FTE’s, costs, and risks. Model use is primarily as a holistic overview
to drive out patterns, areas of interest or capabilities that may need more detailed investigation.
EA for M&A
Why Enterprise Architecture for Mergers & Acquisitions?
Architecture Pre-requisites
Deploying Enterprise Architecture for Mergers & Acquisitions
• Key Models, Governance and Templates
• Analysis and Impact Assessments
• Deployment Insights and guidance
Case Studies
• Mining Group
• Financial Services Group
Deploying Architecture Capability Architecture process support for M&A activities
Slide 13
• Central Architecture owner – cover Business and Technology Domains and co-ordinate
Architecture activities with Due Diligence and Integration teams;
• Architecture team - compare platforms between current environment and target entity;
• Collate data inputs - Business, Applications, Data, Integration, Infrastructure, Technology
Services, Security and Change Management inputs. Holistic view established and compare
logically across all environments;
• Manage data inputs – categorize and analyse to create insights, provide overview of
target entity for Due Diligence and Integration teams - within 1-2 weeks;
• Agree future state architecture - allows the acquiring company to be proactive and gain
greater confidence in insights provided;
Deploying Architecture M&A Business Strategy - Business Capabilities to Outcomes
Slide 14
Str
ate
gic
Prio
ritie
s
Efficient
Business
Support
Effective
Cross
Selling
Superior
Customer
Retention
Customer
Knowledge
Excellent
Customer
Servicing
Fast & Efficient
Origination
Business Outcomes Front Office Capabilites Back Office CapabilitiesSupporting Capabilities
(Applications and Infrastructure)
Architecture
Governance
Project,
Programme and
Portfolio
Management
IT Asset
Management
Supportable
Enterprise
Systems and
Technology
Workforce and
Workplace
Management
Multi Channel
Sales
ManagementInformation
Security
Agile Product
Packaging /
PricingWorkflow
Enterprise Data
Model and
Standards
Super Regional
Banking Platform
Systems and
Technology
Customer
Analytics
Document
Management and
Imaging
Contact Event
Management
Enterprise
Customer Master/
ODS
Information
Lifecycle Mgmt
and Warehousing
Integration
MessagingStraight Through
Processing
Consolidated
Customer View
Multi Channel
Visibility and
Servicing (Assisted
& Unassisted) En
terp
rise
Da
ta M
an
ag
em
en
t1
2
3
4
5
6
1. Distinguish critical capabilities to
achieving your strategic objectives;
2. Establish company fit i.e which
acquisition opportunity provides the
best capabilities and at what price;
3. Capability to Outcome mapping with
Strategic Objectives prioritised;
4. Key capabilities mapped in support
of the highest priority outcomes;
Deploying Architecture M&A Business Perspective - Business Capability Model
Slide 15
• Business Capability Model is one of the
easier models to deploy in an M&A
setting;
• Ability to create subjective assessments
of business capability in the Acquiring
and Target Company;
• Model deployed as a quick agile RAG
rating (Red, Amber, Green) assessment
of capability upfront;
• Can be used to represent all the data
inputs available on the target company
at the end of a due diligence exercise;
Business Capability Model
Channel
Assisted
Call Centre
Branch
Mobile Banker
Postal Mail
Unassisted
ATM
POS
Mobile
Web
IVR
Fax
Data Exchange
Broker
Thick Client
Adviser
Customer
Customer Relationship
Management
Contact Management(inc registration, workflow)
Customer Information
Management
Contact Capture(inc imaging, call recording)
Customer Analytics
Product
Retail & Personal
Credit Cards
MortgagesDeposits
Merchant Services
Loans
Leasing
Operations
InsuranceWealth Management
Funds
Asset Management
Structured Products
Life
General, Travel
Business
Credit
Platforms
Institutional
Cash Management
Trade Finance
Corp Finance
Capital Markets
Nostro Accounts
Markets (e.g. FX)Leasing
Lock Box
Custody Product Administration
DecisioningOrigination
Fulfilment Credit Mgmt
Transaction Management
Securitisation Settlement
ClaimsUnderwriting
Reconcilliation
Trading Clearing
Payments
Account Servicing Pa
rtn
er
Inte
gra
tio
n &
Ma
na
ge
me
nt
Sales
Servicing
Statements
Alerts
Query?
Requests?
Transacting?
Campaigns?
Leads Mgmt?
Advice
Quotation
Needs Analysis
Corporate & Shared ServicesFinance & Accounting
Accounting (G/L)
Collections &
Disbursments
Human Resources Risk
Treasury
Capital Mgmt
Payroll
Learning &
Development
Occupational
Health & Safety
People Mgmt
Corporate Affairs
Public Relations
Corporate
Responsibility
Govt & Regulatory
Affairs
Corporate Services
Procurement
Facilities Mgmt
Marketing &
Communications
Strategy &
Market Analysis
Product Management
Taxation
Incentive Mgmt
Asset Mgmt
Project Delivery &
Governance
Supplier Mgmt
Legal
Audit
Compliance
Risk Management
Modelling &
Forecasting
Dispute Resolution
Fraud Detection
Records
Management
Advice
Technology & Operations
Support
Enterprise Services
Management Information Productivity Collaboration
Security
Knowledge Mgmt
Aggregation &
Bundling
Performance
Management
Lifecycle
Management
Deploying Architecture M&A Technology Perspective - Application and Infrastructure
Slide 16
• Application and Infrastructure model provide
script for interrogating target company
environment;
• Knowledge of current and target platforms
enables gaps, overlaps and impact
assessments;
• Integration costs for Infrastructure platforms
are significant; Review SLA’s;
• Key platforms such as ERP, CRM, Supply
Chain and Product Development provide
integration requirements and insights
• Use filters such as RAG ratings, current
projects, costs and standard platforms;
Business Function Framework
4. Channel
4.4 Assisted
4.4.2 Call Centre
4.4.1 Branch
4.4.3 Mobile Banker
4.4.6 Postal Mail
4.4.7 Email
4.5 Unassisted
4.5.1 ATM
4.5.2 POS
4.5.5 Mobile
4.5.3 Web
4.5.4 IVR
4.4.8 Fax
4.5.6 Data Exchange
4.4.4 Broker
4.5.7 Thick Client
4.4.5 Relationship Mgr
2. Customer
2.2 Customer
Relationship
Management
2.3 Customer Information Management
2.4 Customer Analytics
1. Product
1.1 Retail & Personal
1.1.2 Credit Cards
1.1.4 Mortgages1.1.1 Deposits
1.1.6 Merchant Services
1.1.5 Loans
1.1.3 Leasing
3. Operations
1.4 Insurance1.3 Wealth Management
1.3.3 Funds
1.3.4 Asset
Management
1.3.2 Structured
Products
1.4.1 Life
1.4.2 General, Travel
1.4.3 Business
1.4.4 Credit
1.3.1 Platforms
1.2 Institutional
1.2.1 Cash Management
1.2.3 Trade Finance
1.2.4 Corp Finance
1.2.8 Capital Markets
1.2.5 Nostro Accounts
1.2.7 Markets (e.g. FX)1.2.2 Leasing
1.2.6 Lock Box
1.2.9 Custody
3.1 Product Administration
3.1.4 Decisioning3.1.1 Origination
3.1.2 Fulfilment 3.1.5 Credit Mgmt
3.2 Transaction Management
3.2.3 Securitisation 3.2.6 Settlement
3.1.6 Claims3.1.3 Underwriting
3.2.4 Reconcilliation
3.2.2 Trading 3.2.5 Clearing
3.2.1 Payments
4.1
Pa
rtn
er
Inte
gra
tio
n &
Ma
na
ge
me
nt
4.2 Sales
4.3 Servicing
4.3.4 Statements
4.3.6 Alerts
4.3.2 Query Resolution
4.2.3 Advice
4.2.2 Quotation
4.2.1 Needs Analysis
5. Corporate & Shared Services5.1 Finance & Accounting
5.1.1 Accounting (G/L)
5.1.2 Collections &
Disbursments
5.2 Human Resources 5.6 Risk
5.1.3 Treasury
5.1.5 Capital Mgmt
5.2.1 Payroll
5.2.4 Learning &
Development
5.2.5 Occupational
Health & Safety
5.2.2 People Mgmt
5.3 Corporate Affairs
5.3.1 Public Relations
5.3.2 Corporate
Responsibility
5.3.3 Govt & Regulatory
Affairs
5.4 Corporate Services
5.4.1 Procurement
5.4.3 Facilities Mgmt
5.9 Marketing &
Communications
5.7 Strategy &
Market Analysis
1.5 Product Management
5.1.4 Taxation
5.2.3 Incentive Mgmt
5.4.4 Asset Mgmt
5.8 Project Delivery &
Governance
5.4.2 Supplier Mgmt5.6.3 Audit
5.6.4 Risk Management
5.6.5 Modelling &
Forecasting
5.6.2 Fraud Detection
5.10 Technology &
Operations Support
5.11 Enterprise Services
5.11.1 Management Information 5.11.2 Productivity 5.11.3 Collaboration
5.6.1 Security
5.11.4 Knowledge Mgmt
1.5.1
Aggregation &
Bundling
1.5.3
Performance
Management
1.5.2 Lifecycle
Management
4.3.3 Account Servicing
4.2.4 Leads Mgmt
4.3.1 Contact Capture(inc imaging, call recording)
2.1 Contact
Management(inc registration, workflow)
4.3.5 Advices
5.5 Legal
5.5.1 Compliance
5.5.4 Dispute
Resolution
5.5.5 Records Mgmt
5.5.3 Advice
5.5.2 AML
Deploying Architecture M&A Technology Operating Model perspective
Slide 17
• Fast track review of organizational
structures, FTE’s, Technology Services
being acquired, cost base and
integration risks inherent in the target
company;
• Gap assessments fall out once you
have a good understanding of both
environments;
• Some Information Technology teams
have stronger skill sets in key areas i.e
Cloud, Digital, BI etc;
EA for M&A
Why Enterprise Architecture for Mergers & Acquisitions?
Architecture Pre-requisites
Deploying Enterprise Architecture for Mergers & Acquisitions
• Key Models, Governance and Templates
• Analysis and Impact Assessments
• Deployment Insights and guidance
Case Studies
• Mining Group
• Financial Services Group
Case Study Technology Division Perspective
Slide 19
Information Technology Reference Model – Acquiring Technology Capability
• A Mining company was about to acquire a new company and mines portfolio and needed to quickly understand the key technology capabilities that would be acquired and platforms to be integrated;
• Bid team used a number of checklists and Reference Models (Functional Model, Infrastructure and Applications Reference Model) to plot the key platforms and insights;
• Enabled a high level 100 day integration plan to be established within a short time frame and further research to be prioritized on key integration streams;
• Using the Information Technology Reference Model outlined the key Technology platforms and enabled team to undertake RAG ratings, Risk profile, FTE, Cost, Skill Sets analysis and provide a script for resource / technology capability discussions;
• Successful completion of Acquisition with 100 day integration plan and benefits realised over ensuing 18mths;
Case Study Business Capability Reference Model – Use Case
Slide 20
Financial Services Group – getting bigger quickly
• Financial Services company business strategy wanted to get bigger quickly with many consolidation
opportunities available in the market at the right price;
• Business and Technology Bid team deployed Architecture Reference models to position target companies
against own capability. Working with CEO and CIO, identified what questions to ask of target companies;
• Using the Architecture models enabled a plotting of:
– Which companies provide the best bang for buck;
– Which companies could support the longer term objectives and outcomes;
– Which companies had the customer base, services, the technology platforms, the skill sets required;
– What integration issues existed and what bid price represented fair value;
• The company went on to acquire 23 companies over a 4.5 year period and achieve its business
objectives of growth and scale;
Final Say on EA for M&A
Slide 21
• Architecture function enables M&A process and reinforces the value to CIO, CEO and
Executive Team that Architecture can support an organization’s business strategy;
• Simple Architecture models on a page can be tailored to specific audiences and provide a
script and a picture that is clearly understood;
• Architecture success factors for M&A include a mature EA function / framework, clear
representation of organizational assets and acceptance by the CEO and Integration team of
the value to be delivered;
• Architecture Methodology agnostic – draw from all of them to present your Architecture
Value;
• Aligned Architecture teams who consolidate views within your organization can achieve
good governance outcomes and engaged sponsors / stakeholders;
Thank You and Questions
Slide 22
