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entitled 'Highlights of a GAO Forum: Mergers and Transformation: 
Lessons Learned for a Department of Homeland Security and Other Federal 
Agencies' which was released on November 14, 2002.



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Highlights of GAO-03-293SP  



November 2002



HIGHLIGHTS OF A GAO FORUM: Mergers and Transformation: Lessons Learned 

for a Department of Homeland Security and Other Federal Agencies:



Why GAO Convened this Forum:



The early years of the 21st century are proving to be a period of 

profound

 transition for our world, our country, and our government. The 

federal 

government needs to engage in a comprehensive review, reassessment, 

reprioritization, and as appropriate, re-engineering of what the 

government 

does, how it does business, and in some cases, who does the 

government’s 

business.  Leading public and private organizations in the United 

States 

and abroad have found that for organizations to successfully 

transform 

themselves they must often fundamentally change their culture. 



On September 24, 2002, GAO convened a forum to identify and discuss 

useful 

practices and lessons learned from major private and public sector 

organizational mergers, acquisitions, and transformations that 

federal 

agencies could implement to successfully transform their cultures 

and a 

new Department of Homeland Security could use to merge its various 

originating 

components into a unified department.  The invited participants 

have 

experience managing or studying large-scale organizational 

mergers, 

acquisitions, and transformations.



What Participants Said:



There are a number of key practices that have consistently been 

found at 

the center of successful mergers, acquisitions, and 

transformations and 

can serve as a basis for subsequent consideration as federal 

agencies 

seek to transform their cultures in response to governance 

challenges.  

These practices include the following:  



1.  Ensure top leadership drives the transformation.  Leadership 

must set 

the direction, pace, and tone and provide a clear, consistent 

rationale that 

brings everyone together behind a single mission;



2.  Establish a coherent mission and integrated strategic goals 

to guide 

the transformation.  Together the mission and goals define the 

culture and 

serve as a vehicle for employees to unite and rally around;



3.  Focus on a key set of principles and priorities at the outset 

of the 

transformation.  A clear set of principles and priorities serve 

as a 

framework to help the organization create a new culture and 

drive employee 

behaviors;



4.  Set implementation goals and a timeline to build momentum 

and show 

progress from day one.  Goals and a timeline are essential 

because the 

transformation could take years to complete;  



5.  Dedicate an implementation team to manage the transformation 

process.  

A strong and stable team is important to ensure that the 

transformation 

receives the needed attention to be sustained and successful;



6.  Use the performance management system to define responsibility 

and 

assure accountability for change.  A “line of sight” shows how 

team, unit, 

and individual performance can contribute to overall 

organizational results;



7.  Establish a communication strategy to create shared 

expectations and 

report related progress.  The strategy must reach out to 

employees, customers, 

and stakeholders and engage them in a two-way exchange;  



8.  Involve employees to obtain their ideas and gain their 

ownership for the 

transformation.  Employee involvement strengthens the process 

and allows them 

to share their experiences and shape policies; and



9.  Build a world-class organization.  Building on a vision 

of improved 

performance, the organization adopts the most efficient, 

effective, and 

economical personnel, system, and process changes and 

continually seeks 

to implement best practices;



www.gao.gov/cgi-bin/getrpt?GAO-03-293SP.



To view the full report, including the scope and methodology, 

click on the 

link above. For more information, contact J. Christopher 

Mihm at (202) 

512-6806 or mihmj@gao.gov.



November 14, 2002:



Subject: Highlights of a GAO Forum on Mergers and Transformation: 

Lessons:



Learned for a Department of Homeland Security and Other Federal:



Agencies:



The early years of the 21ST century are proving to be a period of 

profound transition for our world, our country, and our government. 

This transition is being driven by a number of key trends, including 

global interdependence; diverse, diffuse, and asymmetrical security 

threats; changes in the nature of the economy; rapidly evolving science 

and technologies; dramatic shifts in the age and composition of our 

population; important quality of life issues; and evolving government 

structures and concepts. Given the challenges these trends present, the 

federal government needs to engage in a comprehensive review, 

reassessment, reprioritization, and as appropriate, re-engineering of 

what the government does, how it does business, and in some cases, who 

does the government’s business. Leading public and private 

organizations in the United States and abroad have found that for 

organizations to successfully transform themselves, they must often 

fundamentally change their cultures so they are more results oriented, 

customer focused, and collaborative in nature.



The nation’s response to the September 11TH terrorist attacks and the 

continuing consideration of how best to structure a new Department of 

Homeland Security (DHS) are manifestations of the transition and 

transformation under way in the federal government. The creation of DHS 

will represent an enormous management challenge. Over 170,000 federal 

employees from over 20 originating agencies or their components with 

differing missions, cultures, systems, and procedures will need to be 

efficiently and effectively integrated into a single department. While 

the events and issues surrounding the creation of DHS represent a major 

transformation challenge for the U.S. government, there are many other 

such challenges that also need to be addressed.



On September 24, 2002, GAO convened a forum to identify and discuss 

useful practices and lessons learned from major private and public 

sector organizational mergers, acquisitions, and transformations that 

federal agencies could implement to successfully transform their 

cultures and a DHS could use to merge its various originating 

components into a unified department. The invited participants were a 

cross section of leaders in the public and private sectors who have had 

experience managing large-scale organizational mergers, acquisitions, 

and transformations, as well as leading academics and others who have 

studied these efforts. As agreed with the participants, the purpose of 

the discussion was not to reach a consensus, but rather to engage in an 

open, nonattribution-based dialogue. Therefore, appendix I of this 

letter summarizes the collective discussion and does not necessarily 

represent the views of any individual participant, including GAO.



Many major mergers and acquisitions in the private sector do not live 

up to their expectations or potential. In the short term, the 

experience of major private sector mergers and acquisitions is that 

productivity and effectiveness actually decline in the period 

immediately following a merger and acquisition. This happens for a 

number of reasons. For example, attention is concentrated on critical 

and immediate integration issues and diverted from longer-term mission 

issues. In addition, employees and managers inevitably worry about 

their place in the new organization. The key is to adopt practices that 

minimize the duration and the significance of the reduced productivity 

and effectiveness and ultimately create a new organization that is more 

than the “sum of its parts.”:



The research suggests that the failure to adequately address--and often 

even consider--a wide variety of people and cultural issues is at the 

heart of unsuccessful mergers, acquisitions, and transformations. But 

this does not have to be the case. While there is no one right way to 

manage a successful merger, acquisition, or transformation, the 

experiences of both successful and unsuccessful efforts suggest that 

there are practices that are key to their success. These key practices, 

detailed in appendix I, can serve as a basis for subsequent 

consideration as federal agencies seek to transform their cultures in 

response to governance challenges. These practices include the 

following.



1. Ensure top leadership drives the transformation;



2. Establish a coherent mission and integrated strategic goals to guide 

the transformation;



3. Focus on a key set of principles and priorities at the outset of the 

transformation;



4. Set implementation goals and a timeline to build momentum and show 

progress from day one;



5. Dedicate an implementation team to manage the transformation 

process;



6. Use the performance management system to define responsibility and 

assure accountability for change;



7. Establish a communication strategy to create shared expectations and 

report related progress;



8. Involve employees to obtain their ideas and gain their ownership for 

the transformation; and



9. Build a world-class organization.



A successful merger and acquisition in the private sector can be very 

difficult. In fact, successful merger and transformation efforts can be 

much more difficult to achieve in the public sector than in the private 

sector. Public sector efforts must contend with more stakeholders and 

power centers, less management flexibility, and greater transparency 

than in the private sector. Moreover, creating a successful DHS may be 

especially difficult because of the size, complexity, and importance of 

the effort.



The continuing discussion about how best to structure DHS has raised 

questions regarding how the Congress can best meet its oversight, 

authorizing, and appropriation responsibilities for the new department. 

As currently envisioned, DHS will be comprised of over 20 federal 

agencies or their components with numerous congressional committees of 

jurisdiction. Given this significant reorganization of the executive 

branch, the Congress should explore ways to facilitate conducting its 

responsibilities in a more consolidated and integrated manner. Whether 

or not the Congress does so could serve to have an impact on the 

effective implementation and oversight of DHS.



Moving forward, GAO will continue to play a professional, objective, 

and constructive role in assisting the Congress and the executive 

branch as agencies implement transformation initiatives and DHS is 

created and becomes operational. For example, working with a wide range 

of interested parties, we will seek to identify specific implementation 

steps along with illustrative private and public sector examples for 

the key practices raised at the forum.



Appendix I provides highlights of the discussion organized around the 

key practices forum participants identified, as well as subsequent 

comments we received from the participants on a draft summary of the 

forum discussion. Appendix II provides a list of the participants and 

observers.



For additional information on our work on federal agency transformation 

efforts and strategic human capital management, please contact J. 

Christopher Mihm, Director, Strategic Issues, on (202) 512-6806 or at 

mihmj@gao.gov.



I wish to thank each of the participants in the forum for taking the 

time to share their knowledge and to provide their insights and 

perspectives on the important matters this document discusses. I look 

forward to working with them on other important issues of mutual 

interest and concern in the future.



David M. Walker

Comptroller General of the United States



Signed by David M. Walker



[End of figure]



Mergers and Transformation Forum: Lessons Learned for a Department of 

Homeland Security and Other Federal Agencies:



Highlights of Forum Discussion:



The forum’s overall purpose was to identify and discuss useful 

practices and lessons learned from major private and public sector 

organizational mergers, acquisitions, and transformations that federal 

agencies could implement to successfully transform their cultures and a 

Department of Homeland Security (DHS) could use to merge its various 

originating components into a unified department. The forum neither 

sought nor achieved consensus on all of the issues identified through 

the discussion. In fact, no two merger, acquisition, or transformation 

efforts are exactly alike and the “best” approach for any given effort 

therefore depends upon a variety of factors specific to each context. 

Nevertheless, there was general agreement on a number of key practices 

that have consistently been found at the center of successful mergers, 

acquisitions, and transformations. These key practices can serve as a 

basis for subsequent consideration as agencies transform their cultures 

to be prepared to address governance challenges. These practices 

include the following.



1. Ensure top leadership drives the transformation:



There was widespread agreement that strong, inspirational leadership is 

indispensable to successful transformations. Leadership must set the 

direction, pace, and tone for the transformation and is essential to 

provide a clear, consistent rationale that brings together the 

originating components behind a single mission to guide the 

transformation. By its very nature, the transformation process entails 

fundamental change. Top leadership that is clearly and personally 

leading the change presents stability and provides an identifiable 

source for employees to rally around during tumultuous times. 

Consistent leadership helps the process stay the course and can help 

bridge the differences in leadership and management styles among the 

originating components. This view is consistent with the views of 

participants at a recent GAO-sponsored roundtable where they agreed 

that it was important to elevate, integrate, and institutionalize 

responsibility for transformation and management issues in agencies 

across the federal government.[Footnote 1]



While the indispensable role of top leadership was cited (in the 

federal context, the agency Secretary, Deputy Secretary, and other 

high-level political appointees), it was also noted that it is 

important to have a cadre of champions (such as political and career 

executives) from within the organization to work with top leadership to 

ensure changes are thoroughly implemented and sustained over time. For 

example, one participant mentioned a senior executive council that was 

particularly useful in developing leadership’s direction and 

communicating its position.



The participants also stressed that while fundamental change in 

organizations can take years, it is important to move quickly to both 

“make a statement” about the importance of change and top leadership’s 

conviction to making it, as well as provide early successes. Thus, 

participants agreed that speed is critically important and decisions 

about matters such as the basic processes and systems to adopt for the 

new organization need to be made quickly. For example, an “80/20 

approach” was mentioned as a general guide in quickly making decisions. 

That is, it is more important to take prudent, managed risks and make 

decisions quickly with the expectation that 80 percent of them will 

prove to have been the right decision over time, rather than delay 

decisions in order to get 100 percent of them right. Thus, while making 

decisions naturally entails risk to the organization, the benefits of 

acting quickly outweigh those of waiting for the “perfect solution.” 

The participants also noted that top leadership needs to set clear 

priorities and spend the bulk of its time addressing the most critical 

issues. Too often, it was noted, top leadership tends to expend 

unnecessary time and effort on easy and mundane aspects of the 

integration rather than directly tackle the difficult cultural issues 

that will ultimately determine if the integration is successful.



On the other hand, a successful merger, acquisition, and transformation 

process will take years and the pace cannot be forced. (Prior GAO work 

has noted that the experiences of successful major change management 

initiatives in large private and public sector organizations suggest it 

can often take at least 5 to 7 years until such initiatives are fully 

implemented and the related cultures are transformed in a sustainable 

manner.) One participant noted that the speed of the transformation 

process is an important difference between the public and private 

sectors. The private sector is typically thought to be able to 

implement change more quickly because there are fewer issues with 

public policy implications that arise during the merger, acquisition, 

or transformation; fewer legal and political constraints to be 

addressed; and less transparency to outside parties. Nevertheless, the 

public sector needs to find ways to act quickly and better manage risk.



2. Establish a coherent mission and integrated strategic goals to guide 

the transformation:



The participants agreed that the mission and strategic goals of a 

transformed organization must become the focus of the transformation, 

define the culture, and serve as a vehicle for employees to unite and 

rally around. Mission clarity is especially essential to define the 

purpose of the transformation to employees, customers, and 

stakeholders. In addition, the strategic goals must align with and 

support the mission and serve as the continuing, visible guideposts for 

decisionmaking.



The mission and strategic goals must be clear to employees, customers, 

and stakeholders and be seen as the driving force of the changes that 

are being made. A well-defined mission and strategic goals also are 

essential to helping the new organization and its customers and 

stakeholders make intelligent trade-offs among short-and long-term 

wants, needs, and affordability and to ensuring that program and 

resource commitments made early in the transformation process are 

sustainable over the long run. The mission and strategic goals are also 

important because affected organizations and employees may not at first 

see a direct personal connection to the transformation or may have 

other responsibilities separate from the purpose of the transformation. 

In successful transformation efforts, developing, communicating, and 

constantly reinforcing the mission and strategic goals give employees a 

sense of what the organization intends to accomplish, as well as help 

employees figure out how their positions fit in with the new 

organization and what they need to do differently to help the new 

organization be successful.



Participants noted that in the public sector, the potential of the 

mission and strategic goals to unite and motivate the workforce is 

extraordinary. Patriotism can be an especially powerful unifying theme 

for public sector employees. In particular, new DHS employees can be 

shown the direct connection between their work and protecting the 

security of the American people, making a difference in people’s lives, 

and being a part of history.



3. Focus on a key set of principles and priorities at the outset of the 

transformation:



In bringing together the originating components, the new organization 

must have a clear set of principles and priorities that serve as a 

framework to help the organization create a new culture and drive 

employee behaviors. Leadership identifies these principles and 

priorities at the outset of the transformation. These principles and 

priorities range from the core values that are fundamental to the 

organization to the color of any uniforms.



Principles are the core values of the new organization and they define 

the attributes that are intrinsically important to what the new 

organization does and how it will do it. They represent institutional 

beliefs and boundaries. A set of core values becomes embedded in every 

aspect of the organization and, like the mission and strategic goals, 

can serve as an anchor that remains valid and enduring while 

organizations, personnel, programs, and processes may change. For 

example, a participant cited “success of our customers” as a core value 

in a recent merger and acquisition and this value was reflected in the 

employees’ work and the culture of the new organization.



In developing priorities, leadership should engage employees to learn 

about what is important to them and what should be included in the new 

organization. For example, leadership should learn about the symbols 

that are important to employees. One participant mentioned that 

employees might want to retain a style or color of a uniform that is 

based on long-standing tradition, but would be willing to accept the 

new organization’s badge for all employees to wear.



4. Set implementation goals and a timeline to build momentum and show 

progress from day one:



The participants stressed that the merger, acquisition, and 

transformation process is a substantial commitment that could take 

years before it is completed and must be carefully and closely managed. 

As a result, it is essential to establish over the long term action-

oriented implementation goals and a timeline with milestone dates to 

track the organization’s progress towards its intermediate and long-

term transformation goals. By demonstrating progress towards these 

transformation goals, the organization builds momentum and demonstrates 

that real progress is being made. In addition, having implementation 

goals and milestone dates helps pinpoint performance shortfalls and 

gaps and suggests midcourse corrections, including any needed 

adjustments to the organization’s future goals and milestones.



The participants also agreed that as part of developing the 

implementation goals and the timeline, it was helpful to think in terms 

of multiple “Day Ones” for the entire transformation process. The point 

of thinking in terms of multiple Day Ones is to determine--and focus 

attention squarely on--critical phases and the essential activities 

that need to be completed by and on any given date. This is especially 

true for every major, publicly evident milestone. For example, on the 

first day of operation--the most prominent public milestone--such 

activities include determining who will speak for the organization, 

what information will be provided, and how questions will be addressed. 

One participant noted that in the private sector, leadership does not 

begin a merger and acquisition until they know clearly how to launch it 

and have set a timeline for what they want to accomplish and by when. 

For private sector mergers and acquisitions, the first Day One is in 

the early due diligence stage and subsequent Day Ones include the 

public announcement of a planned merger and acquisition, the 

ratification of a formal agreement and its effective date, as well as 

dates that map the key implementation milestones. At a minimum, 

successful mergers and acquisitions have careful and thorough 30-, 60-

, and 90-day plans in place well before the effective implementation 

date.



Thinking in terms of multiple Day Ones may prove a challenge for the 

federal government, where Day One is usually defined as the effective 

date of the new organization as specified in statute. While 

participants offered different perspectives on what is needed to be 

accomplished by that Day One--ranging from establishing the leadership 

and infrastructure for the organization to installing uniform 

telephone, E-mail, and computer systems--there was consensus that the 

first step is defining the mission of the transformed organization to 

communicate a common sense of purpose.



5. Dedicate an implementation team to manage the transformation 

process:



There was widespread acknowledgment among participants that dedicating 

a strong and stable implementation team that will be responsible for 

the transformation’s day-to-day management is important to ensuring 

that it receives the focused, full-time attention needed to be 

sustained and successful. A key responsibility of the team is to be 

able to answer questions from employees and other stakeholders on the 

transformation process. The implementation team is also important to 

ensuring that various change initiatives are sequenced and implemented 

in a coherent and integrated way. Because a transformation process is a 

massive undertaking, the team must have direct access and be 

accountable to top leadership. In turn, top leadership must vest the 

team with the necessary authority and resources to set priorities, make 

timely decisions, and move quickly to implement top leadership’s 

decisions regarding the transformation. The team leader is a full-time 

job and should be dedicated for the duration of the transformation 

process.



The size of the implementation team needs to be scaled to the size of 

the merger, acquisition, or transformation effort. For example, a 

participant from the private sector noted that a small merger might 

require only 20 to 30 team members to implement whereas a merger of two 

major corporations might require over 2,000 individuals to be involved 

at various points. The composition of the implementation team is also 

important because of the visual sign it communicates regarding which 

components are dominant and subordinate or whether the new organization 

is a “merger of equals.” In this latter case, the team should consist 

of a balance of employees from the various components, rather than just 

one. This is important to help employees see that they are being 

represented and that their views are being considered in the decision-

making process. An implementation team that has a disproportionate 

number of members from one of the originating components could convey 

the unintended impression that that component is dominating the 

process. The implementation team is also a visible sign that top 

leadership considers team building in itself to be important and values 

this approach to carrying out the transformation process and to 

conducting future business.



In the private sector, an implementation team in some form is ideally 

already in place and fully operating well before a merger and 

acquisition is publicly announced. This team has a key role in 

overseeing the due diligence that is part of a successful merger and 

acquisition. The due diligence should include not only the key 

financial matters that are central to any transaction, but also 

important organizational and cultural matters that indicate the 

forthcoming integration challenges and opportunities.



6. Use the performance management system to define responsibility and 

assure accountability for change:



Participants agreed that the new organization’s performance management 

system must create a “line of sight” showing how team, unit, and 

individual performance can contribute to overall organizational 

results. The performance management system can help manage and direct 

the transformation process. The system serves as the basis for setting 

expectations for employees’ roles in the transformation process. It 

also evaluates individual performance and contributions to the success 

of the transformation process and ultimately, organizational results.



To be successful, transformation efforts must have leaders, managers, 

and employees who have the individual competencies to integrate and 

create synergy among the multiple organizations involved in the 

transformation effort. These successful efforts measure individual 

performance and contributions on competencies such as change 

management, cultural sensitivity, teamwork and collaboration, and 

information sharing. Leaders, managers, and employees who demonstrate 

these competencies are rewarded for their success in contributing to 

the achievement of the transformation process.



In this regard, GAO has reported that agencies in other countries use 

performance agreements that articulate specific competencies as a tool 

to link employees’ roles and responsibilities to specific 

organizational initiatives and desired outcomes and then evaluate 

employee contributions to those initiatives.[Footnote 2] For example, 

in the United Kingdom, executives in the Senior Civil Service are 

evaluated on and rewarded for their demonstration of competencies such 

as “adopting a leadership style to suit different people, cultures, and 

situations.” In the Province of Ontario, Canada, senior executives and 

some managers link commitments contained in their individual 

performance plans to key provincial priorities such as fostering a 

culture of innovation.



In the United States, GAO has found that there are significant 

opportunities to use the performance management system to explicitly 

link senior executive expectations for performance to results-oriented 

organizational goals.[Footnote 3] There is a need to hold senior 

executives accountable for demonstrating competencies in leading and 

facilitating change and fostering collaboration both within and across 

organizational boundaries to achieve results. Expectations such as 

these will be critical to achieving transformation changes.



7. Establish a communication strategy to create shared expectations and 

report related progress:



There was consensus that having an effective and ongoing internal and 

external communication strategy is essential to making transformation 

happen. In fact, given the importance of an effective communication 

effort, one participant observed that a successful communication effort 

will require twice the time and effort that was at first planned--no 

matter how ambitious the original plan was. Communication is most 

effective when done early, clearly, often, and is downward, upward, and 

lateral. Participants noted that the organization must develop a 

comprehensive communication strategy that reaches out to employees, 

customers, and stakeholders and seeks to genuinely engage them in the 

transformation process. Communication is not about just “pushing the 

message out,” but it should facilitate a two-way honest exchange with 

and allow for feedback from the employees, customers, and stakeholders. 

This communication is central to forming the effective internal and 

external partnerships that are vital to the success of any 

organization.



Communicating with employees must include topics such as the new 

organization’s strategic goals, customer service, and in particular, 

employee concerns. It is important to help employees understand how the 

changes from the transformation process will affect them and to address 

the immediate and natural question: “What’s in it for me?” Employees 

will be concerned about whether their jobs will be affected, what their 

rights and protections will be, or how their responsibilities might 

change with the new organization. According to one participant, private 

sector experience with mergers and acquisitions suggests that over 40 

percent of executives in acquired companies leave within the first year 

and 75 percent within the first 3 years. While some turnover is to be 

expected and is appropriate, the new organization must “re-recruit” its 

key talent to limit the loss of needed individuals who leave because 

they do not see their place in the new organization.



Communicating with customers and stakeholders should also be a top 

priority and is central to forming the partnerships that are needed to 

develop and implement the organization’s strategies. Participants 

suggested ways to keep customers and stakeholders informed and engaged 

in the transformation process through satellite broadcasts, town hall 

meetings, Internet sites, and newsletters sent out via E-mail to 

explain the reasons behind the changes occurring with the 

transformation. Importantly, if the organization makes the commitment 

to communicate with employees, customers, and stakeholders from the 

beginning, it must continue to do so or risk losing internal and 

external credibility.



A communication strategy is especially crucial in the public sector 

where policymaking and program management demands transparency and a 

full range of stakeholders and interested parties are concerned not 

only with what results are to be achieved, but also which processes are 

to be used to achieve those results. This demand for transparency is a 

fact that needs to be accepted in any public sector transformation.



Leadership can lead by example by creating transparency and engaging in 

open and two-way communication. One federal participant said that 

during the transformation he was leading, he fostered open 

communication by widely disseminating information on his plans when 

still in draft form. This openness gave employees and other 

stakeholders an opportunity to provide early input and shape 

transformation efforts. In addition, employee anxiety about what 

changes were occurring and why was reduced. Finally, this openness 

helped top leadership provide a context for its plans rather than 

having that context be framed by rumors and partial information.



8. Involve employees to obtain their ideas and gain their ownership for 

the transformation:



There was a general consensus among the participants that the new 

organization must involve employees in the merger, acquisition, or 

transformation process from the beginning to achieve their ownership 

for the changes that are occurring in the organization. Moreover, 

employee involvement strengthens the transformation process by 

including frontline perspectives and experiences. By participating in 

transformation task teams, employees have additional opportunities to 

share their experiences and shape policies and procedures as they are 

being developed. While it is an important investment to involve 

employees in the transformation process, there are cautions. Day-to-day 

operations, service quality, and mission accomplishment must continue 

to take first priority. Organizations and their employees must guard 

against being so involved in implementing their transformation 

initiatives that they lose sight of the fundamental reason for the 

transformation--improved results.



In addition, there tends to be a relatively small group of employees in 

every organization who will resist any meaningful change and will not 

or cannot buy into the transformation no matter how compelling the case 

for change may be. This group of employees may try to “wait out” the 

transformation and think that it will pass without taking hold. 

Ultimately, these employees either must accept the changes under way or 

be helped to move elsewhere within the organization or out of it. 

Finally, especially while in the midst of the transformation process, 

the organization should not ignore valuable traditional activities, 

events, and rituals that are important to employees, such as employee 

recognition ceremonies. These activities help to provide a sense that 

the new organization, while becoming fundamentally different from what 

it once was, will nonetheless retain positive elements of the old 

organization.



9. Build a world-class organization:



Successful change efforts start with a vision of radically improved 

performance and the relentless organizationwide pursuit of that vision. 

Fundamentally, a change of culture is at the heart of a successful 

merger, acquisition, and transformation. The importance of redefining 

the organizational culture should be not avoided, but rather must be 

aggressively addressed at the outset and throughout the transformation 

process. In addition, successful mergers, acquisitions, and 

transformations require enormous investments in time, leadership 

commitment, energy, and resources. Participants agreed that it is 

therefore critical that the organization not suboptimize in making any 

needed personnel, systems, and process changes.



The private sector experience with mergers and acquisitions suggests 

that success is more likely when the best individuals are selected for 

each position based on their competencies rather than the originating 

component where they worked. That is, the new organization needs to 

avoid a situation where key personnel selections are made on a basis of 

an understanding that each of the originating components gets its 

“turn” in the selection process. Such an approach not only undermines 

the quality of the selections, but also raises questions about top 

leadership’s ability and commitment to creating a new, integrated 

organization.



The participants made a similar point with regard to systems and 

processes. Successful private sector mergers and acquisitions determine 

at the earliest opportunity the essential systems and processes that 

will need to be consistent across the organization and those that, at 

least initially, can differ across the organization. These decisions, 

the participants stressed, are based not only on what is necessary from 

the standpoint of operational efficiency and effectiveness, but also on 

what messages are to be sent to employees and customers. For example, 

the decision to use an organizationwide convention for E-mail addresses 

on the first day of operation can send a powerful message about the 

seriousness of the effort to create a coherent organization and the 

speed at which that effort will take place.



The participants also noted that successful mergers and acquisitions 

seek to implement best practices in the systems and processes wherever 

they may be found and guard against automatically adopting the 

approaches used by the largest or acquiring component. The risk is that 

the new organization may migrate less than fully efficient and 

effective systems and processes merely because those systems and 

processes are most often used. Over the longer term, successful mergers 

and acquisitions, like successful organizations generally, seek to 

learn from best practices and create a set of systems and processes 

that are tailored to the specific needs and circumstances of the new 

organization.



In the federal context, this means that agencies need to ensure that 

they are maximizing their use of existing authorities and flexibilities 

and, as appropriate, making a business case for targeted additional 

legislative changes. Any additional changes should provide reasonable 

flexibility to help integrate and optimize the economy, efficiency, and 

effectiveness of the organization while incorporating appropriate 

transparency mechanisms and safeguards to prevent abuse of employees. 

Further, several participants observed that the Congress needs to take 

steps to assure that it can conduct its oversight, authorizing, and 

appropriation responsibilities for a new DHS in an efficient and 

effective manner. As currently envisioned, DHS would be comprised of 

over 20 federal agencies or their components with numerous 

congressional committees of jurisdiction. Given this significant 

reorganization of the executive branch, participants commented that the 

Congress should be strongly encouraged to explore ways to facilitate 

conducting its responsibilities in a more consolidated and integrated 

manner. Whether or not the Congress does so will likely have an impact 

on the timeliness and effectiveness of DHS’ implementation efforts.



In summary, as the news in the business press shows each day, the 

private sector experience with mergers and acquisitions is mixed. That 

experience, which suggests that attention to people and cultural issues 

is the key to success, provides a valuable set of lessons for the 

federal government. In that regard, the participants at the forum 

identified a set of broad practices that have been shown to be 

essential to a successful merger, acquisition, or transformation 

effort. Most immediately, the practices provide a starting point for 

the Congress and the executive branch in ensuring that a new DHS will 

be effectively implemented as quickly as possible. These practices also 

provide a general framework that can be used to help other federal 

government entities transform themselves to meet the challenges of the 

21ST century.



Mergers and Transformation Forum: Lessons Learned for a Department of 

Homeland Security and Other Federal Agencies:



Facilitator:



David M. Walker, Comptroller General of the United States

U.S. General Accounting Office (GAO):



Participants:



Margot Bester, Attorney-Advisor: Transportation Security 
Administration:



Jay Bourgeois, Professor, Darden Graduate School of Business

Administration, University of Virginia:



Anthony Calenda, Director of Strategy and Business Development, 

Citigroup, Inc.



Jay Connor, Vice President of Strategies and Marketing, Consulting and

Integration, Hewlett-Packard Company:



Amy Donahue, Special Assistant to the Administrator on Homeland 

Security, National Aeronautics and Space Administration:



John Hamre, President and Chief Executive Officer, Center for Strategic 

and International Studies:



Colleen M. Kelley, President, National Treasury Employees Union:



Paula Larkin,Managing Director, Business Resiliency and Crisis

Management, J.P. Morgan Chase:



Wilson Lowery, Jr. Executive Assistant Director for FBI Administration,

Federal Bureau of Investigation:



Marcia Marsh, Vice President, Strategic Human Resources Planning,

Partnership for Public Service:



Patricia McGinnis, President and Chief Executive OfficerCouncil for 

Excellence in Government:



Bob O’Neill, President, National Academy of Public Administration:



Donna Richbourg, Director of Acquisition Initiatives, Office of the 

Under Secretary of Defense, Department of Defense:



Charles O. Rossotti, Commissioner, Internal Revenue Service:



Larry Schein, Senior Fellow (retired), The Conference Board:



Jeff Shuman, Vice President of Human Resources, Information 

Technology, Northrup Grumman:



A.W. Pete Smith, President and Chief Executive Officer,Private Sector 

Council:



Max Stier, President and Chief Executive Officer, Partnership for 

Public Service:



Molly Tschang Senior Director, Business Development Integration Group,

Cisco Systems, Inc.



Kevin P. Varney, Director, New Threats Program, Business Executives for 

National Security



Paul Yingling, Director, Finance and Restructuring, Lockheed Martin 

Corporation:



Observers:



Mitchell E. Daniels, Jr., Director, Office of Management and Budget:



Mark W. Everson, Deputy Director for Management, Office of Management

and Budget:



(450119):



FOOTNOTES



[1] U.S. General Accounting Office, Highlights of a GAO Roundtable: The 

Chief Operating Officer Concept: A Potential Strategy To Address 

Federal Governance Challenges, GAO-03-192SP (Washington, D.C.: Oct. 4, 

2002).



[2] U.S. General Accounting Office, Results-Oriented Cultures: Insights 

for U.S. Agencies from Other Countries’ Performance Management 

Initiatives, GAO-02-862 (Washington, D.C.: Aug. 2, 2002).



[3] U.S. General Accounting Office, Results-Oriented Cultures: Using 

Balanced Expectations to Manage Senior Executive Performance, GAO-02-

966 (Washington, D.C.: Sept. 27, 2002). 



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