The Nonprofit Mergers Workbook Part I

David La Piana

Description

Nonprofit mergers are on the rise. Executive directors and board members are discovering the advantages: comprehensive service delivery, better finances, more powerful fundraising, increased market share. Bottom line, mergers make more mission possible. From assessing reasons and readiness, to finding a partner, to negotiating the best path, to budgeting and implementation, author David La Piana guides you through the maze of options with a steady hand. Based on experience with more than sixty mergers, this handbook is the perfect starting point for any nonprofit exploring a possible merger and a basic resource for all nonprofit managers.

You'll find:

• how to decide what kind of structure from collaboration to merger meets your goals


• how to know your own motivation and keep your mission forefront


• what kind of merger best fits your goals, structure, and financial situation


• how to seek merger partners and objectively assess the pros and cons of each


• how to manage the boards essential role in merger considerations; how to exercise due diligence and write the merger agreement


• how to deal with the rumor mill


• what you can do yourself, when to call in attorneys and consultants, and how to select them


• typical roadblocks and how to beat them


• how to move past old history and build new traditions as you integrate staff, management, boards, systems, and corporate cultures


• how to budget for and raise funds to implement the merger


• and much more!

Full merger case studies, decision trees, twenty-two worksheets, checklists, tips, milestones, an extensive resource section and many samples including the minutes of a completed merger negotiation give you concrete assistance with your own merger plans and implementation. A special chapter written for nonprofit organizational consultants explains their roles and responsibilities in assisting clients interested in merger.

Sujets

• Gestion et management
• Economics
• Business
• Leadership

Informations

• Publié par: Turner Publishing Company
• Date de parution: 10 septembre 2008
• Nombre de lectures: 0
• EAN13: 9781618589286
• Langue: English
• Poids de l'ouvrage: 1 Mo

Extrait

Turner Publishing Company 445 Park Avenue, 9th Floor New York, NY 10022 Phone: [phone] Fax: [phone]th Avenue North, Suite 950 Nashville, TN 37219 Phone: [phone] Fax: [phone] www.turnerpublishing.com
 
 
Copyright © 2000 by David La Piana.
Published by Turner Publishing Company with permission of Fieldstone Alliance
 
Fieldstone Alliance is committed to strengthening the performance of the nonprofit sector. Through the synergy of its consulting, training, publishing, and research and demonstration projects, Fieldstone Alliance provides solutions to issues facing nonprofits, funders, and the communities they serve. Fieldstone Alliance was formerly Wilder Publishing and Wilder Consulting departments of the Amherst H. Wilder Foundation. If you would like more information about Fieldstone Alliance and our services, please contact Fieldstone Alliance at 651-556-4500 or www.FieldstoneAlliance.org .
 
We hope you find this book useful! For information about other Fieldstone Alliance publications contact:
Fieldstone Alliance Publishing Center 800-274-6024 www.FieldstoneAlliance.org
 
Edited by Vincent Hyman Design and cover illustration by Rebecca Andrews Manufactured in the United States of America Fourth printing, July 2008
 
Library of Congress Cataloging-in-Publication Data
La Piana, David, 1954-
The nonprofit mergers workbook. Part I, The leader’s guide to considering, negotiating, and executing a merger / David La Piana and Robert Harrington. -- Updated ed.
p. cm.
9781618589286
1. Consolidation and merger of corporations. 2. Nonprofit organizations. I. Harrington, Robert. II. Title. III. Title: Leader’s guide to considering, negotiating, and executing a merger.
HD2746.5.L33 2008
658.1’62--dc22
2008027481
This book is dedicated to my parents, Charles and Virginia La Piana.
Acknowledgments
The author wishes to acknowledge his debt to the following persons and organizations, without whose support this project would not have been possible. Heather Gowdy of La Piana Associates, Inc. provided invaluable editorial assistance, preparation of worksheets, and writing of case studies; she redrafted sections of the workbook and contributed innumerable suggestions for its improvement. Alfredo Vergara-Lobo of La Piana Associates, Inc. carefully read the text, drafted the case studies, and annotated the references. Mike Allison, Steve Lew, and Tim Wolfred of CompassPoint, our partners in the AIDS Service Organizations Strategic Restructuring Project, helped test and revise the costs section of the workbook. The members of the Strategic Solutions Project’s Advisory Board—James E. Canales and Martha Campbell of The James Irvine Foundation, Barbara Kibbe and Richard Green of The David and Lucile Packard Foundation, and Steve Toben and Natasha Terk of The William and Flora Hewlett Foundation—provided moral, intellectual, and financial support for this project.
 
A special thanks to those people who reviewed the field test draft of this book:

Mike Allison Jane Arsenault Daniel Bowling Martha Campbell Tom Courtney Liza Culick Claudia Dengler Kate Dewey Margaret Donohoe Elizabeth Elliott Michael Groh Robert Harrington Norah Holmgren Ginger Hope Linda Hoskins Bob Kardon Amelia Kohm Carol Lukas Tom McLaughlin Richard L. Moyers Christine Park Karen Ray Arthur Rieman William P. Ryan Robert Teeter Jim Thomas Janice Williams Linda Williams David Yamakawa Jr.
Preface
I first became interested in nonprofit mergers when, as executive director of a growing human service nonprofit in the early 1990s, I led my organization through three mergers in the space of four years. Each merger experience was truly unique and entirely different from the others. I now refer to these early experiences as “the good, the bad, and the ugly.” Despite their pronounced differences, I found certain common themes in these experiences. This paradox intrigued me. Struggling to make sense of these mergers, I was surprised to discover that I could find no resources to turn to: no books, articles, or pamphlets on the topic; no other executive directors who had been through a merger whom I could identify and question. I was alone.
 
Motivated in part by a desire to better understand my own merger experiences, in part by a need to find others who had similar experiences, and also in part by my realization that the field was lacking in resources on this important activity, I wrote a short article describing my ideas about nonprofit mergers for The Nonprofit Times . Shortly thereafter I had the good fortune to meet Nancy Axelrod, founding president of the National Center for Nonprofit Boards. Nancy and I agreed that a monograph on the topic was necessary, and that I would write it.
 
Appearing in 1994, Nonprofit Mergers: The Board’s Responsibility to Consider the Unthinkable 1 was the first widely published attempt at describing this increasingly prominent type of partnership. Since that date a trickle of publications and case studies has emerged. (See Resource List, pages 177–183, for a list of these.) The eager reception given to these works by the nonprofit community attests to the sustained and indeed growing level of interest in this topic among managers, board members, funders, and consultants.
 
I next explored the features of collaboration and strategic restructuring in a 1997 monograph, Beyond Collaboration: Strategic Restructuring of Nonprofit Organizations . This project was conceived, initiated, and supported by The James Irvine Foundation, a California philanthropy that had recently identified merger activity as an important new area of endeavor and concern for nonprofits and funders alike. In 1998, after the initial run of 10,000 was exhausted, Beyond Collaboration was reissued in a revised edition. This work coined the phrase strategic restructuring as shorthand for the full range of nonprofit partnership options: mergers, asset transfers, joint ventures, administrative or back office consolidations, joint programming, fiscal sponsorship arrangements, confederations, provider networks, parent-subsidiary relationships, and virtual organizations. While this term is gaining currency, these partnership options are still often referred to as “strategic alliances,” or as “mergers and strategic alliances.” The latter phrase is more technically accurate (mergers are a more intense form of partnership than alliances), but highlights the need for a single term to cover the continuum.
 
Whatever they are called, these endeavors have in common a single, crucial factor that distinguishes them from the broader concept of collaboration. In strategic restructuring, there is a change in the locus of control of at least a part of one or more of the organizations involved. This simple, central fact leads to most of the complications encountered in strategic restructuring, and in particular to the emotional roller-coaster ride that characterizes a nonprofit merger.
 
In 1997, at the urging of the James Irvine Foundation, the David and Lucile Packard Foundation, and the William and Flora Hewlett Foundation, I founded La Piana Associates, Inc., a consulting firm that helps nonprofits and foundations manage strategic issues. These foundations have made multiyear commitments to support The Strategic Solutions Project, an effort to expand the knowledge and practice base of the nonprofit sector with regard to strategic restructuring. Strategic Solutions has an ongoing research agenda and intends to produce materials (such as this workbook) of use to nonprofit leaders, board members, funders, and consultants. The project also provides training programs for nonprofit leaders and consultants and is actively seeking new and innovative forms of strategic restructuring.
 
The vast majority of La Piana Associates, Inc.’s work involves mergers or other forms of strategic restructuring. Since 1997, we’ve given dozens of workshops and speeches around the country to national and regional gatherings of funders, associations of nonprofit managers, and meetings of nonprofit management consultants. We have also facilitated and studied a number of strategic restructuring efforts, particularly mergers. At last count our total merger experience was sixty projects.
 
One theme, almost a plea, has emerged again and again in these interactions: the need for clear, practical, usable information that is accessible to nonprofit managers and their board members as they consider merger, the most common form of strategic restructuring. With no signs that the current trend toward partnering will abate, this workbook is intended to help nonprofit leaders engaged in or considering a merger to make the best decisions for their organizations, their fields, and their communities.
Table of Contents
Title Page Copyright Page Dedication Acknowledgments Preface Introduction CHAPTER 1 - Forms of Merger CHAPTER 2 - Internal Self-Assessment CHAPTER 3 - Interorganizational Assessment CHAPTER 4 - Anticipating Difficulties and Roadblocks CHAPTER 5 - Negotiation Stages and Strategies CHAPTER 6 - Implementation CHAPTER 7 - Funding a Merger CHAPTER 8 - For Consultants Only Appendices APPENDIX A - Sample Final Minutes from a Completed Negotiation APPENDIX B - Pre- and Post-Merger Organizational Profile APPENDIX C - Sample Ad for a Nonprofit Seeking a Partner APPENDIX D - Sample Confidentiality Agreement APPENDIX E - Sample Implementation/ Integration Plan Resource List Worksheets Index More results-oriented books from Fieldstone Alliance
Introduction
W HEREVER I have traveled, nonprofit leaders generally agree that the sector is witnessing a dramatic increase in the frequency with which mergers are being considered and executed. 2 The variety, comprehensiveness, and quality of available materials on the topic is growing; conference agendas and the contents of sector periodicals increasingly include related subject matter. Foundations, which fund much of the