The interview is performed as the empirical part of a master thesis at Norwegian School of Economics
The objective with the interview is to understand how internal control systems have changed in one specific buyout case.
The focus will be on systems that the management uses to get the company to work against defined goals and strategies.
In other words, the focus is on the systems that the management and possibly the owners use.
E.g.: Use of financial measures can ensure that employees focus on what is needed to reach predefined goals. Together with for example incentive system this will increase the possibility for employees doing what is preferable for the company. Further, control systems also include the use of such as reporting routines and system, financial and non-financial measures, planning systems etc.
Beyond understanding which systems that are used and which have been introduced/discarded post buyout, it is also sought to understand how these changes have occurred and how the PE firm possibly have impacted this.
Interview structure:
1. Introduction
2. The PE-company and the acquired company (the CASE) 3. Changes in the control system
4. Influence on the changes in the control system 5. Concluding remarks
The interview is completely confidential and all information will be anonymised in the final paper
1. Introduction
Information and introduction to the interview
2. The PE-company and the acquired company (the CASE)
PE-company
Short questions about the PE firm What kind of companies is in focus?
Main objective of investment?
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Acquired company
Background information about the acquired company If possible this information can be sent in advance
- Company history
- In which industry does the company operate, and what are the characteristics of this industry?
- Intensity of competition in the industry?
- What strategic position does the company have?
- What is the core product and competence to the company?
- Revenue?
- EBITDA?
- Key indicators: ROE/ROIC/RI/EVA - Leverage?
- Ownership?
Rationale for acquisition
Why was this company chosen as a target company?
Biggest potentials for improvement pre-buyout?
The role of the PE-company
What role do you take as an owner?
In your opinion, how do you create value?
3. Changes in the control system
Strategy Strategy before buyout Strategy now
What are the most significant and important changes+
Control- and management systems
IN GENERAL
How will you characterize that the internal control system has changed – in general?
Planning controls and systems
What types of systems for planning are being used?
- Short-term planning – tactical focus - Long-term planning – more strategic focus
NB: Not financial planning (not budgets). Also not pure strategic planning. More focus on planning how and when tasks should be performed.
Cybernetic systems and controls Gives feedback
Systems that measure and give feedback about variance Which systems exist, before and after buyout?
Budgets
The use of budgets?
Is achievements in relation to budget been used as a management tool?
Financial goals and measurement systems The use of financial targets//key figures?
ROI, ROCE, RI, EVA
Are employees being held responsible for certain financial goals?
Non-financial goals and measurement systems
Are employees being held responsible for certain non-financial goals?
E.g.: customer satisfaction, process goals, measures of efficiency Hybrids (both financial and non-financial in one tool – e.g. BSC) Is a form of Balanced Scorecard being used?
Reward and compensation
- incentive systems
What forms of incentive systems are being used?
Introduction of new incentive systems?
Management level vs. lower levels?
Administrative controls
Management of activities through the organization of individuals and groups Governance structure
How has the governance structure and the way the board works been changed?
Organization structure
Have there been done any changes in the org. structure in the means of better goal achievement?
Better org. structure for cooperation and contact?
Does there exist profit units within the org?
Procedures and policies
How are procedures and policies to the employees specified?
Cultural controls
The use of:
- Values - Norms - Symbols
How is this being used for goal achievement?
Other diagnostical tools
What other systems/tools, than those already mentioned, are being used to determine how the company is performing?
Other tools for setting boundaries (boundary systems)
What other systems/tools, than those already mentioned, are being used to make sure that the company keeps itself within certain boundaries? For example, in relation to products and investments.
Other systems that are being used to stimulated creativity
and innovation
What other systems/tools, than those already mentioned, are being used to stimulate
employees? To improve the goal achievement? Other kind of incentive systems being used?
Systems to improve innovation?
4. Influence on the changes in the control system
Change initiation Can you describe how the changes have happened/occurred in the different kinds of systems? Who have initiated the changes?
The PE-company´s influence on changes
How have you as an owner influenced the changes in the systems we have talked about?
What kind of resistance/cooperation have you met during the process?
Management’s influence
on changes What changes have the management introduced/initiated?
Changes coming from
new/changed incentives? How important do you think that new or changed incentives have been for systems changes – both initiatives and the process of change?
5. Concluding remarks
Wrap-up question
Extra from the interviewee Thank you!