Clean Teams

Many companies think the success of a PMI depends on what happens after the deal is completed. In reality, the strategic and tactical choices made before the deal is legally closed—and often before the bid has even been made—are what ultimately determine whether the integration will succeed or fail.

A clean team can be a highly effective weapon for unlocking synergies and enabling PMI success. This organization is legally separate from the acquirer and the target, and it operates in a so-called clean room that is physically (and sometimes electronically) separate from the participating organizations. The team is given privileged access to both parties’ data, including competitively sensitive information, before the deal is closed. The team can pinpoint, analyze, and quantify potential synergies to set provisional targets and to prepare a preliminary plan to realize those targets.

In many PMI efforts, BCG recommends that an acquirer establish a clean team in order to hit the ground running. We estimate that a clean team gives an acquirer a head start of several months, resulting in accelerated synergies and an increase in net present value that more than covers the cost of the clean team itself. It also helps mitigate any risks by identifying them early and developing plans to manage them after close.

A clean team isn’t appropriate for every merger or integration task. The structure of the team can range from relatively open (when there are few concerns about regulatory approval) to more restricted (when regulatory hurdles are high).

Whatever the specific circumstances, using a clean team is an optimal way to get a head start on the integration process and build momentum that will carry over once the deal is closed.

What Do Clean Teams Cover?

Clean teams should only deal with sensitive information. Other PMI teams can handle nonsensitive information.

Sensitive information includes specific data about:

  • Customers and suppliers (prices, volumes, and terms)
  • Product performance
  • R&D projects
  • Plant and equipment performance
  • Distribution center performance

Nonsensitive information includes:

  • Job assignments and requirements
  • Administrative locations
  • Customer service organization
  • HR systems and policies
  • Financial reporting formats
  • IT systems
  • Aggregated and generalized information about customers, suppliers, products, R&D, manufacturing, and distribution
Post-Merger Integration