The Top 10 Reasons or Motivations for buying your company

Posted by Chris on March 6th, 2010

Some time ago ( after I built this blog ) I came across a company called BCMS who had had a lot of experience in selling companies. I read the information on their website, downloaded various other information and ordered a copy of their excellent book  ” A refreshingly different approach to selling your business for maximum value “.

Later on I attended one of their excellent seminars. ( Very refreshing for Business Owners but a bit damning of normal accountants and lawyers !! )

In this presentation they highlighted the Top 10 reasons/motivations for company purchase ( in order of importance )

Source http://www.bcmscorporate.com/ ( NB. worth downloading their book ” Selling your business for maximum value ” )

Recently I have been working with a number of clients who are selling their businesses or who are still building their businesses with a view to exiting and I have emphasized these reasons and motivations to them and advised them to emphasize these points in a sale and keep these points in mind as they build their  businesses:
1. Client Base ( This is a dominant factor )
The quality of the customer base and repeatable and guaranteed business from those clients is a primary factor.
2. Potential for growth ( This is another dominant factor )
The potential for growth through the existing customer base and via new customers at home and abroad is also a primary factor.
3. Globalisation/regionalisation
We live in a globally connected world. Companies from India and China are looking to acquire in the U.K. and other countries. You must consider the applicability of your company to buyers from India, China and the U.S.A. at the very least. They will buy you because they have a global strategy or because they want to get into a particular region.
4. Ability to generate cash
Cash is King !! ( We didn’t need to say that eh ?? )
5. Development of products and services
If you have processes to ensure that you are ALWAYS at the forefront of your market this carries a high value.
6. Patents and IPR
If you have protected the patents and Intellectual Property Rights of your products and services this is valuable.
7. Operational and/or Financial synergies
You look at the operational and financial synergies and the costs that may be taken out and the additional profits and value that you bring to the purchaser.
8. Skilled workforce
The effort that you have put in to training and developing your workforce now comes to the fore.
9. Profit/ROI/multiples ( LAST )
Yes, amazingly, the very thing that the average accountant ( and probably some of the interested parties Financial Directors and advisers ) will value you on turns out not to be the thing that is held in most value – in fact it is the last !!
This is true now and will be true in n years time when your purchaser comes to do the same thing.
Companies will buy for strategic reasons NOT for multiples of profit or revenue.
When considering the value of your company consider it’s value to the potential purchaser 1 -3 years AFTER they have bought you.

Creating Business Value before disposal

Posted by Chris on February 1st, 2010

After I wrote the main ” Selling a Business ” section of the M&A Rainmaker blog I came across the BCMS Corporate website here

http://www.bcmscorporate.com/

BCMS Corporate are a fabulous, family owned professional services  business focussed on the SMB sector and helping them acquire and dispose of businesses. They have a great downloadable book on thier website which I highly recommend.

They have considerable experience in the sector and I found that thier approach and sales process had many similarities with the one that I used and have advocated here.

There is no doubt that maximising the value of a business requires that you approach large numbers of companies, globally, many of whom would not have been in acquisition mode. If the potential acquirer( through skillful analysis and salesmanship ) is then convinced of the synergy and accretive nature of the acquisition they will be inclined to pay more than simple financial valuations indicate.

If, in addition, emotive considerations come into play, such as ” There will only be one chance to buy this company ” or ” I have to buy this company before my competitors do ” the the valuations will climb further.

So, I am entirely supportive of the BCMS Corporate approach ( and I might not have outlined all thier special processes here ) and the fact that it helps to maximise valuations.

What I try to get over to companies is the fact that you have to be thinking about maximising valuations well before you decide to sell. BCMS Corporate ( or any other M&A or Corporate Finance house ) basically do thier very best with the hand that they are dealt. They probably have about 6-9 months to ” clean-up ” the company.

This is not enough for real value creation and for addressing all the factors that can inhibit the value of your company such as lack of succession planning.

The conundrum is how to begin addressing these issues at least 3 years BEFORE you decide to exit. It is likely that if the business is an ” exit route business ” value creation ( and all that goes with it ) will be built into the strategic plan. Lifestyle businesses that decide to exit some time into thier business life are a different matter.

One of the reasons for creating this blog was to make business owners aware IN ADVANCE of the need to prepare a business for exit years before the event. Clearly this is a bit of a challenge because if you are not thinking of an exit you are not likely to be spending any time or money planning for it !!

Actually this is happening ! My colleagues and I are working with some businesses who are planning for an exit some years away. They have said to us ” What do we need to do to maximise the value of our company if we sell in about 3-5 years ” ??? Clever people eh ??

I am not going to describe all the things that can be done if you have that much notice but let us mention a few:

– One big one involves crystal ball gazing !!! There is general agreement that you want to sell before your business reaches the peak of it’s lifecycle so that there is life and growth in the business for your acquirer. To do this you need to understand your market and your business cycle.

– More crystal ball gazing is involved in attempting to predict what acquirers will be looking for 3-5 years hence and who those acquirers might be. This is just hard – it is not necessarily impossible !!

– You should try to be providing what the industry regards as ” sexy ” or ” fashionable ” products and services ( I keep my eye on Gartners predictions for the High Tech market )

– Ideally you need to show scalability and replicatability in your products and services

– Ideally you should have global possibilities for the sale of your products and services

– You should have clearly defined processes within your business eg dealing with support issues, forecasting sales

– You should ideally have Intellectual Property ( I.P. ) , something unique that you have invented

– You should have recurring business ( eg maintenance and support contracts )

– You should have a succession plan for all the main management ( I call this the ” If we all go down in a plane test ” )

There are many others but hopefully this gives a sample.

My colleagues and I spend our time helping companies with these and other ” business valuation drivers “.

When you combine these with the correct disposal approach you will almost certainly have a great result.


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