Situation: A CEO has hired a banker to advise on the potential sale of a privately-held company. What else should she be doing in advance of the sale? How do you prepare to sell a company?
Advice from the CEOs:
Prior to moving forward with a banker, it is necessary to prepare a privately-held company for sale. Get an advisor – not a banker – to assist you. Search online for a good mergers and acquisitions advisor. If you know CEOs from other local companies, network with them to discover high quality advisors.
In selling a company, the final deal must provide for the survival and continuing effective operation of the company. A buyer may want assurances from you, or assistance in the transition. This can have a significant impact on your final payout.
Be prepared for the reality that you or someone else within the company will have to remain with the company post-sale. If this is to be another person, this individual will be very important to you during the negotiation process with potential buyers. Keep this individual up-to-date with your intentions and plans.
A company is more than numbers – it is a story. The story must be very crisp and compelling.
The buyer will want to perform due diligence before offering you a price and setting conditions on a purchase. This may involve more than you and your top managers. Communications within the company will be critical to keeping managers and employees informed and on-board.
You will want to have two or three potential buyers, both in case a top prospect fails, and to assure competition and a higher sale price.
Think carefully about your next move from a personal standpoint. Being at leisure may not fulfill you. What do you really want to do for the next segment of your life? This is far more important for you, personally, than you may estimate.
Situation: A company has remote employees who are on a wide variety of schedules. Retaining great employees is a challenge, and with this consistent service due to turn-over. How do they improve the relationships that they have with remote employees? How do you assure consistent reliable service?
Advice from the CEOs:
Guarantee employee income for a period after they lose a client and as you seek another assignment for them. Limit your exposure by setting hurdles – an employee must have served the company for X time to qualify for this benefit.
Create your own “down time” bank. Say you pay an employee $10. Give them $9 and put $1 into a bank so that you can pay them once they lose their current client. The fact that their bank is limited to the amount of these contributions creates an incentive not to draw down the bank.
Offer a paid day off per month of service.
How do you shift your business from commodity to specialty, as a value add business?
What Peace of Mind features could you provide to your clients to create added value and stickiness? For example, can you provide a portal into your system so that clients can access information on the services that you’ve provided, or enhance their ability to communicate with their own clients? What about access to time schedules, account notes, etc.
Look for a solution that will shift the industry.
Look at menu driven packaging and pricing options. Examples include discount pricing for purchase volume commitments or iPads for a significant level of investment.
Situation: Edgar Allen Poe’s “Surviving the Maelström,” is a tale is of three brothers whose fishing boat is caught in a monstrous whirlpool, and how the reaction of each brother determines his fate. Similarly, in times of uncertainty, our ability to react with either panic or a rational, reasoned response determines our fate. How do you survive a maelström?
Advice of the CEOs:
Based on Poe’s story, you need to replace fear with assurance, uncertainty with boldness, and doubt with conviction.
There are several potential financial bubbles forming including student loans and negative interest rate loans to sovereign governments. Both, in their own way, pose a threat to the international and domestic financial systems and could rapidly impact borrowing costs for companies. The solutions are to stay in ongoing contact with customers, and to stay light and flexible as companies so that you can adapt to market changes.
For Internet companies, the shift to Freemium offerings (a base product for free with pay as you go functional add-ons) makes it more difficult to design viable business models, and means new competition for established companies in low capital cost businesses. Again, a solution is to stay in ongoing contact with customers, constantly reinforcing your value proposition and the reality of switching costs.
Creative Destruction – particularly the emergence of new companies that threaten large customers and can change the value perception of suppliers’ core competencies. Solutions include ongoing communication with customers seeing what they see as “the next big thing,” focusing on continually improving our own core competencies, and possibly teaming with the more promising emerging companies.
The illusion that advertising will pay for everything – in reality, advertising dollars are a scarce resource like all other resources. Solutions include testing our own value-adds as an ongoing process, and creating fast-fail models to cost-effectively test our own promotions.
Definitions of value and productivity are no longer stable; all depends on the method of measurement. A solution is to remain aware of the innovator’s dilemma and to continually renew our value propositions.
A workforce in flux where young people don’t want to work for what they perceive as “old line” companies, as well as early-retiring baby boomers who may learn in 3-5 years that they can’t afford retirement. Solutions include focusing on employee engagement, building more flexible and “liberating” business models, and teaming younger with more experienced workers to cross-train each other.
Situation: A CEO feels overworked, fatigued and ready to retire! The core problem is a long-term employee who is constantly resisting the CEO’s the company’s strategic direction. How can the CEO alleviate this situation? How do you work with a resistant employee?
Advice from the CEOs:
If this individual is valuable, try to work with him first.
Can you give him a different focus – another role within the company for which his talents are suited and where he will make a significant contribution?
For a change like this to be effective it must be offered and accepted with the condition that this becomes his focus and not your strategic leadership of the company.
How is it best to have this conversation?
First, clearly state the direction of the company.
Then ask a question: What do you want to be doing for the next 5 years?
You may be surprised by the response to the question. It may lead you to a win-win solution; or it may become clear that this individual needs to be doing something else.
Conduct the discussion in two stages – but without a lot of time between these two discussions.
“You are valuable but things have to change. I prefer that you remain as part of the team, but on the strategic front you have a choice – are you on board or not?”
If after consideration the answer is that he is not on-board then you must let him go.
Don’t blindside this person. Think of a Resurrection versus a Come to Jesus Meeting.
If it turns out that you must get rid of this person you will wonder: why you didn’t do this 6 months ago.
Situation: A CEO recently attended a workshop on awareness of employees’ emotions. The message was that to effectively lead, the leader must be aware of both their own and their team’s emotions, and effectively address these in all communications. How have others acknowledged employee emotions? Can you effectively manage your team’s emotions?
Advice from the CEOs:
All companies have both cultures and ways in which employees and managers interact. These are either intentional or accidental.
It is important to develop a competency model for any company – skills and behaviors that reinforce company culture and guide both hiring decisions and personnel evaluations. Behaviors should be defined by competencies, including both technical and soft competencies.
Once a company competency model is established, position descriptions will be variations of the company competency model.
A competency model will help you to script candidate interviews. This works whether you use a panel or individual interview format. Questions should address past behavior in specific situations that the individual has experienced. Provide each interviewer with a set of questions that will help the interviewer understand how the candidate expresses soft competencies. Post-interview, get together and discuss how each candidate’s responses compare with the company model.
Supplement your interview results with a psychometric test which scores and effectively measure the key soft competencies expressed in your culture. Pair the psychometric test with cognitive testing to assess a candidate’s technical competency.
Use similar questions for employee evaluations or coaching situations. The difference will be that in the case of current employees, you will want to have the employee refer to situations and behaviors experienced at work or working with customers or company partners.
Special thanks to Maynard Brusman of Working Resources for leading this discussion.
Situation: A company has lost six people since the beginning of year – about 7% of employees. Currently the company doesn’t pay bonuses but increases salaries annually. The CEO has been considering creating a bonus pool, distributed based on performance points earned during the year, and including a component for employee longevity. How does your company award bonuses?
Advice from the CEOs:
There is fierce completion for good software engineers. You will lose people unless you focus on culture and pay bonuses of some sort.
Based on reasons that people left you need to start developing and enhancing your company culture.
Don’t kid yourself. You already have a company culture. Hire a consultant to help you identify it so that you are developing it along lines that you desire instead of by accident.
Make it clear that bonuses are not entitlements but are earned. There should be clear guidance as to bonus criteria.
Check out the following YouTube – “RSA Animate – The surprising truth about what motivates us” to see what motivates knowledge workers who are expected to develop creative solutions. The bottom line is that it is more than money!
An effective bonus program must have a bias toward performance – the metric is key. Be careful about the way you create metrics and incentives and be wary of unintended consequences.
Pay special attention to the quality and skills of your 1st and 2nd line managers.
Besides bonus, equity and culture – plan for 10% attrition. In your industry, this may be the norm.
Situation: A company has been approached by a larger company that may be interested in acquiring them. The prospective acquirer is a current customer. Absent an extraordinary offer, the company isn’t interested in selling. Nevertheless, a conversation could be valuable. How much information about the company should the CEO share now? How much do you share with a potential acquirer?
Advice from the CEOs:
The key term here is potential. At this point, there is no commitment, and you really don’t know the other company’s motivation. As you start this process, don’t share confidential details about your plans or prospects, or your pipeline. Just broad information. If things get serious, slowly open the kimono.
Make sure that you have an NDA in place covering anything that they ask you to disclose for this possible transaction.
Given your current situation, a standard offer probably won’t be appealing, so be open to a creative option.
Decide ahead of time what your price is. If they are in the ball park, keep talking.
For example, Say you want $XX. Would you be attracted to 50% of that now, 50% later? Under what terms?
Put a low valve on future payouts, particularly if you are not in a position to call the shots.
Be open and creative. You never know what can happen. You could sell to them now at the right price. Then, if the acquisition doesn’t work out, buy the company back in 2-3 years at a discount!
If you get into higher level negotiations, employee retention will be critical. Make provision for this as part of the deal.
Hire a disinterested professional negotiator you who you can trust.
If things get serious, bring in an investment broker to assist. It will cost you 5% but they are helpful in the negotiation and could bring in competing suitors to up the ante.
Situation: A company has an opportunity to build an office in China. Their principal objective is to reduce their cost of providing services. A partner company has offered them space in its existing office in China. What is your experience working with Chinese culture? How do you set up an office in China?
Advice from the CEOs:
Hire someone in your US office with an engineering background who is fluent both in Mandarin and in the subtleties of Chinese language and culture. Fluency in Chinese language and culture is particularly critical when you are dealing with difficult process issues.
Investigate local organizations such as the Silicon Valley Chinese Engineers Association. Through these organizations you may find candidates for this role who are also excellent engineers and additions to your team.
Employee loyalty issues in China will be more challenging than in the US. Chinese employees want to build their resumes as quickly as possible and perceive that job-hopping will facilitate this, just as was the case during the dot.com boom in Silicon Valley.
Offer a significant carrot to Chinese employees – after X years of work for us in China, you get Y months of work, at our expense, in our US office. This is a much sought-after experience for Chinese employees.
Be prepared to deal with departure soon after return to China, or employees declining to return to China at the end of their US stint.
Build a stronger process documentation system than you need in the US to assure both that work is done to your standards, and so that you can easily replace talent lost to turnover.
Have a recruiting program based in China to fill your personnel needs.
You will experience a culture clash when it comes to the value placed on equity and in understanding the meaning of a contract. For China in its current state of development, neither term is well-established by US standards.
Time tracking is not clean cut in China and vacation time needs differ. An example is the month of February for Chinese New Year.
Situation: A company has an excellent bookkeeper. However, during slow seasons cash is tight and the bookkeeper is not occupied full time. The CEO contacted a friend at another company, and that company has hired the bookkeeper for 10 hours / week. This is working well for both for both companies. Are there downsides to doing this? Does it pay to share an employee?
Advice from the CEOs:
If you share an employee, share at your cost – your fully burdened cost per hour. For the company using a piece of your employee, this may be a significant hourly cost, but is much less expensive than a consultant and lower risk than bringing on an unknown individual.
Keep a short term perspective – once the economy improves you will want the individual back full-time. Make sure that this is well understood by the other company.
Make sure that this is not a burden on your bookkeeper. Ask whether the individual can handle two bosses. It helps to fully segregate the individual’s time with time rules – for example, by day or half-day with clean break points in time worked for Company A vs. Company B.
Overall, the apparent benefits of this situation outweigh the challenges.
Situation: A CEO knows that his employees have been working hard and have been productive all year. Now that we’re coming to the end of the summer, he’s concerned that in the past he has seen an energy drop every August. What can be done to increase the voltage? How do you counteract the Dog Days of August?
Advice from the CEOs:
Anoint a “Champion of Fun.”
The Champion of Fun should be an employee – not management.
This may be a team of two people who focus on different things – one for small, day to day activities, and one for big events, like a Habitat for Humanity day.
Provide a budget for the Champion. Allow discretion to create excitement around the office or workplace. This includes posters announcing events and other ways to make the most out of each event or activity planned.
If out of office activities are anticipated, encourage employees to involve family members if they wish. Maybe a picnic and softball game at a local park, or an early evening of go-kart racing.
Create a sense that your employees have some control over their environment. This adds energy.
Circulate an Office Depot catalogue and give each employee a budget that they can spend to dress up their space.
It’s amazing how much a small investment like this can rejuvenate people and the overall atmosphere.
Bring in lunch as a surprise a couple of times during the month. Take some extra time and let people enjoy each other’s company. This is for deepening personal connections, not for lunchtime business discussions.