Category Archives: Finance

What is the Role and Value of an M&A Consultant? Four Points

Situation: The owners wish to sell a company. One option is an M&A consultant to assist with the sale. The CEO wants to know about others’ experience. What is the role and value of an M&A consultant?

Advice from the CEOs:

  • The first step is to assess the strengths and weaknesses of a consultant to determine their value.
    • The cost of an M&A consultant is inexpensive relative to the value of the business.
    • Accounting rules and M&A practices of public companies do not always apply to private companies. Valuation is affected by variations in profits year-by-year, so consultants typically use 3 to 5 year historical results for comparison against industry standards.
    • Technology companies may have a different value than service-oriented businesses, particularly if significant IP is involved. Look at the creativity of potential consultants’ solutions.
  • Consultant alternatives:
    • Business brokers, accountants, and valuation specialists can all offer valuations.
    • Investment Bankers who charge an upfront fee may be more strategically oriented. Typically, the more strategic the valuation exercise, the more dollars involved.
  • Be cautious in choosing a consultant.
    • Many business owners spend a lot of time and money with accountants and lawyers when they could save by working with a business broker paid on a commission basis.
    • Business brokers are skilled at getting business sold – however the deal is not necessarily in the best interest of the owner. Brokers are paid by commission and so may not have the best interests of the owner at heart.
  • What should you look for in a consultant?
    • Maximization of sale value with a minimal tax exposure.
    • A consultant who will help the owner figure out what they want from their business and exit – who will help to establish owners’ exit objective, a key to a successful exit.
    • A consultant who will help choose the right team of advisors.

[like]

How Do You Fund Growth Strategically? Five Approaches

Situation: A CEO is looking at a significant investment in capital equipment. Being considered are not just the cost of the investment, but the opportunity cost of not making the investment and the impact that this will have on the business. An additional consideration is the business mix of the company and whether to shift focus from low volume/high margin to low margin/high volume products. What tools have others used to assess these trade-offs? How do you fund growth strategically?

Advice from the CEOs:

  • Review the company’s approach to contracts. It may be desirable to revise the approach in light of the new objective. The switch from low volume/high margin to low margin/high volume products impacts not only production but also marketing, sales, finance and accounting.
  • Price some early new contracts below market to finance the additional equipment expenditures, as well as to test market response to the new offering. This will help to identify additional adjustments that are needed for the new approach and offering to succeed.
  • Structure the financing options for equipment purchases creatively, for example by allowing for participation by customers and investors.
  • Watch changes in working capital at all times and keep it under control. Working capital is a commitment of resources just as is buying equipment or facilities.
  • Consider all resource commitments as investments, regardless of the way the accountants deal with them as in expensing vs. capitalizing these investments on the balance sheet. For example, a marketing program is an investment even though it will show up as an operating expense. Make sure that this can be justified in terms of future cash flows expected.

[like]

How Do You Best Use Cash Flow Statements? Five Points

Situation: A CEO is familiar with and regularly uses income statements and balance sheets in financial discussions and planning. However, cash flow statements present more challenges, particularly when comparing cash flow over time. A second question is whether cash flow statements are more important to C versus S corporations. How do you best use cash flow statements?

Advice from the CEOs:

  • Most companies use the P&L and Balance Sheet to “stay on top” of the business on a short-term basis. However, these statements do not provide detailed insight into where cash is coming from and where it goes.
  • The cash flow statement represents a tracking tool to highlight trends and make projections about important changes in financial flows. All three financial statements are used to plan and monitor performance against the company’s financial targets. However, the cash flow statement is the most meaningful of the three, regardless of business size.
  • If 1/3 of a company’s expenditures is fixed cost how does this impact planning?
    • Carefully watch changes in volume over time and the impact on cash flow before deciding to expand.
    • When deciding whether to commit new resources it may be wiser to allow finances to be stretched for a while or even to turn down some marginal business opportunities before committing to a new layer of expenses.
  • The cash flow statement is not really affected by the corporate structure, since its three areas of focus – operations, investment, and financing – are common to all three.
  • Business is getting more complex. It really pays to understand the key elements that drive the business, and their impact on cash.

[like]

How Do You Guide a Company Through a Sale? Five Thoughts

Situation: A company was built on capital equipment complemented by annuity sales of supplies used by the equipment. The company is moving toward automation of technology and offshore production of OEM equipment. An OEM partner will take on the equipment side of the business and the company will focus on automated supply solutions with sales direct to the end customer. The OEM partner has approached the company with a purchase offer. How do you guide a company through a sale?

Advice from the CEOs:

  • It is important to determine the value proposition, both from the company’s standpoint and the standpoint of the OEM buyer. The company’s objective will be to optimize the intersection of these two views of the value proposition — to its benefit.
  • Look at current employees and the technology and determine what to do to preserve their positions and interests. This will become part of the negotiation, but it is essential to have a clear idea of how this meshes with the CEO’s personal priorities.
  • Look to outside experts for advice on exit and succession planning.
  • Determine the CEO’s vision and path of involvement up to the sale. This involvement is negotiable, but should remain consistent with the CEO’s vision during the negotiation.
  • What is the company’s patent position, and the value of the patents in terms of future revenue? IP produces a future revenue stream. Consider the valuation to be in the range of 4 years of IP value.

[like]

How Do You Generate Buy-in as You Change the Business Model? Six Points

Situation: A company is changing its business model from fee for service, driven by individual contributors, to a contracted project model with teams delivering service. The driver for the new model is to deliver full solutions to meet client needs. The CEO is struggling to obtain buy-in to the new model from all stakeholders – employees, managers and shareholders. How do you generate buy-in as you change the business model?

Advice from the CEOs:

  • The objective is to obtain agreement on vision and direction as the company adapts over a 3-5 year horizon.
    • Benefits include: product vs. service sales, a growing annuity revenue base, increased stability for the company and improved career paths for all members of the team.
    • Risks include: massive change, fear accompanying any change, too rapid growth, and the changes to company culture that will accompany this
  • Acknowledge and celebrate what the company and team have done well and the success that this has generated. In addition, share the lessons learned from experience to date, as well as the new opportunities that these lessons have created and the reasons to change to take advantage of these opportunities.
  • Create an exciting vision that expresses the new opportunities. Consider an off-site “WOW” event to announce your vision.
    • Focus on what’s in it for them as stakeholders. Address how they can participate in the change.
    • Where are the opportunities? Do they include investment and ownership?
    • Focus on the next major steps and the doable objectives associated with each step.
  • The new direction will require a different type of manager – with skills and experience managing teams. This is a growth opportunity for all involved. Provide training to assist the transition.
  • Employee and manager skill sets (including the CEO’s) will need to adapt – identify what skills will be needed and how they can be found or developed.
  • The past culture has been highly entrepreneurial with little middle management. The new model may be different from the current model, but it can still be entrepreneurial in a different way.

[like]

How Do You Attract Investment to a Small Company? Four Perspectives

Situation: A small company seeks outside investment to support its growth. The company’s industry is dominated by large, well-recognized players. These companies have historically been the company’s customers; however, they have a quarterly mindset, and are increasingly looking to support their own development groups. How do you attract investment to a small company?

Advice from the CEOs:

  • What is the company’s ROI and risk profile?
    • Positive ROI, particularly taking advantage of new distribution channels.
    • ROI turnaround is typically 1-2 years.
    • There are about 50 similar companies in the market.
    • The company possesses intellectual property that makes it appealing.
    • Project maturity is generally considered a risk in the industry – it is not as experienced or mature as other industries.
    • An additional risk is that new developments in online distribution are continually changing the industry environment in unpredictable ways.
  • Investigate and approach companies in other industries with similar structures – dominated by large players but with a healthy presence of smaller companies. Examples include the movie industry and real estate pools.
    • Talk to investors who are familiar with these industries to see whether they would be interested in investing in the company’s projects.
  • There is a good deal of money out there looking to beat the current returns available through the stock market and paper investments. Look for an angel investor.
  • Given the Risk/Reward structure of the industry, approaching professional investors may be the best bet for the company.

[like]

How Do You Manage Growth? Six Points

Situation: Many companies face challenges managing growth. Growth is a complex process involving strategy, staff and company culture. What guidance can the group give to help guide planning for growth? How do you manage growth?

Advice from the CEOs:

  • Think of growth in term of five major components of organization and growth: structural, cultural, facilities, documentation systems, and people.
  • Structural
    • Consider different ownership and profit sharing options. Look for options that fit the objectives of the company.
    • If you are looking at multi-location solutions, develop a structure that can be easily copied in new locations that are added but which is complementary to the home office structure.
  • Cultural
    • If the business is family-run and looking at moving to a non-family structure, look for options that will preserve the best aspects of the culture as it has developed.
    • Keep company values intact.
    • Focus on maintaining engagement and commitment.
  • Facilities
    • The transition from single-site to multiple-site is particularly traumatic. The jump from 2-sites to 3-sites is much easier because an effective model is already in place.
  • Documentation Systems
    • Growth can compel the company to adopt entirely new systems, especially when passing certain thresholds for government regulations (i.e. 50+ employees).
  • People
    • Hire and retain for the right mindset – consistent with company culture and structure.
    • Specialists can be a real asset for their particular talents, but they seldom have the view of the “big picture” that is required for a turbulent environment.
    • Compensation – align compensation with company culture and priorities.
    • “Ownership” may have to change from sole ownership to shared ownership in order to keep key talent engaged.
    • Add new skill sets to address needs but assure that these complement existing skill sets.

[like]

How Do You Align Cash Flow with Growth? Eight Points

Situation: A Company is growing faster than its cash flow allows. This concerns the CEO because this growth involves promising technologies and products critical to the company’s future. What can the company do to improve current and new cash availability? How do you align cash flow with growth?

Advice from the CEOs:

  • Every growing company has experienced this problem and solved it; so can this company.
  • Grow more selectively. Review the available opportunities and select the most promising and profitable for focus. Restrict progress on less promising options for available time.
  • Search the Internet for books and resources that on this topic. For example, try “101 Techniques to Manage Cash While you Grow”.
  • There are experts, consultants and “Rent-a-CFOs” who specialize in this. Work with trusted contacts and/or search the Internet to identify appropriate resources who are familiar with the company’s industry and market.
  • Explain the situation and challenge to your vendors. Ask for opportunities to extend payments and “borrow” from them.
  • Explain the situation to customers and ask for better payments terms.
  • Borrow from an aggressive bank, factor payables, and/or find additional lending sources that offer attractive payment terms.
  • Be aware of and watch out for pitfalls that may cause serious problems. For example, an extended market contraction can leave the company stretched for cash.

[like]

How Do You Make Hard Decisions on Employees? Four Points

Situation:  A company needs to adjust expenses to control costs. It’s largest expense item is payroll. They are evaluating three options to adjust staff costs to anticipated revenue. Alternative A – Cut everyone back to part-time. Alternative B – Cut a few employees, but keep retained employees busy. Alternative C – A balanced approach between these alternatives. From others’ experience, which is best? How do you make hard decisions on employees?

Advice from the CEOs:

  • The unanimous response from the group – for employees, Alternative B is the most positive approach. Extended cutbacks in hours has been painful for all and led to grousing. Once staff were cut it helped retained employees to focus on their work.
  • When it comes to vendors, use Alternative A – don’t pay everything that you want to pay, but pay what can be paid consistently and predictably. It is critical as this is done to make sure that promises are kept.
  • When it has been necessary to make cuts – how has employee morale been maintained?
    • In the short term, those who remained have been happy to have a job. Longer term, companies have had to do more than this.
    • One option is to set quarterly revenue and expense targets. When gross or net margin targets have been exceeded, companies committed to share some of the excess with employees.
  • Before making any decisions, have a meeting with employees and openly ask them what they’d like to see that will help to build company culture and enthusiasm.

[like]

How Do You Adjust to Tight Cash Situations? Eight Options

Situation: A company is faced with a tight cash situation. A combination of increased interest rates, a business slowdown, and slow deliveries from suppliers have contributed to this. The CEO needs to find ways to stretch available cash, or to rely on other alternatives to assure that commitments are delivered to clients. How do you adjust to tight cash situations?

Advice from the CEOs:

  • One company actively and consistently uses their bank line of credit to cover end of quarter payables. They pay this down promptly as cash comes in.
  • Profit sharing represents 20 -25% of another company’s total compensation. When profits are down this gives them some cushion because payouts are lower.
  • One company maintains frequent and open communication with their vendors. This makes it easier to get them to work with the company when cash is tight.
  • Another company has vastly increased sales activity. This has helped to improve the business pipeline, and this in turn improves the story that they can tell their bank and vendors. It helps to reassure them that they are a good partner and a good credit risk when cash is tight.
  • It’s a good idea to maintain regular contact with the company’s best funnel clients – the ones who bring in new business. As a result if their competitors are struggling then they get a shot at their business.
  • It is better to cut select people than to put a large number of people on extended reduced time. Hard as it is to let people go, this is better for morale.
  • For less skilled operations work, one company used to use temp workers. When they’ve discussed the need to cut back with permanent employees and asked about this work, they were told that they could cover this work in their available time. The team really pulled together and were grateful for the opportunity to remain full-time.
  • Another company continues to model their pipeline, and plans for adjustments in customer demand. This enables them to act sooner rather than later when adjustments are needed.

[like]