Tag Archives: History

How Do You Optimize Your Product Offering? Four Points of Focus

Situation: A CEO wants to take better advantage of his company’s product offering. There are many opportunities available, but the company needs more focus on optimizing these opportunities. How do you optimize your product offering?

Advice from the CEOs:

  • Brand – Where has the company been? Where is it going? The world is constantly changing – what’s the company’s new brand? The brand identifies the company and both your customers’ and business partners’ identification of the company and its products and/or services. In a changing world with increased competition and “noise,” having a strong handle on the brand and brand message is critical to remaining at the top of customers’ and partners’ awareness.
  • Education/Customer Advocacy – An underutilized source of marketing strength includes both customer education and customer advocacy. Customer education allows the company to better position its product and/or service to the customer and helps the customer better meet unrecognized needs. Customer advocacy positions the company along with its customers in an area of mutual interest and strengthens both bonds and loyalty.
  • Diversification & Channels – In a changing and rapidly diversifying world, being open to new opportunities and channels through which to reach the company’s stakeholders is a source of sustainable advantage.
  • Partnerships to Take Advantage of Diversification & Channel Opportunities – Partnerships are an underutilized resource to creatively diversify and open new channels to stakeholders. They require less investment than doing everything on your own and can form the basis for key alliances and strengths going forward.

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When Should You Bring in External Resources? Four Suggestions

Situation: A company provides market research, technical assistance, and related services for clients. It receives most of its work from proposals. Both writing successful proposals and carrying out the work of accepted proposals are critical capabilities. Should they bring in external resources to increase the number of proposals submitted? Where should these resources be focused?

Advice from the CEOs:

  • Identify the most critical tasks that contributed to proposals that have been awarded.
    • Determine, between writing and editing, which tasks are most critical. Focus internal resources on these tasks and seek outside resources to assist with the less critical tasks.
    • Provide incentives to those who write grants that are awarded.
  • What portions of the proposals could be written using external resources?
    • Background information, including corporate history, tends to be repetitive between proposals. However, this material is also difficult for an outsider to master.
    • One option is to secure outside resources that will commit to the company for a long time. These resources would have the time to learn and master the historical data.
    • Another option is to use the company’s database to store and code historical data. These data could then be managed by a less expensive internal resource and collected with appropriate filters for each new proposal that arises.
  • Codify the repetitive source material in a database. Secure software that makes it easy to filter and recall selected data for the writers of new proposals.
  • An alternative to using outside resources is to develop an internal coordinator who is master of this database and who is responsible for gathering appropriately filtered data to support the efforts of the company’s proposal writers.
    • By taking care of this portion of the proposal writing task, it will be easier to find enthusiastic project leaders to take on the more creative aspects of new proposals.

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How Do You Construct a Business Acquisition? Five Essential Points

Situation: A CEO has an option to purchase another company with whom they have a long and good relationship. A smooth transition will be important. The owner’s relationship with their customers is central to their success, as is his employees’ knowledge of their key accounts. How does the CEO assure that these relationships are retained? How do you construct a business acquisition?

Advice from the CEOs:

  • Based on the CEO’s responses to the Forum’s questions, the owner of the other company needs this deal more than the acquiring company needs him. This creates a strong bargaining position.
  • The owner of the business is the business and the key to a smooth transition post acquisition. Retaining his ongoing involvement – at least for a reasonable period – is essential to gaining maximum value from this acquisition.
  • The value of this business is its people: the owner’s relationships, and both the owner’s and his employees’ knowledge of their key accounts. His employees know the inner workings of their customers’ businesses. These are the relationships and the knowledge needed to assure that the acquisition is profitable post-close. Retention clauses and penalties must be part of the agreement.
  • If the owner wants 50% of the net income generated from his piece of the surviving company during a transition period, this is fair. However, the financial and operational details of the transition and his share of the income must be spelled out in the agreement and the agreement must assure that there is proper follow-through to qualify for the payments.
  • The income from the owner’s accounts must support his salary. However, even with this the owner will still cost the acquirer time and energy. Plan for this and budget for it in the agreement.

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How Do You Respond to a Purchase Offer? Five Thoughts

Situation: A company has been approached by a larger company that is interested in purchasing it. The purchaser wants to fill a niche that they don’t currently serve, but which is important to their growth. The CEO is concerned about what will happen to employees following sale of the company. How do you respond to a purchase offer?

Advice from the CEOs:

  • Questions for Preliminary Stage Research:
    • What valuation is the tipping point for an attractive offer by the buyer?
    • Determine the nature of the purchaser’s interest in the company and how it fits into their broader strategic picture. If their plan will dramatically change the market the company’s current market value may go down later relative to doing a deal with them today.
    • If the acquirer has a history of buying other companies, look at who they’ve recently bought, what they paid, and what kind of impact they had on the staff and culture of the companies purchased.
    • Check out the purchaser’s P/E ratio. If it is in the range the company’s desired multiple on EBITDA, a good deal is possible.
  • Temper the company’s response and approach to get the most from this experience.
    • Currently, assumptions about the acquirer make the offer appear unappealing. Ask questions to validate or challenge these assumptions.
    • Be open-minded so that the purchaser reveals more about themselves and the market than they would if they sensed a lack of interest in an acquisition.
  • How does the company protect itself during the inquiry and due diligence process?
    • Keep staff numbers and individuals, and customer lists close to the chest.
    • Have an LOI and ask for a breakaway clause before sharing significant information. 
      • Breakaway clause: if the two companies get into discussions and the potential acquirer decides to abandon the discussions, it will cost them $1M.
      • The potential acquirer may not agree to this, but it demonstrates that the company is serious both about the discussions and about preserving the confidentiality of its business information.
  • More Advanced Stage Questions and Research:
    • This looks like a strategic interest. If so:
      • Get assistance from an investment banker.
      • Look at what other alternatives may be available to the acquirer to assess the company’s potential value.
      • Any offer other than a high-multiple strategic valuation and offer should not be of interest to the company.
    • What restrictions will the acquirer put on the company? 
      • For example, if there is an earn-out value, will they give the company the freedom to operate to maximize this value?
    • Be careful with employee communications and how employees are informed of an outside interest. This can be difficult during due diligence.
    • If the founder remains with the company post-sale this could help lock in the value of the exit and assure the employees’ future.
  • Make the most of this opportunity.
    • Are there ways that the company can become better and smarter working with the acquirer?
    • Is there a relationship short of acquisition than would benefit the company like a collaboration or partnership?
    • Can a relationship short of sale enhance the company’s market presence and help the company to achieve national status more quickly?

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How Do You Respond to Delivery Delay Requests? Four Points

Situation: A company negotiated a contract with a customer giving them a significant price break in exchange for a large committed order with extended delivery. The customer has now come back and requests additional time for delivery and payment on the order. The company has already procured extra material to produce the large order. How do you respond to requests for delivery delays?

Advice from the CEOs:

  • Response will depend on the company’s history with customer. In the case of a long term customer who pays bills it is best to work with them. Explore solutions to meet them half-way.
    • Ask for a new commitment to take delivery by a date certain. Request consideration in return. For example, request partial payment up-front to help cover the cost of managing the delivery delay.
    • Keep the conversation going. Don’t get to point where you alienate a good customer.
  • If the customer is newer with less history but good potential for future growth, also respond flexibly but ask for additional consideration in good faith to cover your additional costs. As in the case above, request partial upfront payment to cover carrying costs – maybe a larger payment than for an established customer.
  • If the customer has been difficult in the past, or has been late with payments then the situation is different. There is no assurance that the customer isn’t just gaming the situation. Because the company has already committed resources to deliver the large order, demand an adjustment on price and terms in exchange for the delivery delay.
  • Whatever the history and situation, it is important to emphasize that you want to work with the customer.

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How Do You Negotiate a Tricky Merger? Five Thoughts

Situation: A company is considering a merger. The other firm competes with customers who account for 25% of the company’s current revenue. How do you maximize the value of this merger to the company while mitigating the negative impact on current business?

Advice from the CEOs:

  • The maximum risk from the combination is loss of 25% of current revenue. The merger makes sense if you believe you will gain upside which more than counters this risk.
  • Both companies have brand equity. Maintain both brands and to continue to promote them. Maintaining both brands will buy you time to replace business which is potentially at risk.
  • Talk to customers and get their perceptions of the pros and cons of the potential combination. Ask about any concerns that they may have. Understanding the pros, cons and concerns will help you to mitigate negative fall-out.
  • Legally, in a 50/50 split, the Chairman will call the shots. You will have little recourse to counter the Chairman if he decides to fire you. This individual has built his company through previous mergers. Visit and break bread with those who were principals of these companies at the time they were merged or acquired. This will tell you a great deal about the individual with whom you entrusting your future. You will also learn what the others did during their mergers to help plan your own moves.
  • Give yourself a back door or Golden Parachute after six months if the merger does not go as you anticipate.

Key Words: Merger, Competition, Value, Mitigate, Upside, Risk, Market, Access, Brand, Equity, Customers, Pros, Cons, Concerns, Control, History, Golden Parachute

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