Dear James,
Welcome to the first newsletter of vfdnet – Game Plans for
Growth. Each month we will look at ideas to grow or improve your
business often by thinking ‘outside the box’.
This month we look at How do you
Buy a Business?
Kind Regards
James
The Idea
All businesses need to grow their sales, so called organic
growth, however many business owners may become frustrated at the length of
time or the exposure to risk that is involved. Buying a business is
one route to accelerate business growth and to improve the chances of
success. Reasons for Buying a Business include:
- Buying a business in a different area is an
alternative to opening a new trading location and building up the
business from scratch.
- Another situation could be that in order to be able
to pay for acquired growth it may be beneficial to put two sets of
sales through one set of overheads, therefore leveraging the
purchaser’s overheads.
- If you were considering expanding into an adjacent
sector of your market, then the purchase of a complimentary business
could prove successful particularly if it services a different
customer base. If the businesses fit well together then the
chance of cross selling your products and services into the targets
customers and vice versa should make the new combination bigger than
the sum of the parts.
- Some acquisitions may also been driven by the need
to acquire competing technologies; if your business is suffering from
a new form of competition could you buy a business which could
position you as one of the winners?
Once you have decided to Buy a Business it pays to follow a
set procedure. All recent studies show that well over 50% of
acquisitions fail to live up to expectations, so following a process can
help put you in the successful category and help you avoid wasting hard
earned funds. Therefore consider these steps:
1. Profile – draw up your ideal target
profile. Take into account how much you can afford through
identifying the potential synergy gains or increased sales opportunities or
alternatively how much funding you can secure.
2. Search – commence your search via websites,
trade associations, professional bodies and importantly current trading
partners.
3. Match – match possible acquisitions to your
target profile.
4. Meet & Assess – meet the management and assess the
commercial opportunity.
5. Review Financials – review all financial data you can get –
this will indicate how well the business is currently run.
6. Heads of Agreement
– negotiate a
Heads of Agreement with the target; the better this agreement the more
likely it is that you will make a successful deal and also the lower the
legal fees.
7. Checking out – next check out the target, otherwise
known as Due Diligence. This part is only as good as the advisers
chosen and scoping out the work to be done.
8. Contract
negotiation – use the Due
Diligence to help draft the contract; as buyer you can and should seek to
reduce your risks by drafting strong and appropriate representations and
warranties.
9. Consider Value – if Due Diligence or the contract negotiation
process throws up new ‘issues’ consider reducing the purchase price or even
pulling out. It is better to cut your losses than to buy a business
that you still having ‘niggling’ doubts about.
Once the deal has been done and you have made your first
acquisition then the hard work really starts.
Companies which make successful acquisitions follow a
similar process plan to integrate newly acquired businesses into the
existing business. If you can get the new team motivated towards
hitting your new budget targets you are well on the way to winning their
‘hearts and minds’.
At vfdnet we enjoy helping company owners buy businesses,
particularly by assisting in the Heads of Terms negotiation – involvement
which can make or break a deal and save considerable legal fees. In
addition we routinely assess what funding businesses could achieve and
prepare robust financial plans and models which will stand up to funders
scrutiny. We also have good experience of using trusted advisers so
that appropriate people can be brought in at the right time.
All of which adds up to reducing the risks of buying a
business!
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