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crisis response strategy

The 5 G’s for Walking Through Fire Without Getting Burned–Your Internal Crisis Response Strategy

We’ve all had those days. You know, the days where you are forced to pull your IPO and your CEO gets fired, or Congress launches an official investigation into your safety procedures, or your company is the target of whistleblower claims

No? You’ve never experienced a business crisis like this? Then, you’re one of the lucky ones. But keep reading because even if it’s not to the scale of the situations above, you may someday find yourself in a sticky business credibility situation. 

We’ve talked before about preparing a crisis response strategy from a PR perspective. Now I’d like to take a look at what to do inside a business. How do you handle your response with employees and customers?

How to Respond to a Business Crisis

When a challenge to your firm’s reputation arises, it’s important that you meet the challenge with a crisis response strategy not only for rebuilding your brand’s outward facing reputation, but also for addressing the crisis internally. You can’t expect your team or customers to read between the lines of your external messaging. Plus, you owe it to them to communicate beyond the “party line.”

As always, I recommend creating your crisis response strategy well before you find yourself walking into the chaos of a crisis. Consider the following 5 G’s as you build your framework:

1. Get to ground truth.

When a crisis happens, it’s important to keep two things in mind: you need to respond promptly and you need to respond truthfully. Surviving the crisis is all about how you balance these two factors. There can be a tendency to sacrifice truth for the sake of speed and vice versa. Ideally, you will avoid both pitfalls.

DO NOT SPECULATE. Your internal crisis response strategy should be informed by what you know, but you cannot wait to respond until you have absolutely all of the facts in front of you. So what can you do? Be transparent about what you know, where you are in the process and what you are doing. It’s important to acknowledge the credibility challenges (all of them), allow any legal processes to proceed, and identify and explain the steps you are taking.

2. Gather your team.

Even if you are the only person in your particular department, you will need a team. Whether you’re in finance, legal, communications, HR—as the saying goes, “look for the helpers.” Remember, it takes time to gather your team. So plan ahead and notify the relevant parties that you may call on them and what roles they will play in the crisis response strategy.

Once you’ve gathered your team, listen to them. It can be tempting to be reactive, but try to get a well rounded perspective before making any big decisions. Otherwise, you run the risk of overpromising in the hopes that you can make the whole thing go away. 

Instead, get a baseline. Get perspective. And give context.

  • Did your numbers tank this quarter? Focus on the data, not drama. Look at firm-wide numbers, the market, and get a line on how competitors are faring. You need a clear baseline before you can respond realistically.
  • Is there a government investigation? Get to ground truth (see above). Work closely with your legal department, but also encourage as much transparency as possible. The appearance of concealing or stonewalling is not a good look either inside or outside the firm.
  • Is someone accused of misconduct? Again, get to ground truth (see above). Also, consider re-emphasizing policies, values, and company culture within the firm (assuming they are not the cause of the misconduct).

3. Give employees the support they need.

Employees are most likely to end up on the frontlines during a crisis. They will be communicating with customers, other employees, regulators, etc. Do not leave them “swinging in the wind” as they try to clean up the mess they didn’t create.

Arm them with the facts and engage them in an ongoing and transparent conversation about what the firm is doing to repair or recover its reputation. Use the channels appropriate for your organization—email, text, newsletter, video, Slack, person-to-person meetings, etc. 

Meet employees where they are—during a crisis they should not have to search for answers. Part of your crisis response strategy should include resources for employees on the frontlines. Communicate with employees early and often.

  • Whenever possible keep the touch personal. For example, answer questions during a town hall, Zoom meeting, or video conference.
  • Create manager talking points ahead of time and distribute them as soon as you’re ready after a crisis hits.
  • Don’t say anything to employees that you wouldn’t say outside the company. This can be controversial, but it’s reality. Memos leak. Video and audio recordings can be shared. Screenshots can end up in the wrong hands. Be transparent and be prepared for what that means inside and outside the company.

4. Go on the offensive with customers. 

If the crisis impacts customers directly or has been/will be in the press, go on the offensive and own the issue. Rather than trying to totally control the crisis, though, let your mindset be one of getting your version of the facts out first. Again, make sure you explain to employees what your crisis response strategy looks like with regard to customers. 

Keep in mind, this doesn’t mean sugarcoating anything. Be transparent about next steps and honest about the potential impact (if any) on clients. Also, be sure that your customer communications are consistent with employee communications. As you consider these messages, your tone may differ, but the overall message should be consistent. The same goes for investors.

5. Grant trust. 

Follow the above 4 G’s and this last G should come naturally. When you create your crisis response strategy ahead of time, you’ll have the luxury of being able to fallback on your process. In the midst of a crisis situation, when it feels like everything is burning all around you, don’t underestimate the power of being able to trust in your people to execute on your process. 

How can you be so confident? Well, the confidence comes from having a strategy, knowing your audience, and believing in the human response to truth-telling. There’s a lot to be said for a company that owns up to mistakes and expertly pivots when crises arise. 

Whether you’re facing a small-scale crisis or a crisis of epic proportions like those recently faced by WeWork, Boeing, or GE, it’s helpful to remember other leaders have walked through the fire of chaos themselves. As Abraham Lincoln—no stranger to facing a crisis—once said, “I am a firm believer in the people. If given the truth, they can be depended upon to meet any national crisis. The great point is to bring them the real facts.”

At Audacia Strategies, we’re no strangers to facing a crisis either. We’ve walked with our clients through the fire using the 5 G’s and we can help your firm develop the crisis response strategy that works for you as well. Schedule a consultation so we can talk about your needs.

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M&A best practices

M&A Best Practices (Part 2): Ensure a Successful Integration After an Acquisition

This is part two of our series on M&A Best Practices. If you haven’t yet read part one, you will want to read it first: M&A Best Practices for before and during an acquisition. And, don’t forget to check out our handy M&A checklist at the end of this article!

In our previous article, we discussed M&A best practices for before and during an acquisition. The entire process can be very dynamic and exciting. For this reason, it’s important to prepare and plan well when things are relatively calm, before you find yourself in the thick of things.

Okay, so you’ve acquired an organization and the communications around the acquisition have gone according to plan. Awesome! Now what? If you’re hoping integration will simply run itself, it’s time to recalibrate your expectations. Just as planning is important before and during an acquisition, establishing timelines and procedures and opening lines for effective communications ensures that integration runs smoothly.

Now, let’s talk about M&A best practices for the weeks and months after an acquisition.

The Work Really Begins: Integrating Legacy Organizations

Effective communications surrounding an acquisition assures your workforce that business will proceed as usual and your clients that delivery is not impacted by this change. Managers are an essential link in the communications chain, both internally and externally.

When announcing an acquisition, the information will spread quickly. And, as we know, false information spreads more quickly than the truth. So you will want to have a strategy to manage your message. Carefully choreograph your communications so that internal audiences hear from you first. Ensure that your communications cascade is timely, coordinated, and that your supporting materials and spokespersons are on point.

Here’s a sample timeline:

  • Day -1, 8pm: A transaction is agreed to and the paperwork is executed.
  • Day 0, 7:30am: The CEO of the acquiring company emails her managers to make them aware of the transaction. The message includes a cover note with action items, timelines, and proofs of concept (POCs). Attachments include a courtesy copy of the all-employee announcement, manager talking points, frequently asked questions (FAQs), and a description of the acquired company.
  • Day 0, 7:30am: Similarly (and ideally simultaneously), the CEO of the acquired company emails his managers to make them aware of the transaction. Like the communication described above, the message includes a cover note with action items, timelines, and POCs. Attachments include a courtesy copy of the all-employee announcement, manager talking points, FAQs, and a description of the acquiring company.
  • Day 0, 8:00am: The transaction press release clears the wire service and then designated communications team members reach out individually to key members of the press.
  • Day 0, 8:00am: The acquiring company distributes a message to the employees of both organizations, announcing the transaction, welcoming the acquired organization to the team, and providing a vision for the future.
  • Day 0, 8:00am: Likewise, the acquired company distributes a message to employees of both organizations, explaining why this decision was made, thanking legacy employees for their service and dedication, and reinforcing the strategy for the combination.
  • Day 0, 8:00am: IT posts all employee communications related to the acquisition on a dedicated intranet page.
  • Day 0, 8:30am: The leadership team holds an all-employee call, reiterating the talking points and allowing for questions.
  • Day 0: 9:30am: Managers hold a huddle with their teams, using provided talking points, then report to corporate communications via email that the meeting took place. This email should also include any questions from employees, which can be rolled into an FAQ document as needed. Track the status of these meetings to identify teams that may require additional communications support.
  • Day 0+: Designated company personnel notify key clients that the acquisition has taken place highlighting the potential benefits to the customer and addressing customer concerns. This can include the heads of associations on whose boards company leadership serve.
  • Day 0+: Leadership calls and all-employee communications provide regular updates on the integration.

Throughout this process, the project team (see Part 1) meets to ensure deadlines are continuing to be met, issues are raised, and questions are answered. The project manager and assistant/deputy remain engaged with the collective plan, as well as with each department lead. As the combined organization achieves milestones, large or small, celebrate those!

Culture is a critical influencer in any acquisition. If employees within the acquired organization feel that things are changing radically early on, they may not buy into the change, and they may seek opportunities elsewhere. Rely on project leads to provide “temperature checks” and suggest ways to unify the group, if needed.

 Take time to take stock. There are always lessons to be learned following a significant transaction. As the dust settles, be sure to complete an after-action review to garner feedback on what went well, what could have gone better, and what should be taken into account in the future. This is also a good time to review templates and procedures that worked well and will be helpful to future activities. 

There you have it, your complete Audacia Strategies blueprint for M&A best practices before, during, and after. When you combine these tips for integrating a newly acquired organization with the tips for preparing and announcing the acquisition in the early stages, you have a recipe for M&A success. 

Here’s a handy checklist we use when working with our clients throughout the process. Are you ready to see us in action? Schedule your consultation and let’s get you on the books. We’re ready to help your organization transform and grow!

Image by rawpixel from Pixabay

inspiring

Reading, Listening, and Watching—What I’m Loving Right Now

It’s beach season. If you’re lucky enough to get some R&R this summer, I bet you’re reaching for something inspiring like a good book, your favorite podcast, or a binge-worthy T.V. show to watch. Me too! So I thought it would be a great time for me to dust off this occasional blog feature.

reading listening watchingHere’s what I’m up to in between (and sometimes simultaneous with) feedings and snuggle time with my favorite twin babies:

Reading

Educated: A Memoir

Okay, I’m about a year behind in reading this 2018 bestseller, but WOW am I glad that I did. In case you’re behind, like me, Educated is the memoir of Tara Westover who was kept out of school by her survivalist family. Westover was 17 the first time she set foot in a classroom and went on to earn a PhD from Cambridge University. It is a story of family, loyalty, reinvention, grit, and so much more. If you need a great, inspiring, page-turner for your travels this summer, this is it!

Mary Meeker’s 2019 Internet Trends Report

333 slides. Yup. 333.

If you’re reading this blog article, then you know that I prefer short and sweet presentations. But this is an exception. Meeker has been providing in-depth analysis of the trends driving the Internet for over 20 years. Don’t think of this as a presentation—think of it as a masterclass on market analysis. Interested in internet usage? Use of data? How industries such as education and healthcare are transforming? It’s all here. So pour yourself a cold beverage and enjoy. I bet you come away with several inspiring “ahas!” I certainly have.

Listening

Business Wars

I’m not a fan of comparing business to military conflict. But if we set aside the title of this podcast, we get awesome behind the scenes stories of some of the biggest business competitions: Anheuser-Busch vs. Miller, Netflix vs. Blockbuster, McDonald’s vs. Burger King. You get the idea. Each season has seven episodes digging into the history of the competition. History is always the best teacher, right?

Broken Record with Malcolm Gladwell

Honestly, this podcast had me at Malcolm Gladwell, but Malcolm Gladwell PLUS interviews with some of the most fascinating personalities in music? That’s my jam. (See what I did there?) In this series, Gladwell interviews a diverse array of singers, songwriters, and producers. Still not convinced? Take a look at this short list of examples: a two-part interview with Questlove, a discussion with Pentatonix, a conversation with Vampire Weekend. Great listening for your commute or walk around the neighborhood.

Watching

The Inventor: Out for Blood in Silicon Valley

As I mentioned a few months ago, I devoured another of 2018’s best sellers, Bad Blood, a real-life thriller that charts the rise and collapse of Theranos, the multibillion-dollar biotech startup that flamed out spectacularly with lawsuits, federal investigations, and possible prison time for key executives (the jury is still out, literally). The Inventor is based on the book and incorporates interviews with key players and actual footage from the company before its collapse. It’s an incredibly compelling HBO documentary that reminds us all that businesses are run by people…and all their flaws.

Game of Thrones: Season Eight

No spoilers here, but let’s just say that I’m still processing the final season of this iconic series. Anyone else? Whether you love or hate this last season, the energy and excitement around this series prove that there is still an appetite for good writing. Of course, with GOT wrapped up now, I need a new series. I’m ready for the next season of The Handmaid’s Tale (Hulu) and Big Little Lies (HBO). What else should be on my list?

I hope you have some incredibly fun stuff planned for the next few months. If any of your travels, lounging poolside, or playing in the waves leads you to discover something inspiring, please share it with me on social media (Twitter, LinkedIn) or via email. I’m always on the hunt for business tips, tricks, and motivation to move the needle at Audacia Strategies.

Photo credit: Mylene 2401

best communications practices

“Chaos is Our Brand”—Takeaways from an Interview with Katy Herr, CEO of Audacia Strategies

Friend of Audacia Strategies and CEO of Quantive, Dan Doran, interviewed Katy about the advantages of running an “out-of-house” communications firm, best communications practices during times of transition, investor relations, M&A strategy, Amazon’s acquisition of Whole Foods, and much more.

Here are some of the biggest takeaways and highlights from their in-depth conversation.

1. Don’t Wait to Create a Communications Strategy

Organizations most often look for experts in investor relations and strategic communications during big transitions. For example, a government contractor might decide to take operations in a commercial direction or a firm may contemplate a game-changing merger or acquisition. Whether or not your organization ultimately decides to bring in a firm like Audacia Strategies to help during such a transition, the most important thing you can do is start strategizing early.

Many of our clients contact us when they’re facing one of two situations: times of crisis or times of transformation—hence our unofficial tagline: “chaos is our brand.” This makes a lot of sense, but too often what we find is that if an organization hesitates to develop best communications practices and a communications strategy early enough, things can go off the rails quickly.

Say your board is about to fire your CEO, when someone leaks the news on social media and all hell breaks loose. What do you do now? Dealing with this kind of challenge is never fun, but it is much easier if you have a strategy ready to implement. If you have a plan, you can stabilize the situation quickly and move past the crisis.

So, why look to an outside “hired gun” to help develop a best practice communications strategy?

Here are a few of the benefits of using an outside communications firm like Audacia:

  • An outside set of eyes gives you transaction experience, critical perspective, and unbiased advice when communicating your message to the outside world.
  • An outside firm is in a good position to place your organization in a broader context (i.e., the competitive set, the market, and your financial stakeholders), while you focus on running day-to-day internal operations.
  • An outside firm isn’t influenced by the “groupthink” or silo-ed communications that can be an obstacle to projecting the strongest public image.

2. Think About Who Your Stakeholders Are

Part and parcel of creating a winning communications strategy is thinking about who your stakeholders really are. Whatever you do, don’t skimp on the stakeholder analysis. Remember that at its core communications is about storytelling. And just as you wouldn’t tell the same story in the same way to your 4-year-old nephew as you would to your 85-year-old grandmother, you wouldn’t tell the story of your company in the same way to different types of stakeholders.

Depending on whether you are a publicly or privately held company, stakeholders could include any or all of the following sets:

  • Employees
  • Financial stakeholders:
    • Public debt holders and ratings agencies
    • Private equity companies and banks
  • Community partners
  • Business partners (non-financial)
  • Strategic partners
  • Customers

3. Understand the Difference Between Marketing and Communications

It’s also important to realize that even if you have an internal marketing department or marketing agency responsible for communicating your message to customers, you may still benefit from enlisting a corporate communications or investor relations firm to help communicate with other stakeholders. We see both marketing and communications as valuable tools for building relationships.

Whereas marketing primarily focuses on telling the story of how your product or service will help your target customers, strategic communications partners can knit together the entirety of the business story to give investors and other stakeholders a comprehensive picture. As experts, we provide you a strategy leveraging communications best practices honed over many transactions, crises, and change events.

We look at how individual aspects of the business including operations, business development, human relations plans, contracts, real estate holdings, etc. fit together to create a holistic picture of value and determine how to communicate that value to each stakeholder segment.

In addition, while many firms have annual strategic planning sessions, often leaders and employees are too busy putting out fires day-to-day to think much about the broader picture. By opening this conversation, we give firms the space to look at the competitive space and customer environment, for instance, and ask big questions about how their market might respond to their actions, how resources should be optimally redirected, and how to keep investors engaged through the transition.

4. Gain Fundamental Communications Building Blocks Regardless of Revenue

At Audacia Strategies, our team has worked to develop best communications practices for companies with billions in revenues and an established shareholder cohort and companies that are pre-revenue looking for their first round of funding. While the scale and scope are different, the communications needs of large and small firms are remarkably similar.

There are some “blocking and tackling” basics that hold when it comes to analysis, building customer relationships, and considering how to communicate your value to the marketplace. These are fundamental whether you’re pitching friends and family or venture capital firms.

Fundamental communications questions to ask:

  • How do we want to talk about this new capability?
  • How do we demonstrate knowledge, understanding, and awareness of the market we’re going into?
  • Are there legal, financial, or cultural requirements that we should keep in mind?

5. M&A Tips and Tricks

When it comes to M&A (mergers and acquisitions), Audacia Strategies can support teams in many different capacities. We work with corporate development teams, in-house financial teams, lawyers, and investment bankers helping them think through the market and storytelling from an M&A perspective. For publicly traded firms, given the disclosure requirements, if you can tell the right story from the beginning, the whole process will be easier.

For example, when murmurs of Amazon working on a deal to acquire Whole Foods first hit the news, a lot of experts were skeptical. Whole Foods was struggling against some PR snafus and people wondered what Amazon really knew about how to manage a grocery store.

But look at what happened? As soon as Amazon acquired Whole Foods for $13.5 billion, Amazon’s market cap went up $14.5 billion. Essentially, the market paid Amazon to acquire Whole Foods. (If you’re curious to read more about Amazon, check out The Everything Store.) So, it’s interesting to see how the market will view M&A. It’s about risk, the ability to manage the risk, and telling the story of how this acquisition fits into your broader business strategy and culture.

Finally, we’ll leave you with some pitfalls and opportunities to consider when it comes to communications during a merger or acquisition:

M&A Pitfalls:

  • Companies that overpay: We have another blog post dedicated to this topic. Suffice to say, if you overpay for an acquisition, it can create credibility issues with your investors, your Board of Directors, your employees…the list goes on. Negotiations can get emotional quickly but consider that the business strategy will have to support the valuation.
  • Cultural fit failure: We’ve seen it happen: a small start-up firm develops an amazing technology and gets bought by a huge firm looking to prove it’s innovative and “hip.” Then, within a year, all the original start up employees are gone. Avoid this kind of cultural disconnect by having an air-tight integration strategy from the beginning. Make sure you are walking your walk, so you can deliver on what you’re promising.

M&A Opportunities:

  • Integration is key: The best M&A success stories are those where the merging leadership teams think about integration all the way along. When companies have a successful communications strategy that includes communicating the big vision well for both internal and external audiences, the proof is in the stakeholders’ response.
  • Customers see opportunities: Ideally, when two companies merge, customers say “this is exactly what I needed.” Rather than seeking out two solutions, for example, the customer gets one-stop-shopping from the new hybrid. It’s your job to help communicate this feeling across your stakeholder groups.
  • Employees see opportunities: And if you can also pull off a merger where employees in both companies see the transformation as good for their own careers, you’ve developed a winning communications strategy. Often employees of the smaller firm may feel anxious about being acquired. But if you can honestly demonstrate opportunities for career mobility, earnings potential, and other benefits of working for a larger company, it will go a long way toward easing transition tensions.

The above is only a sampling of the insights and best communications practices gained from Dan and Katy’s conversation. To watch and listen to the 30-minute interview in its entirety, hop over to GoQuantive.com.

Catch the whole episode here:

For more information about how Audacia Strategies can help you own your message through big bold business changes, check out our one-page business overview. And if you’re new to the Audacia Strategies world, welcome! Please contact us to set up a discovery session so we can start strategizing about your best communications practices now.

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working with a communications specialist

Audacia’s Guide to Working With a Communications Specialist—Fabulous Business Transformations Begins With Smart Preparation

You have a glimmer of a change in your mind…a transformation. Perhaps you’re considering an acquisition, a new product launch, a fundraising round, or implementing a new, game-changing internal system. You’re excited, but you’re also practical. You know big, bold moves that lead to transformation require time, energy, and money.

What can you do today to set yourself up for success down the road? You need the A-team onboard to make this work and that means you need some external expertise—lawyers, financial specialists, technology specialists, and yes, even (or dare I say, especially) communications specialists.

Business TransformationsAnd if you’re extra ready to be wildly successful, you will want to be as prepared as the professionals you’ve gathered. So, here’s everything you need to know when working with a communications specialist.

Where to begin and how to set yourself up for success?

1. Find the right consultant early in your process.

Often, finding the right external talent takes time and effort up front. But keep in mind that you don’t need to save this task until crunch time. Just as you prospect for clients, you should always be prospecting for external talent. This way, when you’re ready to make that big move, you won’t lose momentum searching for the right consultant.

Have a conversation before you think it’s time. Most consultants are more than willing to sign a non-disclosure agreement (NDA) to ensure that you can have a candid conversation about your goals and expectations without the risk of giving away anything precious (And if consultants aren’t willing to sign an NDA, you should run).

In addition, starting the conversation and integrating the team early in your planning process allows you the benefit of their expertise as you build your strategy.  Working with a communications specialist early on can help you shape your plan to be even more likely to deliver the ROI that we all seek.

2. Ask for recommendations.

Prospecting for consultants can extend to prospecting for other business partners and strategists. Who has your consultant worked with before and are they willing to speak with you? I LOVE connecting my clients. Success stories sound best coming directly from happy clients and word-of-mouth is a great way to find those hidden gems who can really propel your business forward. Plus, you never know when clients might find some business opportunity together in their conversations. So, spread the love!

3. Consider company culture.

It’s also smart to consider company culture—yours and theirs. Diversity of thought and experience is critical, but if your organizational culture and theirs are 180-degrees different, chances are that you will have a hard time communicating effectively and that will make your interactions less efficient. Look for any clues about how working with a communications specialist could support or clash with your company culture and strategize accordingly.

4. Be ready for an in-depth conversation.

A good consultant asks lots of questions and really listens to your answers so that they can provide their best counsel. As advisors, our role is to hear you and help to accomplish your Big Idea. And, a good advisor will ask a lot of follow-on questions to get to the heart of a challenge.

For working with a communications specialist to be worth your while, it’s important that you can answer your expert’s questions to the best of your ability. So, you absolutely will want to treat every conversation like you’re entering the Shark Tank. Okay, it probably won’t be that bad, but be ready to have your assumptions challenged.

Remember, you can ask questions too. Do they have examples of their work available? A blog? Do they post on LinkedIn to share their knowledge? These are good places to start getting to know your consultant.

Also, don’t be surprised if that first conversation or two results in your consultant saying, “I don’t think that our firm is right for you at this time but you should really speak with ABC Consulting because they’ll knock this out of the park. I’m happy to make an introduction.” Don’t take it personally. This is how professionals do business.

5. Be ready to talk $$$.

Yes, I’m going there. Have a budget in mind. Be ready to discuss that budget. Budget guessing games waste everyone’s time. Communicate your budget requirements and expectations upfront. With budget guidance, a consultancy will offer you a plan that will get you to your desired outcome in the most efficient way, while staying within the budget you have. It will also save you from wasting time talking to the wrong consultants.

By the way, this means more than finding the cheapest vendor. An inexperienced consultancy who is cheaper, but takes a longer time to reach your goal and requires more time to get up to speed on your company or market, may be more costly in the end. It might make better sense to hire an experienced consultant who can reach your goal more quickly, but with higher bill rates.

6. But don’t fall into the trap of thinking only about money.

On a personal note, I find that some clients spend a lot of time thinking about the finances of a transformative event, but very little time thinking about how they’re going to communicate this event to customers, shareholders, employees, etc.

It’s easy to get swept up in the new idea and believe that everyone will think it’s a great idea too. But the reality is that change is change. Not everyone is going to be onboard. So, the sooner you start to think about how to communicate this Big Idea beyond the conference room walls, the better.

7. Focus on the outcome, not the time needed to deliver it.

No, this isn’t consultant-speak for “let me charge you more.” This is straight-talk. I want you to be successful as much as you want to be successful and I really don’t want you to feel like every minute you spend talking to me will cost you money. By focusing on the business outcome, rather than on the hours, you’re holding the consulting firm accountable for the results within the timeline and the budget that you have.

8. Set realistic expectations for working together.

Working with a consulting firm is not a one-way street. Do not expect that your consultant will hit the ground running on Day One and come back to you when the project is over. The best way to get as much as possible from your advisors is through collaboration where both parties are taking an active role.

You will want to think of your consultant team as an extension of your team. Invite your consultant to be present on-site, get into the weeds with you, and get integrated within your team. That’s the only way they can get a deep understanding of the challenges you’re facing and, ultimately, identify the best solution. Without making such allowances, working with a communications specialist will be frustrating for everyone involved.

If 2019 holds a glimmer of change for your firm, make sure your team is set up for wild success. We’ve consulted on transformations from product launches to CEO transitions and everything in between. Would you like to know how working with a communications specialist could propel your work forward in New Year? Schedule a discovery session and let’s discuss!

Photo credit: primagefactory

successful M&A deal

Let’s Make a…Successful M&A Deal! 5 Keys to Landing A Deal You’re Proud Of

Deciding to embark on a merger or acquisition (M&A) is one of the biggest transformations during the lifecycle of any business. Thinking in terms of resources alone, your money, time, and credibility are all on the line here. To land a successful M&A deal, you’ve got to be on top of your game.

If you focus too hard on all that’s at stake, though, you may not be in a position to make the best deal. In other words, don’t miss the forest for the trees—go in with your eyes wide open. Although it can be nerve-wracking to jump into an M&A deal, keeping the below 5 key points in mind should help you get through the process with your nerves firmly intact.

But first…let’s consider what not to do

Pushing through a successful M&A deal like acquiring a competitor or joining forces with a powerful peer is invigorating. But what’s invigorating on the day you sign on the dotted line can quickly deteriorate into something akin to buyers’ remorse if you haven’t thought things through.

Here are just a handful of the mistakes we’ve seen get in the way of a successful M&A deal:

  • Companies WAY overpaying for what they’re buying
  • Leaders forgetting that cultural fit between companies matters just as much (if not more) than securing cutting edge technology or getting a contract
  • Too little too late: companies being slow to consider market shifts and jumping in too late to address their gaps with M&A
  • Not considering the bigger corporate story—big, expensive “surprises” that don’t obviously fit are a tough sell and put you on the defensive with investors, customers, etc.
  • Failing to communicate with all shareholders. Remember, those little shops can band together to become an activist consortium

To avoid adding to this list, consider engaging a team who can lead you through any necessary course corrections. At Audacia Strategies, our core competencies revolve around helping clients consider their bigger corporate story and communicating with shareholders when making big, bold moves like this. You can also make sure everyone checks her ego a the door, by considering the following:

5 Keys to a Successful M&A Deal

1. Deal Fever Is Real.

You and your team have spent late nights, long weekends, blood, sweat, and tears pursuing this deal. You have done all that great valuation work to come up with a fair acquisition price. And now, you’re at the negotiating table (you can almost hear “Eye of the Tiger” playing in the background). And, you’re bidding against other firms… and the price is going up, and up, and up. It’s very easy to get caught up thinking, “I’ll show them. We’re going to win this thing at all costs.” It happens All.The.Time.

Successful M&A DealThe reality is while it’s good practice to come to the negotiating table with a valuation range that you’re willing to pay, it doesn’t pay to start warping your analysis just to “win.” This is how companies end up with massive write-downs a few years after a deal when they can’t achieve the value they needed to make the price they overpaid work.

It may be obvious, but even large companies are susceptible to deal fever. Want an example? See also:

Why does this happen and how can you control for it? Well, the short story is: all business deals are closed by human beings and the decisions human beings make are often influenced by emotional and psychological factors. Executives on both the buy side and the sell side can get caught up in their perception of the company and the management, for example. So, if you feel tensions running high and fear that you or your team are losing touch with your real goals, don’t be afraid to step back from the negotiating table to catch your breath or even walk away from the deal entirely.

Ask yourself:

  • What are the stories we’re telling ourselves?
  • How can we challenge these stories to get to the real story?

And remember Dan Doran’s advice: “Value is analyzed. Price is negotiated.” It’s crucial that you build your own valuation model, one that you’re completely comfortable with and can explain to stakeholders if (or when) challenges arise. One of the worst things you can do is rely on a target’s (very pretty, but very likely) biased projections. Do your own research. Do the work.

2. Due Diligence Is A Lot Like Going To The Dentist.

It is not glamorous, but it is necessary. Due diligence can be the difference between a successful M&A deal and one that feels like getting a root canal. To make this work for you, go beyond the financials (after making sure they work and are coherent, of course!) to really understand the logic behind the deal on every level. You need to consider carefully the reality of your team’s ability to create (or “unlock”) value in bringing two (or more) firms together.

3. Customers Matter.

Once you have your head wrapped around the business valuation and the inner workings of this new mash-up of a business being born, you’ve got to think about relationships external to the organization. Get into the weeds about how strong the current customer relationships are and how they affect the bottom line.

Ask these questions:

  • How much of current revenue depends on repeat customers vs acquiring new customers?
  • What is the cost of acquiring a new customer?
  • How strong is the current business pipeline?

4. Get Real About Your Competition.

You definitely want to take a look at where your target stands when it comes to market share, revenues, and profit, but also dig more deeply. Keep in mind, you are proposing a potential shake-up of the market here. Even if they’re tough to predict, consider all the ways in which this bombshell of a deal is going to have significant ripple effects outward.

Ask these questions:

  • Where in the value chain is your target excelling? Failing?
  • What changes can you realistically make to capitalize on strengths or cut the dead weight?
  • How do they stack up against their peers?
  • How do you expect competitors to react to a combined firm?
  • Will you have the wherewithal to combat a price war for example?

5. The Problem With “Synergies.”

I can’t really remember if Professor Mariann Jelinek shared this pearl of wisdom with us on the first day of my strategy class at The College of William and Mary, but she definitely shared it early and often: “When someone says ‘synergy,’ hold onto your wallet.” Throughout my MBA program and even to this day, I think no truer words have ever been spoken.

As a buzzword, synergy is overused and honestly, a red flag in most cases. Like pretty wallpaper covering an ugly stain, “these teams have a lot of synergy” is a pretty-sounding way of saying very little. As easy as it is for deal participants to get caught up in the possibilities and truly, badly, deeply underestimate the time it will take to achieve whatever they’re dreaming of, it’s equally as easy to overestimate the value of both cost and revenue synergies.

In the rush to eliminate redundancies and expand market share, a lot of details can get overlooked about what the new procedure will look like. Slow down and think things through at each stage.

Ask yourself:

  • How are we going to make more money by putting two firms together?
  • Do we have a crackerjack post-acquisition integration team ready to put our plan into action?
  • Do we have a good sense of what might go wrong in this integration? What’s our worst-case scenario?

Yes, there is a lot at stake when you’re spearheading what could easily be the biggest deal in your company’s history. But you can handle it. You’ve done the work and now you’ve got these 5 keys in your pocket. So you’re ready to seal that successful M&A deal.

Have questions? Want to talk through your deal with an experienced team? Audacia Strategies is here for you. We’ve helped businesses successfully navigate M&A deals and other big transformations. And we’re fun to work with! Contact us at info@audaciastrategies.com or give us a call at 202-521-7917 to schedule a consultation.

Photo credit: kzenon

business valuation

3 Expert Secrets for Getting the Biggest Bang for Your Buck When Selling a Business (Part 3 in our series on Business Valuation)

This is the third part in our series on business valuation. In Part 1, we give you the rundown on public vs. private valuations. Part 2 discusses 5 key factors influencing valuation. This time we are bringing you an expert’s take on common misperceptions, how to get the biggest bang for your buck when it comes to selling a business, and who is likely to be involved in the deal.  

To punctuate our fall blog series on business valuation, we interviewed a friend of Audacia Strategies, Dan Doran, Principal at financial services firm Quantive. As an experienced M&A professional focusing on small and mid-sized privately held companies, Dan has seen it all—or at least, A LOT. He and his team support both buyers and sellers uniquely positioning him to be the voice of reason when it comes to transformative business deals. Check out our full interview here.

If your plans involve selling your business—even if retirement is several years in the future—you need to carefully consider the insights Dan offers here. So let’s look at Dan’s top business valuation strategies for sellers.

1. Think early and often about how to influence your business’s valuation.

In basic terms, business valuation is a snapshot of the health of a business at any given time. We already examined in greater detail how analysts and buyers determine what a business is worth. But value can be boiled down to three things:

  • Earnings
  • Growth
  • Risk

To influence valuation, Dan works together with owners to get them thinking early on about these three aspects of their business. One challenge he often runs into is that business owners tend to think about the worth of their companies only when they are ready to go to market or when an offer comes their way. But, says Dan, “this is actually backwards.”

If you want to get the best price, it’s important to understand how you can best position yourself in the market. And if you aren’t satisfied with your current position, you need time to make improvements before you’re ready to find a buyer.

In addition, there are a lot of reasons why someone may want to know the value of a business, besides being in a position to sell. “There are number of litigation reasons, for example,” says Dan. A business owner might be going through divorce or someone might have died making the value a probate matter. Then, there’s the transaction stuff: buying or selling a company, buy-ins and buy-outs, capital needs, etc. “For all these reasons, it’s important to get to an understanding of where the market will likely price an asset (i.e., the business) at a given point in time.”

2. Mind the difference between valuation and price.

It’s also important to remember that there’s a difference between valuation and price. In the simplest terms, valuation is an analysis, while price can be negotiated. So, what this means for you is if you use an expert like Dan he will build a valuation model to predict where the market would likely price your business.

Of course, any valuation is only as good as the facts and knowledge available. “There’s no such thing as perfect information,” says Dan. In every transactional deal, there will be an asymmetry of knowledge, meaning that buyers and sellers will have different perceptions of what a company is worth. The most timely example of this is Elon Musk’s tension with short sellers a few months back.

Here’s Dan’s take on Tesla:

“This was really a battle of information,” says Dan. “There’s an asymmetry of knowledge and investors in public markets are constantly trying to gain more knowledge to predict where they think price will go. So, Elon is in possession of more facts than these investors and his position has been that the stock is going to grow, whereas short sellers are looking for it to decline. It’s been a battle of information to try to manipulate that stock price.”

But perhaps the biggest lesson learned in watching Elon Musk trying to value (or price?—it’s a bit hard to label) Tesla at $420 per share is that bringing a neutral party to the table during negotiations can help. Regardless of whether Elon was fairly valuing his company, he had no buyers in the end. A good M&A process will have some competition and likely involve negotiations around not only price, but also the terms of the deal.

3. Get the biggest bang for your buck when influencing business valuation.

We’ve discussed in a previous post, how competitive the M&A market is and how important it is for business owners looking to sell their businesses to stand out from the crowd. Our conversation with Dan reinforced this point. With fewer businesses being passed down to the children of business owners, 80% of business owners need to liquidate their businesses to fund their retirements, which means this is a seller’s market.

But where does Dan suggest putting your resources to see the biggest ROI? Well, he says, it’s important to realize that when you have a consultancy like Quantive appraise your company, “essentially what we’re doing is creating a risk profile that becomes a roadmap for what is impeding value and what we should be fixing before we go to market.”

So, again, it’s important not to wait to value your company. You want time to follow that roadmap to improve your position before going to market. “The real question,” according to Dan, “is how do we begin to drive more value and return a bigger rate on this investment?”

To answer this question, you need to think carefully about who your buyer might be and think like her. While the majority of small business owners are baby boomers (65+), buyers are likely to be in the next generation. What do these buyers want? What do they care about? Why is your company a smart investment for them?

And recognizing that we all tend to overprice our own assets can help you adjust expectations. As Dan says, selling a business is really not that different from going to market with a house. “Everybody thinks that their own house is a special unicorn. As a business owner when we go to market we want to get the most for that asset, obviously. But the market is looking at your business relative to alternative investments.”

Thinking of your business in these terms, as one possible alternative in a sea of potential investments for a buyer, you’ll want to look at several key factors to help you stand out:

    • Timing: we want to sell when the company is in a good position and when the market is in a good position.
    • Value of the company vs. how it fits into your overall portfolio: if you’re in a position where you want to liquidate your business to fund your retirement, you’ll want to have these two numbers in mind: how much is it worth and how much do I need?
    • Be ready for the personal transition: Most business owners spend more time working on their company than doing anything else in their lives. So when they sell the company, they suddenly have a lot of time on their hands. You have to look in the mirror and figure out what you’re going to do with that time. Otherwise, what invariably happens is the week before closing people look for excuses not to close. Releasing control can be hard, so make sure you’re ready.

As challenging as it can be to sell your business (which, let’s face it, feels more like “another child”), if you start early, consider how to influence business valuation, and take the necessary steps, you will be happily enjoying mai tais (or another drink of choice) before you know it.

To make the whole process less challenging, it’s smart to enlist the help of experts early on. At Audacia Strategies, we talk a lot about how to differentiate companies in a really crowded field. We can help you negotiate the best possible price for your business. Why not contact us to set up a consultation? It’s never too early to start strategizing!

Photo credit: Dmitriy Shironosov

buying an existing business

So You Want to Buy a Business? Turn Buy-Side Challenges to Your Advantage with Our Strategies

Buying an existing business is one of the best ways to break into a new market, acquire valuable copyrights or patents, or leverage your expertise to steer a stagnating business in the right direction. While acquiring a business typically requires more funds upfront, the risks tend to be less than starting your own business—as long as you buy smart, that is.

We teamed up with Richard Phillips of Crossroads Capital to create a webinar guiding the smaller financial buyer eying the middle market. We’ve included the link to the full 60-minute webinar at the end of this article. Here we specifically address two key insights about buying an existing business: buy-side challenges to consider and how to develop a communications approach that turns those challenges to your advantage. So, let’s get to it!

Buy-Side Challenges Facing Smaller Financial Buyers

Because the mid-market M&A environment is highly competitive, if you are a smaller financial buyer looking at buying an existing business, you are unlikely to be able to compete on price alone. Bigger, strategic buyers will be in a position to offer better deal terms and be able to outbid you in most cases. This means you need to get clear about who you are and what you offer AND you need to be creative in coming up with a strong target list, developing your relationships, and negotiating deals.

First, keep in mind that opportunities to buy are not limited to brokers’ lists or small business auctions. In fact, investment bankers, who advise smaller commercial buyers recommend looking closely at not-for-sale companies. While it is tougher to find business owners who are willing to sell here, when you do find one, it can be easier to close a deal.

One key advantage you have over bigger buyers is flexibility, so use it. Your flexibility may allow you to shape a deal that’s more attractive to the seller. Consider that small business owners willing to sell often have concerns beyond price. An owner who has built her business from the ground up over the past 40 years may prefer an agreement that includes provisions for her continued involvement as a consultant or a guarantee that loyal employees will be protected. Bigger buyers often can’t or won’t make such promises.

Because many owners of middle market businesses care as much (or more) about non-financial concerns as they do about the money, it’s important to think about the transaction from the seller’s perspective. This may be challenging since, as a buyer, you will be primarily focused on the business valuation and financials. But this broader focus will pay dividends in the long run.

As you begin discussions, keep the following likely differences in mind:

  • Personal: Business owners are often at a different stage in life than buyers and have different motivations. This makes sense if you think about when an owner might be in a position to sell, e.g., when she’s ready to retire. Also, according to recent reports, America’s business owners tend to be older (50% over 55). There may be important generational differences between you and the seller.
  • Cultural: While you may be a numbers person, keep in mind that your seller is likely not tracking KPI’s or sweating over spreadsheets. Most business owners in this environment are independent-minded and focused on qualitative measures. Many entrepreneurs build their businesses by making smart short-term decisions and keeping their noses to the grindstone, rather than thinking about their exit strategy. Sweat equity may be all they know.
  • Situational: Above all else, remember that while this may be one deal among many for you, this business owner will likely sell only once. Be respectful of this mindset difference and realize that if the seller expresses “sellers’ remorse,” resistance, or reluctance, he’s probably not trying to be a jerk—he’s trying to get things right. It can also help to keep in mind that you’re both doing something you’ve never done before. You’ve never bought this business and he’s never sold this business.

Overall, if you approach discussions with the owner of a not-for-sale business with an attitude of respect and a willingness to be flexible on the terms of a deal, you both stand to gain. Now let’s get specific about what your approach should look like.

Key Ingredients in Your Communications Approach

Keeping the above challenges in mind, it’s clear that if you approach a potential seller with complicated spreadsheets and graphs, you’re likely to be met with polite stares, if not a quick invitation to show yourself out. This is not to say the numbers aren’t important to a seller, but buying an existing business is all about how you present the rationale behind the numbers, not to mention yourself and your qualifications as a buyer.

Ask yourself: What’s my differentiator?

Although you want to buy this business, your approach should come from more of a seller’s mindset. Your goal should be to articulate your value and sell your organization to the owner. Above all, gain rapport by listening to the seller, figuring out what she needs most to be comfortable selling, and then being willing to adapt to those needs. The bottom line is you have to build credibility with the business owner or you don’t have a deal. Period.

Key ingredients in your winning pitch:

1. Articulate your organization’s value. Be ready to talk about your mission and how buying an existing business fits into the broader vision you have for your organization. Bonus points for connecting this with the seller’s values.

2. Come up with a seller-focused message. Paint a clear picture that explains why this particular business, what your aspirations are for the future, and how you are uniquely positioned to usher this business into that bright future. This message needs to be authentic. If you simply say what you think the seller wants to hear, without buying in yourself, the owner will see right through you.

3. Emphasize how you stand apart from other potential buyers. It’s not unheard of in a competitive environment, such as the mid-market, for there to be 10 other buyers offering all-cash deals. It’s imperative for you to talk about how you and your team could be an asset to the company you want to buy. Talk about the unique strengths can bring that help them achieve their vision for the business.

Again, go beyond the numbers and consider the owner’s mindset. She is considering turning over her company, which is more like her baby, to a complete stranger. You would have reservations too. Help her see past those reservations through your message.

Remember: This is Personal

Finally, as you consider how to set yourself apart from other buyers, know that making the personal connection and gaining the seller’s trust can absolutely determine who wins the sale in the end. You’ve probably heard stories about home buyers in competitive markets writing heartfelt, handwritten notes to sellers and getting the house because of the letter. The same strategy can work in buying an existing business.

But before you pull out the stationary, it’s crucial to locate the point of overlapping values early on and expand on those points of relevance throughout the process. Describe your respect for the seller’s legacy and her motivations, talk about your investment plan and growth strategies, and discuss your philosophy on performance-aligned compensation. In other words, appeal to the owner’s beliefs about what it takes to successfully run this business.

There’s no doubt smaller buyers face several challenges in buying an existing business. But the right communications approach can turn those challenges into a winning strategy. If you remain open to opportunities to show that your aspirations align with the owner’s aspirations and that you can be creative with your deal structure, you can succeed in the mid-market M&A environment.

Once you’ve decided buying an existing business is your next move, it’s time to find the right advisors to guide you through the 16-18 month process. At Audacia Strategies, we’re here to support you before, during, and after your acquisition. We live for strategy!

For additional insights on this hot topic, follow this link to hear Katy and Richard’s full webinar: Succeeding as a Small Financial Buyer in Mid-Market M&A.

Photo credit: Wavebreak Media Ltd

influencing business valuation

Could Your Business Be the Next Apple or Amazon? 5 Key Factors Influencing Business Valuation (Part 2 in our series on Business Valuation)

This is the second part of our series on business valuation. Before you dive in here on influencing business valuation, make sure to check out part one where we dig deep into types of valuation.

In our previous post, we discussed some of the complications involved in determining the value of publicly traded and privately owned businesses. And we want to emphasize that while from the outside it can seem like big corporations are dealing in Monopoly money—business valuation is not (completely) based on concrete, objective measures—strategic investors and private equity buyers do follow some standard assessment practices.

Still, business valuation remains a contentious issue and as a result, many potential sellers approach negotiations with assumptions, rather than knowledge about specific value drivers supporting a realistic assessment of their business’s worth. Since assuming is always inferior to knowing, especially during the negotiation process, it’s worth considering internal and external factors influencing business valuation.

Whether you’re thinking about selling your business in the near future, interested in keeping value drivers on your radar as you grow your business, or looking to get into the investment game yourself, there are key factors influencing business valuation to keep in mind. In addition, CEO Katy Herr will be speaking with our friends at Quantive to get their expert perspective on this timely topic. Check back for a link to the podcast where Katy and the Quantive team will dig deeper into influencing business valuation and transferring value in M&A. In the meantime, here’s a primer.

A Quick Recap

Before we look at the specifics influencing business valuation, let’s remember why this is an important question to ask. Recall that there are a couple ways to assess the value of a publicly traded company:

1. Market Capitalization (cost of a company in “real money”):

  • Market cap = stock price x number of outstanding shares

Following Apple’s ascent into 13-digit territory last month, Amazon’s total market value surpassed $1 trillion last week. Both of these valuations are based on the simple formula above.

2. Enterprise Value (cost to acquire a company):

  • Enterprise value = a corporation’s market cap + preferred stock + outstanding debt – cash (and cash equivalents) found on the balance sheet

This is the formula a buyer might use to determine what would be a fair offer to acquire a publicly traded company.

Now, investors don’t use these formulas when looking at the opportunity or degree of risk involved in acquiring privately held companies simply because they don’t usually have access to this information. Private companies aren’t required to report earnings, stock or share prices, outstanding debt, or cash in the bank. However, as a business owner, you do have access to this information and you could provide it to interested investors or buyers. In fact, strategically releasing this information will likely give you a leg up on influencing business valuation.

What’s really important to understand for our purposes is both types of business valuation, but especially market cap, rely on expectations. So let’s talk about factors influencing business valuation.

Buyers look at the following factors when deciding which valuation multiple to apply to their assessment of your business’s ability to generate income and cash flow. Here is what you can do to put yourself in the best possible bargaining position:

1. Maintain Clean Records

If you aren’t doing this for your own peace of mind and other business benefits, it’s crucial for you to get your books and records in order well (years, ideally) before you start looking for investors or buyers. At a minimum, you will want to keep personal and business expenses separate. Having professionally managed books and a solid financial audit is a smart investment if you are seriously hoping to sell one day. This will also help you understand where you are today so you can target your growth goals and mitigate business risks influencing business valuation. So, do your homework here.

Keeping clean records is the first step toward running a profitable business. But records means more than financials. Make sure all important documentation is well-organized and would make sense to interested parties outside of your inner circle.

Important documentation includes:

  • Financials (balance sheets, expenses, tax returns, credit card statements, bank statements)
  • Audits, regulations, and licensing records
  • Recent legal due diligence reviews
  • Written systems and processes, including employee handbooks and manuals
  • Key employee agreements and noncompetes
  • Customer records
  • Written and assignable customer agreements
  • Written contingency plans for emergencies and other potential disruptions to cash flow
  • Key equipment maintenance records

2. Highlight Positive Trends

Investors want to know when they can hope to see a return on their investment, of course. This means showing a projection of positive, predictable profits is ideal. But if your business is new, this might not be a realistic benchmark.

Typically, analysts and investors will look at the most recent 3-5 years of past performance and 2-3 years of projections in determining value. Be sure to point to factors within your control, such as personnel management and smart cost-cutting maneuvers, as well as external factors, such as industry dips and seasonal declines, to tell a complete story.

It’s also crucial to point out other positive trends influencing business valuation that make your business attractive:

  • Revenue growth rate
  • Consistent gross margins trending upward
  • Higher than average industry operating margins
  • History of achieving financial projections
  • Strong, sustainable, predictable cash flow
  • Consistent history of profitability
  • Solid pipeline of new business and demonstrated ability to convert

3. Be Open to Change

One of the big external factors to consider is how the business will respond to inevitable market adjustments and changes in the industry. With technology and automation bringing about rapid changes in most industries, businesses that show an ability to evolve are most likely to maximize profits and sustain additional growth while keeping operational expenses low.

For companies involved in the production of a product, evaluating your strengths and weaknesses is crucial. Can you increase efficiency, product quality, profitability, or customer satisfaction by outsourcing certain aspects of your supply chain? Should you seek out strategic partners in particular areas?

4. Make the Business Less Reliant on Key Personnel

What would happen if the CEO decided to retire, seek out another career opportunity, or take an extended vacation? If your answer is that the company would not skip a beat, then you are on the right track. Companies that rely on owners who spend a lot of time working “in” the business are susceptible to lower valuations. By contrast, those who can set up reliable processes and trusted management to serve clients can walk away leaving a new individual to run the business.

Bob Moskal at Quantive shared this example:

We worked with a facilities maintenance company to recommend and implement a host of improvements to make their business transferable. For example, we recommended they digitize their record keeping, make their financials useful for running the business not just for tax returns, and transition customer accounts to account managers so that a potential new owner could see that the company could run with the same level of success without the departing owner. Previously, this business would have been heavily discounted or not sold at all. It’s now positioned for growth and a more attractive acquisition target.  

Additionally, the following factors make a business easier for a buyer to take over and manage successfully:

  • A strong, recognizable brand identity
  • For product-centric businesses: a clear supply chain; equipment upgrades to modern, productive equipment; systems in place for identifying and implementing new technology
  • For service-centric businesses: system protocols that have been tested; an established, clear succession chain; well-documented job descriptions and processes for sharing institutional knowledge

5. Be Able to Show Large Market Potential

In one sense, how a business has performed in the past matters less to investors than the potential for future growth. Past performance is only as good as what it tells us about future projections. Many buyers focus on turning around businesses in industries where they have been successful in the past or businesses where they have key contacts who could help increase future profitability.

Because so much depends upon the expectations of individual investors, it pays to focus on factors that will likely influence the market potential:

  • Multiple, strong sales distribution channels
  • Multiple revenue streams
  • A strong industry market share
  • A written and up-to-date business plan
  • Proprietary products or technology

Because all of the above five factors influencing business valuation depend on expectations, the best you can do as a seller is lay your cards on the table in a way that puts your company in the best light. This means putting yourself in the shoes of your investors and considering carefully what would make this offer most attractive.

Finally, if you’re really hoping to get top dollar for your business when you are ready to sell, experts say it’s all about doing the pre-sale prep. Again, according to Bob Moskal, business owners will want to start with due diligence a couple years ahead of time, so they have plenty of time to take steps to correct any “skeletons in the closet” ahead of negotiating a sale.

Also, Bob recommends knowing what your company is worth before starting the process, “we’ve often seen a seller shy away when he starts actual retirement planning late in the game and realizes the value falls short. A good financial planner can help here.” You can hear more of Katy’s conversation with Bob about influencing business valuation when they sit down to record a podcast later this month. We’ll add the link when it’s available. Stay tuned!

At Audacia Strategies, we specialize in putting together communications strategies that helps our clients meet their goals. We’ll be the voice of reason as you figure out how to highlight the key value drivers and tell the story of your current (and future!) success. Our team is all about managing expectations. Contact us to schedule a consultation.

Photo credit: rawpixel

business valuation

Are Apple and Tesla Using Monopoly Money?—Business Value, Valuation Myths, and Your Business (Part 1 in our series on Business Valuation)

This is the first part of our series on business valuation. Check out part two where we dig into what influences these different types of valuation.

Business valuation is making headlines these days. With the announcement that Apple is the first publicly traded company to surpass the trillion dollar mark and Elon Musk making Twitter waves about taking Tesla private putting its value at $72 billion, it can feel like some of the big dogs get to play with Monopoly money.

Adding to this perception that business valuation isn’t always (completely) based in reality (hint: there is a big difference between what a company’s worth in “real money” vs. what it could be worth in an acquisition), consider what’s happening in the Venture Capital (VC) ecosystem. VC investors love to reward growth metrics with higher valuations. So it’s common for startups to shop VC firms looking for the best price. This practice has some experts worried that the VC industry is the next bubble.

However, before we throw our hands up, let’s look at what we know about types of business valuation and what these mean for successful non-unicorns and their investors.

Public vs. Private Company Valuation

One of these things is not like the other.

The first thing to understand about business valuation is that we can’t easily compare the values of publicly and privately held companies. Determining the market value of a company that trades on a stock exchange (e.g., Apple, Tesla, Facebook) is fairly straightforward (though we’ll see below that this method doesn’t take into account all types of value investors might want to consider).

business valuationHowever, for private companies, the process is not as straightforward or transparent. This is because unlike public companies that must adhere to the SEC accounting and reporting standards, private companies do not report their financials publicly and since they aren’t listed on the stock exchange, it’s more difficult to determine a value for a private company.

Public company valuation: generally in the press you see market capitalization (AKA market cap, in slang) used as a valuation description (see: Apple, Tesla).

  • Market cap = stock price x number of outstanding shares
  • Example: Apple shares outstanding: 4,829,926,000 x $219.01 (closing price on 8/27/18) = $1.06T

This is pretty simple, but keep in mind that this doesn’t necessarily take into account the full range of measures used to assess the potential purchase price (aka value or market value or valuation) of a business. One of the most commonly used valuation metrics for a public company is enterprise value.

  • Enterprise value = a corporation’s market cap (see above) plus preferred stock plus outstanding debt minus cash and cash equivalents found on the balance sheet

So, let’s say that you wanted to buy Apple. The enterprise value is the amount it would cost you to buy every single share of a company’s common and preferred stock, plus take over their outstanding debt. You would subtract the cash balance because once you have acquired complete ownership of the company, the cash is yours.

  • Example: Apple’s Enterprise Value

Apple’s market cap: $1.06T + outstanding debt: $114.6B – cash and cash equivalents: $70.97B = 1.1T

Okay, so how do we determine the value of a private company. Here there are several different approaches.

Headline valuation: private company valuation metric generally based on the price paid per share at the latest preferred stock round (i.e., investment round) multiplied by the company’s fully diluted shares (see: Slack).

  • “Fully diluted shares” = Common Shares outstanding + Preferred Shares outstanding + Options outstanding + Warrants outstanding + Restricted Shares (RSUs) + Option Pool (sometimes)

See. It’s complicated. And, also a bit of a black box for the average investor. It infers that all shares were acquired at the same price as the latest round, which isn’t typically the case.

Generally, this type of valuation is used because it’s impressive on paper and in the paper (or on the screen). Keep in mind that this basic formula, while it may seem complicated, avoids a lot of the technicalities of private company valuation (but if you’re interested Scott Kupor of Andreessen Horowitz did a great post on VC valuation here).

Although private companies are not usually accessible to the average investor, there are times when private firms need to raise capital and, as a result, need to sell part ownership in the company. For example, private companies might offer employees the opportunity to purchase stock in the company or seek capital from private equity firms.

In these cases, investors can assess business valuation using another common approach:

Comparable company analysis (CCA): a method of business valuation that involves researching publicly traded companies that most closely resemble the private firm under consideration. Such analysis includes companies in the same industry (ideally a direct competitor) and of similar size, age, and growth rate.

Once an industry group of comparable companies has been established, averages of their valuations will be calculated to establish an estimate for the private company’s value. Also, if the target firm operates in an industry that has seen recent acquisitions, corporate mergers, or IPOs, investors can use the financial information from those transactions to calculate a valuation.

Discounted cash flow (DCF) valuation: similar to the above method, this approach involves researching peer publicly traded companies and estimating an appropriate capital structure to apply to the target firm. From here, by discounting the target’s estimated cash flow, investors can establish a fair value for the private firm. A premium may also be added to the business valuation to compensate investors for taking a chance with the private investment.

Misconceptions About a Company’s Worth

So, what’s your company “worth?” If you’re not running a billion or trillion dollar company, you may be wondering where to start in figuring out your company’s valuation. We discussed the basics of business valuation in a previous blog article, which will give you some answers.

And, of course, you may now be wondering whether to take your company public. Or perhaps you’re thinking about raising money to fund your business. You can find out more in Audacia’s IPO Roadmap series (Part One is here).

Now that you know the basics, let’s bust a few common myths:

Business Valuation Myth #1: Valuation is a search for “objective truth.”

This may be obvious already, but all valuations have some bias built-in. Yes, investors will pick and choose the model or approach they want to use. So if you want to put your company in the best light when raising capital, it’s important to understand your target investors so you can tailor your pitch.

Business Valuation Myth #2: A good valuation provides a precise estimate of value.

In some sense, investors are not that interested in precise value. Think about it. What does the value of a company today tell you? This is a measure of what the company has done in the past. But investors are really interested in what the company will do in the future. So, the current value need not be precise to determine whether the business is a smart investment.

In fact, while this is somewhat dependent on industry, it’s arguable that the ROI is greatest when the business valuation is least precise. This could be one of the lessons learned from analyzing the VC industry in Silicon Valley.

Look at Uber, for instance, the world’s most valuable VC-backed company, with an estimated valuation of $62 billion. It’s burning through cash, losing between $500 million and $1.5 billion per quarter on a run-rate basis since early 2017. Yet the company still raised a $1.25 billion Series G led by SoftBank earlier this year, according to the PitchBook Platform.

Business Valuation Myth #3: The more quantitative the model, the better the valuation.

There are a few different schools of thought here, but often the more numbers contained in the model, the more questions investors will have. The best valuation is the one that makes sense and is clear enough to be pressure tested by investors. So beware of overly complex quantitative models and numbers that need a lot of explaining.

As you can see, business valuation for private companies is full of assumptions, educated guesses, and projections based on industry averages. With the lack of transparency, it’s often difficult for investors and analysts to place a reliable value on privately-held companies. However, this is really not much different from other aspects of business. Whether you’re a business owner considering how to raise capital or an investor looking to take a chance by getting in on the ground floor of the next big dog, business is all about taking calculated risks.

At Audacia Strategies, we love to help companies in all stages. You choose the next calculated risk and we’ll be there to support you in making bold moves confidently. Business valuation is not for the faint of heart. Get the right team on your side!

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