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How to increase
your company's value
Maximizing
profits isn’t the only way; you can build value through methods that have
little to do with your bottom line
As the owner of a successful business, you should anticipate that some day
you’re going to be an acquisition target. Someone — a supplier, a
competitor, a customer or a large company with which you have no
connection – will want to give you the once-over.
Whether or not you can envision selling out today, you should recognize
that circumstances change, and you should have a plan in the back of your
mind for reacting to change. Begin your evaluation and planning process
now, so that you’ll have an informed idea of what price your company could
bring and, equally important, what you can do in the meantime to drive up
its value.
Launching this process casts all of your strategic decisions in a
different light from this point forward, for you will be aware that every
decision affects not only your profitability, but also your future market
value.
Even with professional assistance, valuation is a complex process (without
the help of a valuation professional, it can be not only complex but
disastrous).
Valuation factors include future operating results and such other critical
components as tangible assets (inventory, notes and accounts receivable
and fixed assets) and intangible assets (brand name, reputation, customer
base, the extent of your distribution network, etc.).
Look at your company from the buyer’s point of view, with no emotional
attachment and assuming little initial familiarity with its inner
workings. Analyze its historical and projected financial results; compare
its performance with its peer group; and scrutinize the valuations of
similar transactions within the industry.
Because many buyers believe that cash flow is more important than revenue,
your company's projections have to be achievable. And it's crucial to find
each buyer's hot buttons: whether they want you to stay, whether they want
the entire company, whether your brand name will be enhanced by their
distribution, and whether tax considerations help.
Different buyers, different value. How the above-mentioned
valuation components and other factors affect your business’s overall
value will depend on the valuation method used (e.g., value based on
discounting future cash flows, book value, adjusted book value,
capitalization of earnings, price-earnings ratio) and the goals and
motivation of your prospective buyer.
As you undertake your "outsider" analysis, bear in mind three distinct
principles of valuation:
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First, your company is valued according to
how it compares with others.
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Second, the valuation is of your company in
the future, not the past.
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Third, your company has decidedly different
value to different buyers.
Strategic buyers, for example, usually seek to increase market share and
gain access to new types of customers, market areas and products. They
also may want to increase capacity, acquire management expertise (though
they often bring in their own teams) and diversify sources of revenue.
They often look for opportunities to increase efficiency and reduce costs
in ways that you might consider excessive or inhumane.
Financial buyers most often seek sustained growth from the acquired
company. Cash flow is critical, since financial buyers generally rely on
new borrowings for their transactions. They also tend to want current
management to stay on the job, rewarding managers with shares in the newly
acquired company. It's a cliché that strategic buyers tend to pay more
than financial buyers, but, like many clichés, that one is often true.
Maximizing your company’s value. If this valuation procedure sounds
complicated, that’s because it is. Few business owners can do without
sophisticated professional assistance to arrive at their company’s highest
marketable value.
In addition, a professional advisor who combines valuation expertise with
business management know-how can be invaluable in pointing out operational
strategies that maximize both profits and value. Those strategies may
include any or all of the following:
Develop proprietary products. Technology, design and even packaging
can make your products proprietary, lead to higher profits, and increase
your desirability to a buyer. Proprietary products offer protection from
competition and allow you to sell on more than just price, provided that
your customers perceive the unique nature of your products.
Develop consumable products. Buyers of businesses look for
companies that attract repeat customers because such firms have
predictable sales. With consumable products, your first sale marks the
beginning of a stream of sales. Reorders may become automatic, and you
don't have a high customer turnover each year.
Build an organization. Buyers don't like one-man bands. A business
that depends on only one or two people is riskier in the buyer's mind and,
therefore, is of less value. Building a deeper management team means you
must relinquish some control. It's also more expensive and involves risk.
But the payoff comes in the form of better operating results and a higher
sales price.
Beware of the size issue. Larger businesses are often stronger than
smaller ones. They may offer better market share, broader product lines,
multiple locations, more assets, deeper management and greater
capabilities. Recognizing this, buyers often set minimum sales sizes for
acquisitions and, everything else being equal, tend to pay higher dollars
for companies with higher sales. But size can hurt. Larger businesses are
often more complex and harder to manage. When the goal is market share, or
simply size, profits are often sacrificed. The resulting high working
capital needs can lead to strained finances, more debt and higher risk.
Maintain credible financial statements. A buyer loses faith in a
company's credibility if he can't understand and have a high degree of
confidence in its reports. Your financial statements must provide a clear,
unambiguous record of your company's operations, assets and liabilities.
Develop a broad customer base. A business with many independent
customers is generally more predictable and represents a lower risk than a
similar business that depends heavily on one or a handful of major
customers.
Steadily increase sales and profits. When purchasing a company, the
buyer estimates what he can earn on his investment. It is difficult to
project results for a company whose sales and profit history appears as
jagged peaks and valleys on a line graph. Accordingly, buyers will devalue
such a company s results.
Get out of debt. Debt outstanding at the closing is often deducted
from the gross purchase price to determine the amount the sellers actually
receive. Many businesses are nearly impossible to sell for any net price
that is reasonable to the owner because debt exceeds the apparent gross
value of the business.
Serve niche markets. Trying to be everything to everyone in a major
market can blur your company’s image and needlessly expose it to harsh
competition. Instead, position your company as a leader.
Finally, increase employee incentives. Your compensation plan
should reinforce both strategic and short-term operating goals so that
employees have incentive to improve performance in the areas that enhance
value.
Based in Mesa, Arizona, and serving closely held businesses in the East Valley,
the Phoenix area and throughout Arizona, Schmidt Westergard & Company, PLLC, is
an independent full-service tax, audit, accounting and business advisory firm
focusing on the middle market.
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