Showing posts with label Attractive Acquisition Attributes. Show all posts
Showing posts with label Attractive Acquisition Attributes. Show all posts

Monday, August 21, 2017

Attractive Acquisition Attributes – Part Three, Diversification


As we explained in our series titled “Low Risk is the Key to Valuation,” any business attribute that lowers acquisition risk also increases value.  By definition, this type of attribute is an attractive acquisition attribute for buyers.  In previous posts we have described how consistency and recurring revenue are attractive to buyers and increase the value of your business.  In this post, we will explore why diversification is attractive to buyers.

Diversification can apply to many aspects of a business but the one overriding goal of increasing diversification is to reduce the risk of some sort of disruption to your business.  Whatever the source of “concentration,” the opposite of diversification, it should be evaluated to see if there is a way to create more diversification.

When we discuss diversification with business owners the discussion usually begins with a focus on customers.  Frequently, one of the first questions we get from prospective buyers is whether there is any customer concentration.  This is so common that we always address customer concentration in our offering memorandums when marketing a business.  The level of concentration where buyers begin to get concerned varies from business to business and sometimes industry to industry.  Usually a customer that represents 10% of total revenue is not too big of a concern.  When one customer is more that 20%, buyers begin to get concerned and may discount the price more because of this increased risk.  Customer concentrations above 30% can kill a deal or negatively impact value to the point that a sale is not attractive to the seller.  High customer concentration can also cause the buyer to defer part of the purchase price and tie its future payment to that customer’s retention, over time.  Do whatever you can to decrease your reliance on any one customer.

Supplier concentration is another key area.  Any business that is dependent on one source for any of its raw materials runs the risk of business interruption if that supplier is unable to continue to provide its raw material.  This could be caused by one of several different factors that are outside of your control such as natural disaster, an interruption in their own supply chain, labor strikes, financial problems and many others.  The message here is to establish secondary sources of supply and use them on an on-going basis to keep them interested in your business.  It is always easier to establish a new supplier relationship when things are going well than when you have your back against the wall.   

What are some other ways you could diversify your business? 

  • Different Markets – Are there other industries that you are currently not selling to that would find your product attractive.  For example, a manufacturer of industrial adhesives who sells primarily to the automotive industry may be able to expand in to the aerospace industry.
  • Geographical Diversification – If your current revenue stream is concentrated in one geographical location, explore opportunities to expand your geographical reach.  If your business is reliant on a physical presence in the markets it serves this would involve opening a branch location.  If not, it may be as easy as hiring additional sales representatives to target a specific geographical market.  Expanding overseas is frequently a diversification/expansion strategy that domestic businesses use to diversify their customer base to other parts of the world.  An additional benefit of international diversification is the economic cycle diversification it provides.  World economies seldom expand and contract at the same time so having customers in other parts of the world could soften the effects of a domestic recession.
  • Product Diversification –  Are there ways you can add products or modify your product to broaden your appeal to more customers?  Adding a related product that your current customers would find attractive is a good way to strengthen customer loyalty and get them to buy more from you.  Another strategy is to slightly modify your product to appeal to a different customer group.  For example, if you have a high-end product; develop a less expensive version.  Be careful not to encourage your current customers to move down market but it is a common strategy to have a “professional version” and a “hobbyist version” of the same product, with different benefits, features and price points.
  • Sales Channels – Have you thought about diversifying your sales channels to reach a different audience?  Opening an on-line store, for example, might be a viable strategy.  If you don’t offer your products over the Internet, add an e-commerce element to your website.  If you already sell online, look for strategies to sell online through different channels.  Look at the various “marketplace” programs at major e-tailers like Amazon. Consider opening an eBay store, especially if you have miscellaneous overstock items in your warehouse. Rather than marking them down to next to nothing and undercutting new products, sell them on eBay.
There are many other areas that you should also assess for risk reduction strategies.  Think outside the box.  For example, how important is an uninterrupted electrical power supply to your business?  How expensive would it be if your facility was shut down for a day or even a few hours due to an electrical outage?  Installing a back-up generator would address this risk and is a way to diversify your power source.

These are just a few thoughts on reducing risk and increasing value through diversification.  Every business is different and we would encourage you and your advisor to assess your business for risks created by lack of diversification. 

 
Alan D. Austin, CFA

Tuesday, June 6, 2017

Attractive Acquisition Attributes – Part Two, Recurring Revenue


I will be honest with you, I am not a big fan of Revenue when it comes to discussing business valuation.  Multiples of revenue are frequently used to determine business value but I generally dismiss them as misleading or meaningless.  I am a firm believer that business value is driven by earnings.  I am also a firm believer that consistency of earnings is a major factor in reducing business risk and therefore increasing value.

Even though I do not place a great deal of reliance on revenue valuation multiples, I must admit that revenue is where earnings start and therefore the consistency of revenue can be an important value driver.  The reliability of a recurring revenue model is the epitome of consistent revenue and therefore consistent earnings.  Given the choice, a buyer will be much more attracted to a business with a recurring revenue model than one that is not.  One of the biggest concerns business buyers have in an acquisition is customer retention.  Businesses that can demonstrate a high level of customer retention, lower the acquisition risk for the buyer and increase the value of their business.

Recurring revenue comes in many forms and some industries benefit from it naturally.  The most obvious of these are industries such as the utilities, cable & internet providers, cell phone companies, security alarm monitoring companies and other subscription based companies.  Even software developers and IT companies have created recurring revenue models with the software-as-a-service business model and the annual service contract.  Consumers of these services are frequently called subscribers.  When you can realistically call your customers subscribers, it is safe to say you have created a recurring revenue model.

So, what do you do if you are not in one of these industries and the sale of your product is not traditionally thought of as a recurring sale?  Sometimes it is simply a matter of rethinking what you do and how you do it; and at other times it may mean you need to expand your product offering to include a recurring revenue component. 

The software development industry is a great example of rethinking their product offering.  Traditionally, software development companies would package and sell their product for a single, fixed price.  Then that industry came up with the idea of selling a maintenance contract along with the software sale.  The monthly, quarterly or annual maintenance fee became the recurring revenue component.  Then they migrated to the software-as-a-service model where they bundled the software and the maintenance as a single product with a recurring periodic payment.

A good example of the type of company that might have to expand their product offering to create a recurring revenue stream is a manufacturer or distributor of capital goods.  In addition to the one-time (or let’s call it periodic) sale of the higher-priced capital goods these companies began to offer maintenance services or even service contracts.  I recently sold a distributor of capital goods that also offered inspection services to support the equipment they sold. 

Be creative, rethink and see if there is some way to add a recurring revenue component to your business.  Recurring revenue does not need to be 100% of your revenue stream but to the extent you can create some component of recurring revenue you will definitely increase the attractiveness of your company as an acquisition candidate. 

Alan D. Austin, CFA

Monday, January 30, 2017

Attractive Acquisition Attributes – Part One, Consistency

“Slow and Steady Wins” – I saw this slogan on a tee-shirt recently and realized how true it was when related to what makes an attractive acquisition target.  Stated another way, we are talking about steady, consistency in any number of business metrics that a potential purchaser might consider.

Since valuation is predominantly driven by earnings, let’s begin by looking at consistency of earnings.  At times, we have clients come to us ready to go to market because they have finally had that gang-buster year they have been waiting for.  Revenues are up 50% and earnings are up 60% and everything looks great for the future.  Unfortunately when we pull back the curtain and look at the long-term trends, earnings have been volatile even when there has been a long-term positive trend.  It is always better to go to market when you are coming off of a good year but buyers look at more than one year and tend to average out the up years with the down years.


Volatility, risk and value are undeniably linked.  I have a favorite saying, “Buyers purchase the future but pay for the past.”  What I mean by this is that Buyers purchase a company for what they expect they can do with the company in the future but they set the price based on past performance, not based on some optimistic forecast, which may be based on one good year.  So where does risk come in?  When we market a business, we present a forecast to prospective buyers.  These forecasts are largely based on past performance but tend to represent some level of straight-line (consistent) growth in to the future.  If this nice consistent, straight-line forecast is based on historical numbers that are volatile rather than smooth and consistent, then the risk for the purchaser of achieving the forecast is higher.  Higher risk equal lower valuation when the buyer tries to determine a purchase price.  So “slow and steady” (consistent) earnings are much more valuable than one great year.

There are other areas where consistency can add to the overall value of a company.  Consistency in management show stability and continuity and lowers the risk to a purchaser.  Consistency in the customer basis (if repeat business is a normal part of your business model) demonstrates stability and lowers risk.  Similarly, consistency in a company’s supplier basis shows stability and can positively impact value.  Even consistency in the presentation of financial information (financial statements) reflects stability and will make a business more attractive to purchasers and therefore more valuable.

“Slow and Steady” is not necessarily sexy or exciting but given the choice of representing a company that has slow and steady earnings vs. one that has volatile earnings; even if the average earnings over a five year period for both are identical, Slow and Steady Wins every time.

Alan D. Austin, CFA