Reflections

Ask great questions today to help build your future company valuation

Peter Drucker is known for many great quotes. My favorite is, “business executives don’t make mistakes by making bad decisions, they make mistakes by not asking the right questions up front”.

It’s for this reason that we created Yosemite Business Diagnostics. Here are 3 typical questions most business owners and CEO’s ask themselves:

• Could I sell our company and command a premium valuation?
• Could I sell our company and withstand the acquirer’s due diligence?
• How does our company compare to best in class?

These are questions that our Business Diagnostic tools can help you answer. Visit our site today and start asking new questions to build the value, or worth, of your company to help you prepare for a future euphoric exit event.(Visit Yosemite Business Diagnostics) After completing any of these Business Diagnostics, contact us for a complementary review of your results and customized tips for addressing any identified gaps.

Understand all the contract language your company has signed up for

Ask yourself this question – Are there any clauses in any agreements that we have signed over the years with customers, suppliers or partners that may impact our ability to sell our company?

A common question we get from new clients is where do private company owners get negative surprises during the due diligence process with an acquirer? One such area pertains to the acquirer reading through all of the contracts you have executed with third parties and finding language that could impact your sale:

• Right of First Refusal – this clause may allow a third party to have the first consideration to acquire your business before any other entity can be approached. This would preclude you from talking with any other party until you get a release from the party you’ve accepted this language with.
• Change of Control – this clause may require you to get prior written consent from the party you have this contract with which puts them in the position to approve or disapprove your ability to sell your company. Or this language may only require you to give them advance notice of your plans to sell your company but doesn’t give them right to approve or disapprove such plans.
• Sharing of Intellectual Property – this clause may require you to share any IP that you’ve created with a third party that you’ve accepted this language with. This would concern your potential acquirer if they are placing value on your IP and find out in reviewing an executed contract that you have to share that IP with a third party.

Prior to engaging brokers or bankers and certainly prior to engaging third parties in discussing the possible sale of your business, ensure your team hasn’t executed any contracts or agreements with language that might impact your ability to sell your company or at the very least raise a concern with a potential acquirer.

Develop a plan for preparing your business for an optimal exit event, one that will make you euphoric with the outcome. Conducting a contract review is a critical step in your exit preparation.

Managing risk is key to one day receiving a premium valuation

In a recent podcast, retired General Stanley McChrystal shared his definition of Risk. He offered that Threats x Vulnerabilities = Risk.

As business leaders this formula applies in our world as well. Ask yourself this question – what threats to my business am I aware exist and where is my company vulnerable to them? The answer defines your known risk.

This is important to identify for both an obvious reason but also a less obvious one. The obvious one is it makes good business sense to work with your team to monitor threats and vulnerabilities and take steps to negate or minimize them for the purpose of protecting the value, or worth, of your company. The less obvious reason is when the day comes to try and sell your business to a third party, they may be aware of potential external threats a company like yours faces and will expect to hear your insights, even your plans, about how your company is already or is planning to address them. Not being able to articulate your plans to address the threat(s) could negatively impact the valuation they place on your business.

Here are steps you should think about taking soon:

• Meet with your leadership team and brainstorm the threats and vulnerabilities you have line of sight to either currently underway or could have a high probability of happening in the foreseeable future.
• Talk with your advisors and get their external perspective on threats they believe a company like yours could face.
• Talk with select customers or suppliers and see what their perspective is regarding threats in your industry.
• Follow one of your industry think tanks as they are very good at predicting industry threats and opportunities.

Use time as a friend in monitoring the risks to your business. And determine those that you should take action soon and those that you should be monitoring closely – both great steps in the early stages of ensuring your company is prepared to one day help you be euphoric from its future sale event.

Protect company value by ensuring retention of your key people

As an owner or CEO of a business, ask yourself this question – are we taking the right, proactive steps with our team to ensure we retain our key people?

Too often in today’s labor environment, employers are finding themselves playing defense and feeling the pain of good people leaving and then scrambling to try and find a solid replacement. Now is the time to go on the offense and ensure you are building a culture that will be the place your key employees want to remain with.

What are the great questions you should be asking yourself now that will help you go on the offense? To facilitate a healthy dialog with your leadership team, here is a template to use today. (click here for Employee Retention - Great Questions Every Leader Should Ask) 

Building the value, or net worth, of your business takes time and getting good people around you. When the day comes that you might want to attract a third party to acquire your company, you’ll want to present a solid team that they will see value in making a part of their organization. This doesn’t happen by chance, it takes good planning and attracting and retaining the right talent. Use time as a friend and ensure you’re on the right path today in building your organization to support a euphoric future exit event.

The key to a euphoric business exit is supporting the right narrative

Ask yourself this question – what narrative do I want to convey one day to attract a buyer for my company and am I building my business and its performance in a way that will support that narrative?

Let’s first define narrative. It is what your overarching message will be that you will use to attract and excite an acquirer to be willing to pay a premium for your company. As an example – “here at XYZ company we have built a solid business foundation that includes a unique product/service) offering that commands a high degree of customer loyalty and this is manifested in a high degree of predictable, profitable revenue streams. Our market is large and continues to grow and we are well positioned to continue our strong performance.”

When the day comes that you might want to express this type of narrative, you want to be able to show the data to back it up. In this example narrative, did you build a business that offers a unique portfolio, can you prove high customer loyalty, does your data show you do in fact have predictable revenues and does it show that you in fact offer profit levels at or preferably above the market norms for your industry?

What you want to avoid is waiting for a few more years to go by and decide to sell your company only to realize your narrative isn’t as powerful as you wanted it to be. Or that you realize you didn’t deliver the performance and results that would back up your desired narrative with supporting data.

This is why we work with business owners a few years prior to actually beginning the sale process. We help them think through what an exciting narrative will be for their most likely future acquirer and help them develop the strategy that will get their business to support delivering on that narrative. Use time as a friend in this critical aspect of preparing a business for a future euphoric exit and start giving thought to your future desired narrative today.

Yosemite Associates has launched its latest business diagnostic

Ask yourself this question about your company – if I decided to sell my company to a third party, would my business get through their due diligence process successfully?

Deciding to sell your company one day is a major decision. But an equally important decision is will you successfully work through the acquirer’s due diligence process, or as we fondly refer to it as the proctology exam? This catches many sellers off guard as they don’t realize how in depth the acquirer most likely will want to probe into their business. As we convey to owners and CEO’s, getting an acquirer initially excited to acquire your business isn’t the hardest part. The hardest part is ensuring as they probe what your business is all about, that their excitement is maintained or even builds through their due diligence.

We work with our clients in various ways including helping them conduct a due diligence dress rehearsal. We do this at least 2 years prior to their starting the exit process. This way any issues identified can be corrected and results can be realized from the improvement before the selling process gets underway.

At Yosemite Associates, we use a variety of tools, including our on-line suite of business diagnostics to help our clients build the value, or worth of their company. Our latest diagnostic, Probe, is now available for all to benefit from so you can conduct your own confidential due diligence dress rehearsal and be ready one day to maintain acquirer excitement as they consider buying your business. (Click here for Probe)

Building this muscle today could reward you at time of exit

When the day comes you want to attract and excite an acquirer to buy your company, know that they will be asking you for your forward-looking growth projection. They are most interested in knowing this because they will base some of their valuation not just on how it has performed historically, but even more so on how it might perform under their ownership. To be prepared for this, you will want your team to be able to build and present an effective forecasting muscle.

We say this because acquirers often view the seller’s projection with skepticism and will trim it down in building their valuation model. To avoid them doing this to you, you will want to prove to them that your company has a successful historical track record of planning, forecasting and achieving your growth projections. Showing an acquirer that your company has a good muscle and discipline of forecasting your business and achieving your forecasts on a mostly consistent basis, may give them confidence to accept all of or at least a majority of your forward-looking projection.

To be able to show a future acquirer that you’ve built this forecasting muscle with your business, you will want to use time as a friend and start building it today because this will allow you to improve the capability and ultimately show them a few years of positive track record.

Determine how audacious your strategic plan needs to be

Ask yourself this question – to help you be euphoric one day in selling your company, how audacious does your strategic plan need to be?

There are multiple benefits to having a solid strategic plan for your business and one of these is knowing how audacious your plan needs to be to help you achieve your desired outcome from a future sale. You don’t want years to go by and then decide to sell your company only to find that you didn’t have an aggressive enough strategy to close the gap in terms of what your business is worth today versus what will make you euphoric in the future. And the opposite can happen, you don’t want to take unnecessary aggressive steps with your business that might introduce time, cost and/or risk that aren’t required for you to achieve a euphoric exit event.

The journey with your business to a successful future exit event starts today by deciding what good looks like to achieve your future desired outcome. Determine today’s starting point to identify how small or large the gap is that you face. Doing this will help you determine the magnitude of the time, risk and investment that will be needed to close the gap. Don’t leave it to chance whether you will be euphoric one day from the sale of your company. Get out in front of that planning today and determine the strategy you will need to get you there.

Make sure your advisors are asking you the right questions

Ask yourself this question – do my advisors proactively facilitate dialog that is helping me build the long term worth of my company?

For many private business owners, the answer to this question is “my advisors reactively help me think things through when I ask for their input but they aren’t proactive in bringing their business exit planning experience to me”.

To ensure that you are building a business that will one day attract a high degree of acquirer interest, make sure that you are using time as a friend today to be having the right internal strategic dialog helping you build such a business. At this early time of the new year, think about the value your advisors are bringing to you proactively versus reactively in preparing for a future euphoric exit event. Here is one of our articles to help you think about whether your advisors are being strategic or tactical in their help to you (read article)

Keeping it relevant is key to growing your company valuation

Ask yourself this question – when is the last time me and my team discussed whether our value proposition and unique selling proposition are still relevant? A key part of our job as company leaders is to ensure that these are staying relevant and that nothing has or is changing in our market or with our customers that might require us to make a strategic shift.

 - Value Proposition is the value that your customer derives from working with your company.

- Unique Selling Proposition (USP) is how you provide your value proposition in a unique way versus your competition.

The beginning of a year is a great time to think about whether your team sees changes occurring in your market or perhaps changes with your customer purchasing decision making. You’ll want to determine if any strategic shifts are needed in your business and/or whether it’s just a matter of fine tuning your customer messaging to keep it relevant.

For those wanting to sell their business one day and be euphoric from the outcome, assessing value proposition and USP is a periodic key step needed. Your future acquirer will certainly assess whether they think these are staying relevant, so you too need to monitor and manage this aspect of your business effectively.

Use time as a friend to optimize the future sale of your business

In my career, I’ve seen first-hand the difference between successful and unsuccessful exits for private business owners. There are several factors that each share and a primary one we see for those that experienced an unsuccessful one is they lacked alignment early on with the key people around them.

Here are some great questions to think about now to ensure you are using time as a friend to build and maintain the alignment needed to one day increase your likelihood of experiencing a successful exit:

• Is ownership/leadership of our company aligned around what "good looks like" one day for our business - what are we looking to get out of it?
• Are we effectively discussing our future exit options, the pros and cons of each and which one(s) we want to get aligned around to work toward achieving?
• Have we openly discussed, and are we aligned, on what our goals are for the next 1, 3, 5 or more years?
• For the year ahead at a minimum, is ownership/leadership aligned around the primary KPI’s (key performance indicators) we should be working toward achieving?
• Have we established a means for monthly/quarterly reviewing our business performance and progress so that we are aligned in-regards to how we will monitor and manage our business?
• Is ownership aligned with their key family members and spouses who may be impacted one day from the sale of the business and openly discussing now what a future sale might look like?

Don’t let years go by and then try to sell your business only to find out that lack of alignment in key areas, with key people was missing. You don’t want regrets when the day arrives that you look to sell your company. You want to be euphoric. Getting there starts today with fresh, new dialog with the key people around you to get the needed alignment to grow the worth of your company.

Bolting on an acquisition could enable the future selling of your company

As you think about ways to accelerate growth and improvement of your company and especially as you think about growing company worth to one day be euphoric upon an exit event, ask yourself if doing an acquisition could make sense for your business.

Acquirer’s often like scale so if they are going to expend the time and resources to do an acquisition, they’d rather it be meaningful to their business in terms of the revenue and profitability they will be adding to their own. For private business owners, it can make great strategic sense to consider conducting their own acquisition to enable the worth building of their company and then be rewarded upon their future exit event for having built the greater scale.

We regularly work with our clients in deploying this strategy and use various strategic thinking templates to facilitate their planning about who to acquire and why. Here is a great template (Acquisition Planning Template) to start your journey of considering this strategy for your business.

Start the year by building your worth growing plan

Happy New Year to all and wishing everyone a prosperous year ahead. Let’s make it another year of working our plan to growing the long-term value, or worth, of our businesses leading up to one day having a euphoric exit event.

Make yourself a New Year’s resolution to step back and ask yourself this question – where is my business today, where do I want it to get me to one day be euphoric with it and how big is the gap between these two? Knowing this gap, if there is one, will help you identify how bold…or audacious your plan does or doesn’t have to be.

One of the selfish reasons for doing effective strategic thinking and planning is answering the question of how audacious your plan needs to be. You don’t want to incur excessive risk and/or expense to execute on a plan that may be more than you need to fill any gaps you have. And the reverse is true, you don’t want to work hard these coming years only to find out your plan was lacking in ways to truly close the gap to getting you to a euphoric future outcome.

If you want an idea of how to tackle this question, contact us and we can help get your new year off on the right foot with some complementary insights. Call 949.874.0787.

A key checklist item on your path to building the value, or worth, of your company and being able to command a premium valuation at time of exit, is to ensure you are aligned with key managers around the strategic direction for your business. 

As we work with clients on their pathway to a future euphoric exit event, a common question is this – “are the bonus plans you offer any of your employees directly linked to what you’re trying to accomplish in your strategic plan?” Said another way, are bonus plans driving employee behaviors that you know are directly linked to what you’re wanting to accomplish with your business strategy?

Commonly, the answer we get is no and this is a missed opportunity for a better engagement and alignment of your people to your strategy and to building the long-term valuation of your business.

Here are questions to help facilitate opportunities to link your bonus plans with your strategic plan:

• What are the top KPI’s (key performance indicators) for the business and are my key managers aligned with me on them? And is there a KPI I’d like to include as part of their annual bonus?
• As I think about each department within my company, what are the top KPI’s for each and am I aligned with the department manager around these? And is there an important department level KPI I could build in to their bonus plan?
• Have I aligned my team (key managers and perhaps all employees) around what the top 3 strategic priorities are for our company in the period ahead and have I factored any of these into their bonus plans?

Each of these questions is an opportunity for you to think about how to bridge the behaviors and focus of key employees and perhaps even your broader workforce to what you’re trying to achieve with your business. Lacking this alignment is a missed opportunity to protect and build the current and future valuation of your company to help make you euphoric at time of exit.

Being euphoric from your company exit strategy can come in various forms

A first step, in working with new clients who want to sell their company one day, is helping them think through what good looks like for the future. In other words, what will make them euphoric as an end game from owning their company.

During this discovery process, it’s common for us to come across owners that are running their company in a way that would be classified as a lifestyle business. A lifestyle business is run with the focus and priority of serving the personal needs and desires of the owner(s). A common symptom we see in lifestyle businesses is ownership that leaves the minimally needed cash levels in the business and any excess is taken out in short order and distributed to ownership to use/invest elsewhere. In other words, the company is really a means to a different end. There is nothing wrong with this. But realize the questions it will raise in the future if you did want to sell the business to a third party. A natural question will be why did you believe you could better deploy/invest the excess cash elsewhere and not back into your own business? And they will ask if your business is able to run effectively without you and in a way that they can build upon as some lifestyle businesses are great for the current owner, but not ready for a third party to assume responsibility for.

Let’s be clear, there is nothing wrong with running a lifestyle business and for many it is a viable exit alternative. When managed the right way, it can serve as your euphoric exit outcome because you manage the business by taking out the value year after year versus waiting until a single future one time sale event to a third party. But, for those that do want to keep available the option of one day selling to a third party, give thought to what decisions you are making regarding your business and how these decisions may be interpreted by a third party in the future. You don’t want years to go by and you decide you do want to sell and realize the years of running it as a lifestyle business are impeding your ability to do so.  Give us a call and we can help you think through whether you have a lifestyle business and if so, is this the best euphoric end game for you.

Will your strategic plan help you sell your company one day?

A common dialog we have with company owners relates to whether their strategic plan is actually strategic. We commonly find that the answer is no. The plan, either on paper or in their head, is actually more tactical and is not helping the owner/CEO bridge from where their business is today to helping them achieve a future desired end game. And we refer to this end game as the opportunity to Bank Your Moment^®. Meaning, how you define what will make you euphoric in the future as it relates to your company whether it's selling to a third party, selling to your management team, building a great lifestyle business or transferring ownership to a family member. Doing so begins with having a plan, not just hope, but an actionable strategic plan.

Review this list of strategic questions (link to great strategic questions to ask yourself now) that every company owner/CEO should answer for their business. If you have answers to these questions or if you are currently pursuing answers, then in fact your plan is very likely truly strategic. But if you see questions here that you lack the answers to, could be an immediate opportunity for you to enhance your company strategic thinking and planning and steps to build the value, or worth, of your business.

Ask yourself this question – what is the core competence of my business and how will it impact the selling of my company?

Let’s first define what a core competence actually is – it is a capability your company possesses that:

• Supports the Mission, Vision & Values of your company
• Customers are willing to pay a premium for
• Competitors cannot easily replicate
• Is scalable with the growth of your business
• Is sustainable over a long period of time

Very often business executives think a core competence is something their company is good at. Now this may be the case but most often, it is not. When you truly think about all the aspects of what your company does and how you do it and you compare this to the 5 criteria listed above, this is when executives start to realize they are lacking clarity of truly understanding their company core competence.

A quick example is the best way to describe a core competence. Think about Honda and all they do from cars to lawn mowers. Years ago, Honda executives wanted to understand what their company core competence was so they could protect and build upon it. What they discovered was that the motor is their core competence because it met the 5 criteria. It wasn’t the wheels or the frame on the lawn mower or the seats or chassis of the car and it wasn’t their customer experience, it was purely the motor. Determining this then allowed them to know where to focus investments so as to sustain and build upon this competence.

Now give thought to your company. Is your competence in how you design your products or services or perhaps it’s the particular product or service itself or even just a sub-component thereof? Perhaps it’s your subject matter expertise selling capability or it’s something within your customer experience. Knowing what it is can be powerful for protecting and building not just the revenue and profit of your business but the overarching company value, or worth as we call it. Meet with your team and have a strategic discussion around what your company core competence is. It can be an enlightening strategic discussion and it could put you on an accelerated path to building the worth of your business. Contact us and we can send you a template to get you started.

Not all revenues are created equal as they relate to building business valuation

When your company is faced with an exciting new growth opportunity, do you have a good process for vetting it to ensure it will help build the long-term value, or worth, of your company?

Here is a check list to help you vet how a growth opportunity could impact the worth of your business:

Predictable Revenue – predictable revenues create higher company worth than those that are more one off, transactional in nature. Does this opportunity bring you a degree of predictable revenue such as you get from long-term purchasing agreements, subscription models, licensing or royalty fees, etc.?

Diversity of Revenue – evaluate what the opportunity will mean to your overall revenue mix and concentration. Will it help you build a positive diversity, or might it cause a risky concentration?

Margin – assess whether the opportunity will be equal to or hopefully greater than your average company margin today. Opportunities that can be captured at a greater margin than the overall average margin for your business will be viewed as creating greater company worth for your business.

Competence Leveraging – does the new opportunity allow you to fully leverage what your company’s capabilities currently are or will it require you to invest in new ones? If new capabilities must be built, is the cost of doing so factored into your analysis of the opportunity?

Fulfillment Economics – will the new opportunity fully leverage your current product/service fulfillment model or will it require a variation? Fulfillment model variations generally translate to higher cost for your business so ask yourself, have I factored in a potential variation in to my margin analysis?

Contract Terms – will the opportunity require you to sign agreements or contracts that will be the same, more, or less attractive to others you have signed? For those thinking of selling one day to a third party, know going into a new opportunity that the future acquirer will look closely at the contract terms you sign up for and will determine what this means to the valuation they place on your company.

Working Capital Requirements – growth opportunities should be evaluated for their revenue, margin and working capital impact. Will the cash cycle (ie: Receivables timing) be different from your current business and/or will it place new raw material or finished goods requirements that you want to be aware of on the front end of evaluating the opportunity?

Brand Image – ask yourself how this new opportunity will confirm or potentially change your brand image in the market. By taking this new work, will customers (current or new) view your business in a more positive or potentially negative way as a result of taking on this new work.

Price Control – determine how the pricing going forward might change with this opportunity. The revenue and margin could be attractive in the early periods but how do you project it will evolve. Or perhaps to secure the opportunity you have to accept a lower margin initially, will you have an opportunity to improve the margin over time?

Liability Exposure – evaluate the opportunity as it relates to whether it will expose your company to the same or greater liability than you face currently. Just because it might increase exposure isn’t a deal breaker, but you will to be aware of this going in and making sure your pricing it accordingly to reflect the increased risk.

The bottom line here is as your company pursues new growth opportunities, have a process for how you will evaluate what they will mean to the longer-term worth of your business. Having this discipline could help you command a premium for your business one day.

How will the future acquirer view your business when placing a value on it

Every day we view our business through the natural lens of our eyes. However, when the day comes that you want to present your business to potential acquirers, do you know how they will view your business as they look at it through their lens? Use time as a friend to start thinking about this and preparing a business that will present well in their eyes. Here are some questions to facilitate healthy dialog between you and your team on this topic:

Will a future potential acquirer view our company as a single business comprised of complementary products and services or will they view our portfolio as lacking complement, and as a result, will view our offering almost as multiple businesses under the umbrella of a single company?

• As an example, you have a direct-to-consumer business where you sell pet products to consumers and as part of this same company you also have a light assembly shop where you make surgical tools for veterinarians. You view your business as a single company serving the pet industry. But will your future acquirer want both aspects of this business, or will they view one of value to them and the other possibly not a fit?

Will they view your customer base as highly attractive or will they view it as not being the more quality types of customers available within your industry?

• Think about this question as it relates to in every industry, there are what is considered quality customers and not so quality customers. Lower quality customers may constantly pressure you for lower prices, extended payment terms or just generally well known for being difficult to work with.

Will they view your company as being well positioned to avoid being disrupted and/or well positioned to play the role of disrupter in your industry?

• An acquirer will generally be attuned to what trends are already impacting or may soon impact your industry and business. Will they view your company as being well prepared to avoid any disruptions that might occur as a result of these trends or will they see a risk that you are not preparing for what they may mean to your profitable growth?

These are just a few of the many questions to consider but the key is challenging yourself to view your business through two sets of lenses, yours and that of a future potential acquirer. Doing so could help you in making important business decisions now and help build the future exit valuation of your firm in their eyes.

Leverage an effective strategic thinking & planning campaign to build your exit valuation

We speak with many private business owners and a common theme is they aren’t confident that their business strategy is going to help bridge the gap of where their business value, or worth, is today and where they want it to be in the future. The root cause we most often see is the lack of having an effective strategic plan development process, or campaign as we refer to it, for developing your strategy.

Strategic thinking & planning aren’t easy and they are elephants that few private businesses tackle well. And as a result, the natural comfort zone is to focus on more near-term tactical matters and avoid what’s really needed and that is developing a comprehensive strategy for building company worth.

In our frequent guest speaking events on this topic of strategic planning that helps owners build company worth and a business that will one day make them euphoric at time of exit, we share with audiences an effective four part campaign. Review our comprehensive campaign (Four Part Campaign Here) and give us a call (949.874.0787) or email me directly at Larry.OToole@YosemiteAssociates.com so that we can provide more color on how to execute on this campaign specific to your business.

Don’t rely on hope that your future will be euphoric when the day comes you want to sell your business. Build your company and team muscle for developing and executing an exciting strategy for your business. The campaign for doing so is available and awaits you.