Exit and Growth Strategies for Middle Market Businesses

Buying and Selling – Beating The Odds

By Craig Allsopp | Apr 24, 2017

I was reading a study about private business sales the other day and came across a very startling statistic – only 20% of the companies put up for sale ever change hands.

This is a sobering thought – particularly if you are a business owner contemplating retirement and counting on the sales proceeds to fund it.

For some businesses it’s a matter of performance that makes a sale difficult, if not impossible. These companies may be losing money, or facing lawsuits or might be overly dependent on one or two customers.

For others, it’s a lack of preparation that creates the roadblock that prevents a transaction. Businesses with sloppy records, aging equipment and poorly maintained facilities fall into this category. Most investors aren’t looking for a fixer-upper and will quickly pass when they see one.

Still other companies never trade because their owners have unrealistic expectations when it comes to the notion of “transferable value.” They fixate on a number – without considering how their companies rank against their peers’ or the operational challenges and investment new owners will face.

So what is the solution to beating the odds in an environment where it is so hard to sell a company?

We believe it starts with preparation and a commitment to making fact-based decisions throughout the process.

Here are three basic concepts to get the sale process off and running toward a positive result.

  • Invest in a bench marking study. This will provide you with an objective look at your company’s position versus its peer group and provide you with a realistic expectation of its transferable market value.
  • Commit to spending time and effort to spruce up your business. Your company will stand out if you have a good management team, orderly books and records and well-documented customer relationships.
  • Hire a licensed investment banking firm to handle your transaction. Dealmakers at these firms are subject to FINRA testing and SEC regulation. You can see their dealmakers qualifications online and easily find out if they have been subject to any disciplinary action.

To sum up, there are no guarantees when it comes to selling a business. But proper preparation and committing to a professional process are more likely to beat the odds then leaving the details to chance.

Logistics & Transport Industry M&A News | 1st Quarter 2017

By Doug Nix | Apr 15, 2017

Logistics & Transport IndustryAccording to Douglas Nix, Chairman of CFA’s Transportation and Logistics Industry Group, there is a very strong demand for good quality logistics & transport companies of all sizes. Significant bid premiums are being submitted by all categories of strategic buyers in every auction run by CFA.

On a global scale, the shipping of dry bulk containers – across all modes – continues to climb and is projected to continue on an upward trajectory. The growth is expected to be driven by freight rates, ship availability, ship utilization, oil market fundamentals, exchange rates and commodity prices and production.

A recent industry survey reported that the top priorities of North American logistics leaders for their 2017 transportation operations were:

  • Reduce overall transportation costs
  • Improve route planning accuracy
  • Improve the quality and timeliness of management information/reporting

While there are several reasons driving these priorities, we believe the key ones are:

  • The continued shortage of qualified drivers. Many trucking companies are still reporting 100% annual turnover rates in their driver pool. The impact of the Federal Motor Carrier Safety Administration’s electronic logging devices requirement is expected to worsen this shortage as it comes on stream in December 2017.
  • Continued weakness in freight rates resulting from overcapacity in intermodal, water and road markets.
  • The tightening of supply chains combined with the growing demand from shippers for transparency and real time, accurate freight status information. 

Industry Indicators:

  • Total US manufacturers’ shipments, an indicator of the volume of goods shipped by truck, fell 1.5% year-to-date in December 2016 compared to the same period in 2015.
  • Total US revenue for general freight trucking fell 1.4% in the second quarter of 2016 compared to the previous year.

Posted by Doug Nix.

Read the Entire Transport, Logistics and Supply Chain 1st Quarter Newsletter Here

M&A News | Technology, Media & Telecom Industry

By Dan Vermeire | Apr 06, 2017

M&A News Technology – m&a news technologyOne of the largest transactions of the quarter in was completed in December when Roper Technologies, Inc. acquired Deltek, Inc., a portfolio company of Thoma Bravo LLC, for US$2.8 billion in cash. The transaction was funded through cash on hand, borrowings under Roper Technologies’ existing credit facility and new debt. The acquisition enables Roper Technologies to solidify its market position. Roper Technologies engages in the provision of engineered products and solutions for global niche markets. Deltek provides enterprise software and information solutions. Its products include project ERP solutions, enterprise information management, business development solutions, project and portfolio management solutions, HR and talent management solutions and professional services automation solutions. Read more »

When Is A Partial Sale Right For You?

By George Walden | Apr 04, 2017

When an owner comes in to my office to discuss selling their company they are often only thinking binary. Sell it all or keep 100 %. As you might guess, transactions take many forms and occur for various reasons.  There are times when is it appropriate to consider a partial sale of your company.

1.     When you need expertise: The private equity community has created tremendous wealth for many owners by adding operational systems, expertise in personnel and a strategic vision. If you listen to many M&A minutes you know that I preach systems based operational decision making to facilitate growing your company and its people. If you are having trouble building a sales team or developing organizational depth because you are too busy running the company, having a group that supports you in those efforts may be the best way to get your company to the next level. Private Equity Groups (PEGS) to support and protect their investment are usually very open to acquiring expertise and provide systemization. They will often assist you in a strategy for business development including future acquisitions and product development. Why should you try to invent the wheel when somebody else has not only done it before, they have done it serially, often multiple times?

2.     When you need access to capital: Having the right partner can not only make growing a company easier through system contribution and strategic planning, they will often facilitate your ability to get access to capital for growth.  Think of it this way. Not only have you become more bankable because as a shareholder or partial owner their balance sheet strengthens yours they often have access to sources of capital that can improve your rates.

3.     Many business owners have most of their wealth tied up in the company. The last five years for the oilfield industry has been brutal. Many very good companies have failed or barely survived. Don’t you bet those owners wished they had taken chips off the table when the company was doing well and diversified their risk. Everyone knows you shouldn’t have all your eggs in one basket. The old axiom, what goes up does come down! Most companies and all industries cycle.  Ask Sears if you don’t believe it. The best time to sell some or all of a business is when it is doing well. Because the company is doing well it often commands a premium in the market.

If you are concerned about losing control of your business, most business owners don’t realize good companies and I am defining them as positive cash flows greater then 2M ebitda are attractive to minority investors.  The system approach the right buyers bring to the table can help accelerate your company and propel it to the next level. Remember most buyers want to add value to the company and that should always be a consideration in shopping buyers.

In closing, a partial sell should be a part of your consideration when you need expertise, financial depth or liquidity diversification.

Posted by George Walden.

M&A News | Print & Packaging Industry

By Anthony Contaldo | Mar 30, 2017

Print & Packaging IndustryOne of the largest deals of the Print & Packaging Industry in the 4th quarter of 2016 took place in November when Ocelot Acquisition, Inc., a newly formed joint venture of CVC Capital Partners Ltd and BA Glass BV, agreed to acquire Anchor Glass Container Corp, a portfolio company of KPS Capital Partners LP and AlpInvest Partners BV for more than US$1 billion in cash. Anchor Glass Container, based in Tampa, Florida, manufactures glass containers. It offers beer, beverage, liquor, food and custom mold making products and services. Read more »

Plastics & Rubber Industry | M&A News

By Jim Zipursky | Mar 23, 2017

plastics & rubberPrivate equity has been in the plastics & rubber products space. In November 2016 AEA Investors LP acquired TricorBraun Holdings Inc, a portfolio company of Goldman Sachs Mezzanine Partners and CHS Capital LLC, for an undisclosed amount in cash. The transaction was funded through US$735 million senior secured credit facility provided by the Antares Capital LP. TricorBraun Holdings operates as a holding company with interests in plastic packaging solutions. It supplies rigid packaging and related components for the personal care, cosmetics, healthcare, food and beverage, industrial and household chemical markets.

Production overcapacity, weak demand, and pressure from imports have contributed to slow growth in the US PET (polyethylene terephthalate) plastic blow molded packaging market, according to industry experts cited by Plastics News in November 2016. Even as the US industry has consolidated over the last few years, overcapacity persists, which has caused PET producers to reduce prices as they compete for market share and to cut costs in an effort to preserve margins. Industry watchers suggest that PET converters’ cost-cutting efforts have come at the expense of product innovation investment, as some producers have reduced engineering staffs. Manufacturers also face competitive pressure from imports, as well as alternative packaging products, including paper and stand-up pouches, that have innovated in marketing and product design. Soft drink and water packaging remain steady markets for PET converters, but dairy and juice markets are flat. Food offers an opportunity for growth, but further hot-fill and barrier (oxygen, moisture, UV light) innovation is needed. Other growth markets include dairy substitutes (almond and soy milk), and sports drinks. One upside for PET converters is that low oil prices are likely to keep resin feedstock prices in check.

Industry Indicators
  • US nondurable goods manufacturers’ shipments of chemical products, an indicator of demand for plastic resin and synthetic fibers, rose 2.0% year-to-date in November 2016 compared to the same period in 2015.
  • The spot price of crude oil, a key raw material in plastic resin and synthetic fiber manufacturing, rose 50.3% in the week ending January 13, 2017, compared to the same week in 2016.

Posted by Jim Zipursky.

Read the Entire Plastics & Rubber 1st Quarter Newsletter Here

M&A Industry News From the Metal Fabrication Sector

By Robert Contaldo | Mar 16, 2017

metal fabrication sectorM&A activity for North American based target companies in the metal fabrication sector for Q4 2016 included 46 closed deals, according to data published by industry data tracker FactSet.  The average transaction value was $62.8 million.

On a global scale, M&A activity in the metal fab sector was stronger in Q4 than Q3, but still lower than in 2015. Total deal value surged by 12% to $12.9 billion in Q4, bringing the total deal value in 2016 to $40.2 billion, still 40% lower than in the year prior.

Global demand for steel is expected to rise 0.5% in 2017 compared to 2016, according to a recent report by The World Steel Association. Key challenges include uncertainties related to the UK’s vote to exit the EU, along with China’s efforts to shift its economy toward services and consumption, with less investment in manufacturing, exports, and construction. Demand in China is forecast to drop 2% in 2017. However, some emerging markets should experience robust growth in steel demand. Amid government investments in infrastructure, India’s steel demand is forecast to increase 5.7% in 2017. Other key pockets of steel demand growth include Turkey (with 4.2% growth expected), Brazil (3.8%), and Mexico (3.2%). In developed markets, steel demand is forecast to rise 1.1% in 2017, led by the US, which should see demand grow by 3%. The EU and Japan are each expected to experience a 1.4% increase in steel demand.

Industry Indicators

  •  US durable goods manufacturers’ shipments of primary metals, an indicator of primary metal production, fell 7.8% year-to-date in November 2016 compared to the same period in 2015.
  • US steel mill product prices, which impacts profitability for primary metal manufacturers, rose 8.7% in December 2016 compared to the same month in 2015.

Posted by Bob Contaldo.

Read the Entire Metal Fabrication 1st Quarter Newsletter Here

Energy Sector Q1 M&A News

By Roy Graham | Mar 08, 2017

energy sectorM&A activity for North American based target companies in the Energy sector for Q4 2016 included 118 closed deals, according to data published by industry data tracker FactSet. The average transaction value was $271 million.

With oil prices making a slow recovery, US oil production activity is becoming increasingly concentrated in the Permian Basin. Spanning parts of western Texas and southeastern New Mexico, the Permian Basin’s highly productive fields and substantial transportation infrastructure make it one of the few places for profitable oil production when prices are relatively low. (US oil prices, which were over $100 per barrel as recently as August 2014, dropped below $30 per barrel in early 2016 and averaged $45 per barrel in the first week of November 2016.) The Permian now holds nearly as many active oil rigs as the rest of the US combined. Read more »

Does Your Company Deserve a Higher Valuation?

By George Walden | Mar 05, 2017

In a video I posted on Vimeo, I explain about why  some companies are worth more and have a higher valuation than others when the numbers appear the same? Why do some companies receive a 7X multiple and others receive a 4? Click on the play button below to see the entire video.

Recently I was at a presentation by a Texas Private Equity Group (PEG), a financial buying group of businesses to get insights into how they evaluate companies. They showed us their template of analysis. Read more »

M&A News From the Healthcare Industry

By Peter Heydenrych | Mar 02, 2017

healthcare industryM&A activity for North American based target companies in the Healthcare industry for Q4 2016 included 147 closed deals, according to data published by industry data tracker FactSet.  The average transaction value was $137 million.

The number of US physician practices owned by hospitals is rising rapidly, as changes in medical payment systems prompt providers to seek efficiencies through new operational structures. Some 31,000 practices were acquired by hospital groups between 2012 and 2015, leading to an 86% jump in the number of hospital-owned doctors’ offices, according to a recent study from Avalere Health and the Physicians Advocacy Institute (PAI). Nearly 40% of physicians in the US are employed by hospitals or health systems. Typical acquisitions include employment contracts for multiple physicians’ services, along with physical property and equipment. The study found that Medicare payments for some common outpatient hospital services are up to three times higher than if they’d been performed at a physician-owned office, leading to concerns that the acquisition trend could drive up health care costs for payers. 

Industry Indicators

  • US consumer prices for medical care commodities, an indicator of healthcare costs, increased 4.3% in November 2016 compared to the same period in 2015.
  • US consumer prices for medical care services, an indicator of profitability for healthcare services, rose 3.9% in November 2016 compared to the same month in 2015.
  • Total US revenue for healthcare and social assistance rose 5.40% in the third quarter of 2016 compared to the previous year.

Posted by Peter Heydenrych.

Read the Entire Healthcare 1st Quarter Newsletter Here