11 ways to maximise the sale price of your business

11 ways to maximise the sale price of your business

 

2024 is very challenging for SME’s.

It is proving to be a time of an unusually high rate of SME mortality. This is driven by the problems that emerged with the Corona virus, followed by a period of historically low cost of capital, then a burst of inflation now being wrung out by aggressive rises in interest rates, the wars in Ukraine and Gaza, uncertainty of supply chains, and a host of other items.

It makes sense for every business owner to consider the value of their business. While having an exit plan is always a good idea, few are proactive in creating one.

While you may not be considering selling any time soon, (or going broke) it remains a valuable exercise to uncover the drivers of value, and double down on them.

Following is my list of value drivers, in a rough order, which will vary with circumstances and conditions in any specific market.

Cash flow.

Managing cash is the single most important thing every business can do to ensure survival, after looking after your customers. Cash is not subject to accounting rules, conventions, or differential tax treatment, as are the P&L and Balance sheet. You either have it or you do not.

Calculating free cash flow, the cash left over after capital expenditure over time, gives an extremely sensitive view of the health of a business.

Happy and committed customers.

You can make customers happy by giving discounts, but that is not a good measure of value. A committed customer will be prepared to pay at least the going rate for your products, and will not be moved by short term incentives from a competitor. Two of the best measures are Share of wallet and customer churn.

How much of a customer’s spend on a category you could supply, do you supply, and what is the ratio of customer loss and gain that is occurring. Committed customers will also be happy to refer you to others, simply the best form of marketing there is.

Customer & supply chain diversity.

‘Don’t have all your eggs in the one basket’ is a dictum that has proved true time and time again. Businesses that allow one customer to become more than about 25% of their revenue are dicing with trouble. In the event that customer goes broke, changes personnel at the top, gets taken over, or a myriad of other things that can happen in commercial life, you can find yourself out in the cold. This is the structural problem facing Australian suppliers to FMCG.

It is the same in your supply chains, but in reverse. Every business wants to be a dominating force in their supply chains, to be able to exercise some level of control. The pandemic has shown us how fragile our supply chains are, so resilience has become a key KPI for many who were previously reliant on single sourcing and JIT supply.

Differentiated in ways hard to duplicate that customers value.

Charlie Munger often spoke about building ‘Moats’ around his businesses. We all understand that a moat is a structure that repels invaders, in a commercial case, competitors. It is a lovely metaphor, and works irrespective of the scale and type of your business.

You build moats by being able to create customer value that competitors cannot or choose not to match, and if they try, their resources are consumed by the power of the Moat. This sort of protection is rarely a function of just one element, in the metaphor, the height of the moat wall and depth of the water. It is always a combination of many contributing strategic and tactical measures.

‘Tide’ detergent in the US retains 50% market share of the washing products market. Any quick look would indicate it to be a commodity market. Anyone with the right gear can make a detergent that does a good job, so how has P&G retained this share? It is a combination of time, disciplined brand building tactics, consistently very good advertising, continuous innovation, and an ability to ‘shape’ the market by being strategically smarter than everyone else. These have delivered first mover advantage continuously to P&G as the ways Tide delivers value to consumers have evolved.

Defined Process maps subjected to continuous improvement.

Imagine a potential buyer comes into your business with a serious intent to consider purchase. Anything you can do that reduces the level of uncertainty that they will feel about the value of your business to them is worth doing. If a buyer sees that business processes are mapped, consistently applied, and the subject of continuous improvement, it will be immensely reassuring. Such an environment will remove a significant source of uncertainty and risk.

Revenue Predictability

Revenue predictability is gold. Forecast accuracy drives not only sales up, but operational costs down, and revenue generation activity more directly connected to results, and therefore accountability.

Over the last 20 years, the nature of revenue has changed from one driven by sales, to one driven by subscription. Once you have a customer ‘signed up’ to some sort of process that delivers revenue automatically, they are both more likely to spend more, as they have a sunk cost to recover, and less likely to leave.

Amazon Prime is the most effective subscription model ever seen. Currently Amazon prime has 170 million subscribers in the US. For $14.99 monthly or annual subscription of $139, subscribers benefit from a range of ‘free’ services from across the Amazon ecosystem. Numbers vary, but solid research puts prime subscribers buying up to 4 times as much on Amazon as the average non subscribing Amazon buyer, up from around $500/year to over $4,000. Not bad when you can also manage the margins they are buying at, and have already banked $11 billion in advance.

My local coffee shop has a loyalty program, the 11th coffee free, so I tend to buy from them when it is convenient to do so. If the situation were reversed, and I had paid a membership up front in order to get a discount, the incentive to go there would be significantly stronger. Amazon Prime has harnessed this basic psychological driver to generate billions of dollars.

Having a clear set of robust leading indicators of revenues, margins and profit, offers certainty to any buyer of your business, as well as to you. They also offer the explicit platform for improvement.

Focus

To optimise your business, and thus enhance its value, it will pay to focus aggressively on the areas where you have some sort of competitive advantage that can be leveraged. This always come down to trimming product ranges, brands, geographies, technology bases, and market segments aggressively. While the analysis is tough, and the choices even tougher, you will inevitably find that the pareto rule applies, and aggressive application drives profitability. A mantra I use with clients is ‘Pareto the Pareto’, suggesting that this optimisation is a continuous process.

Clean books

Using the business as an ‘ATM’ for the owner is a danger sign for any buyer. When preparing your books for the inevitable Due Diligence examination by a potential purchasers accountant, the less items that are up for deeper examination the better. Ensure you have a ‘normalised‘ P&L available for scrutiny that identifies and explains or excludes all the items that may draw a question. Similarly, many SME’s claim to have some component of cash transaction in their business. Expect those claimed transactions and resultant cash to be completely discounted by a potential buyer as a source of value.

Steady growth history

Any potential purchaser is only looking at what you have done in the past, as an indicator of what might be possible in the future. They are only interested in understanding the future return on an investment they might make in your business. Therefore, a history of growth will be an indicator that all things being equal, there is evidence that the growth that will benefit them will continue. Growth that is relatively smooth is always better than growth experienced in fits and starts in the eyes of a buyer.

This applies equally to all financial and non-financial measures.

A strong management bench

Across functions, you need people willing and able to step up as you expand. A balanced and robust bench with solid succession planning through all levels is a hedge against the uncertainty that accompanies an acquisition, and benefits the value of the business.

An obvious culture.

Every business has some sort of culture, the ‘way we do things around here’. A consistent, explicit, and aligned culture that is aimed at delivering a well understood strategy is like cheese to a mouse: irresistible.

None of these are easy to address. If they were, the mortality rate of SME’s would be less than it is.

 

 

 

The ultimate ‘AI machine’ between our ears.

The ultimate ‘AI machine’ between our ears.

 

 

Our brains work on 3 levels.

At the most basic is the ‘reptilian brain.’ This is the ancient wiring that is common with every other animal. It monitors and manages the automatic things that must happen for life. Our instincts, temperature control, heart rate, respiration reproductive drives, everything necessary for the survival of the animal.

The limbic system. This manages our emotional lives, fear, arousal, memories, it is where we store our beliefs. It in effect provides the framework through which we look to make sense of the world.

The Neo cortex, the newest part of our brain that differentiates us from other animals. It is where we make choices, it controls our language, imagination, and self-awareness.

This three-part picture is a metaphor. The parts of the brain do not act independently, but in an entirely integrated manner, each having an impact on the others, and receiving input from the others.

Consider the parts of this complex interconnected and interdependent neuro system that is replaceable by AI. There is not all that many of them, beyond the extrapolation of language and imagery from what is in the past.

Despite the hype, we have a long way to go before artificial sentience will be achieved, if it is possible. (Expert opinion varies from ‘Within the decade’ to ‘Never’).

However, who cares?

The productivity gains from AI are present in some form in every current job, and the numbers of new jobs that will emerge are huge. Nobody had conceived of the job of ‘prompt engineer’ 3 years ago!

These new jobs in combination with the renewal of those currently available, will deliver satisfaction, and a standard of living out kids will thank us for.

Sadly, there is always a flip side. In this case it is the dark downsides we all see emerging from social media, which will also be on steroids, and the social dislocation that will occur to those on the sharp end of the changes in jobs.

How we manage that balance will be the challenge of the 2030’s.

 

Image by Canva.com

 

Breaking up supermarkets: A really stupid idea.

Breaking up supermarkets: A really stupid idea.

 

The pile-on to Coles and Woolworths as protagonists in the ‘cost of living crisis’ and accusations of gouging, is somewhat akin to the ‘burning of witches’ in Salem in 1692. (in fact, most of the 16 executed were hanged, but never let a good story get in the way of a fact). The population just needs a victim to blame for their poor fortune, anyone will do, never mind their lack of guilt.

If there was any guilt involved in the lead up to the current ‘crisis’ it would have been allayed by a factual examination of the supply chains in use by retailers, and the drivers of those chains.

It is true that Coles and Woolworths are amongst the most financially successful retailers in the world. This is a position evolved from a long history of take-overs and mergers in the supermarket industry, endorsed by those with the power to stop them. Coles and Woolworths have by this process, as well as their own efforts to attract and keep consumers, have accumulated the scale that enables them to deliver superior returns their shareholders, a group that includes every Australian with superannuation. Had they not performed in this way, the boards of these businesses would have relieved be MD’s of their role. On occasions over the last 40 years I have been watching, there have been a number of MD’s so sent on gardening duty.

So, where should the blame be laid, if there is to be any laid?

None of the various reports have laid bare the mechanics of the supply chains at work. At best they refer to them in passing. However, the antidote to the unreasonable exercising of power back through a supply chain, which is the hypothesis of all the proponents of the gouging story, is transparency.

It is true that Coles and Woolworths can be brutal with their suppliers. Not every supplier is treated equally, and dumb, insensitive, and even discriminatory choices are made, but that situation exists in every walk of life. You do not address these shortcomings by regulation, you address them with transparency.

I used the two dimensional scale in the header to score Coles and Woolworths based on my experiences over 45 years. Despite the current voluntary code of conduct, seemingly about to be made mandatory, the transparency scores for both retailers are concentrated on the bottom left of the scale.

The first three ‘transparency milestones’ get a tick, as 1 or 2 out of five. They are present but only to ensure some level of quality and to protect the retailers from litigation.

The ‘supply chain scope’ measures for both give solid scores in the internal operations, a pass for direct suppliers, but nothing beyond a passing interest in the final two.

Divestiture will not change any of that. It would simply add cost to the supply chains previously wrung out by scale.

A break-up requires a party willing and able to stump up the capital to complete a transaction. To generate a return on that investment it would be necessary to rise prices to accommodate the increased costs. It is unlikely any domestic group would be a buyer, which just leaves an international chain being handed a stepping stone, which is equally unlikely to reduce process in any way.

If the authorities were really interested in adjusting the profitability of the retailers in favour of their suppliers, who have been scrambling for scale for as long as the retailers have, they need to throw the divestiture story into the bin marked ‘stupid idea’ and consider mechanisms that address the core of the problem: measures that favour those with capital at the expense of those who do not.

Divestiture makes a good headline in populist press, but like many good headlines, has absolutely no substance.

 

Header: courtesy of HBR ‘How transparent is your supply chain ‘ August 2019 Bateman & Bonanni

 

The two separate faces of AI.

The two separate faces of AI.

 

AI is the latest new shiny thing in everybody’s sightline.

It seems to me that AI has two faces, a bit like the Roman God Janus.

On one hand we have the large language models or Generatively Pre-trained Transformers, and on the other we have the tools that can be built by just about anyone to do a specific task, or range of tasks, using the GPT’s.

The former requires huge ongoing capital investments in the technology, and infrastructure necessary for operations. There are only a few companies in the position to make those investments: Microsoft, Amazon, Meta, Apple, and perhaps a few others should they choose to do so. (in former days, Governments might consider investing in such fundamental infrastructure, as they did in roads, power generation, water infrastructure)

At the other end of the scale are the tools which anybody could build using the technology provided by the owners of the core technology and infrastructure.

These are entirely different.

Imagine if Thomas Edison and Nikola Tesla between them had managed to be the only ones in a position to generate electricity. They sold that energy to anybody who had a use for it from powering factories, to powering the Internet, to home appliances.

That is the situation we now have with those few who own access to the technology and anybody else who chooses to build on top of it.

The business models that enabled both to grow and prosper are as yet unclear, but becoming clearer every day.

For example, Apple has spent billions developing the technology behind Siri and Vision Pro, neither of which has evolved into a winning position. In early June (2024) Apple and OpenAI did a deal to incorporate ChatGPT into the Apple operating system.

It is a strategic master stroke.

Apple will build a giant toll booth into the hyper-loyal and generally cashed up user base of Apple. Going one step further, they have branded it ‘Apple Intelligence’. In effect, they have created an ‘AI house-brand.’ Others commit to the investment, and Apple charges for access to their user base, with almost no marginal cost.

Down the track, Apple will conduct an auction amongst the few suppliers of AI technology and infrastructure for that access to their user base. To wrangle an old metaphor, they stopped digging for gold, and started selling shovels.

Masterstroke.

It means they can move their focus from the core GPT technology, to providing elegant tools to users of the Apple ecosystem, and charge for the access.

What will be important in the future is not just the foundation technology, which will be in a few hands, but the task specific tools that are built on top of the technology, leveraging its power.

 

 

The demise of Google, or a new beginning?

The demise of Google, or a new beginning?

 

 

80% of Googles revenue comes from advertising. The obvious question is how the explosion of AI after the release of ChatGPT will impact on that revenue, and virtual monopoly of search that delivers it.

Rather than typing in a query and getting pages and pages of options for an answer, headed by 5 or six links that have paid to be at the top of the first page, AI will give you an ‘exact’ single answer.

At least you hope it will be the right answer.

If it is a simple black and white question, like what is the capital of Australia, you can be pretty sure it will be right, but if you want a detailed explanation of the science of climate change, it will be insufficient, and potentially misleading.

However, in a world of instant gratification, the first answer that appears right will be accepted, and as the late Daniel Kahneman demonstrated, we like the quick, ‘fast’ response in favour of the considered ‘slow’ answer.

Google has responded to this existential threat to its profitability with a tool called ‘AI Overviews’, currently in beta. It summarises search results and presents them as a single answer to the query.

‘Overviews’ It operates on the principle of “satisficing,” or providing quick, decent answers rather than a range of options.

Presumably, the ‘toll-booth’ will still be at the point of click through, while advertisers will be given the option to be on the ‘satisficing’ menu, for a price. Not a lot of change from current, frankly.

However, the tectonic forces driving the adoption of Ai will have impacts across the face of business, government and our personal lives, few of which are easily forecastable.

Darwin’s dictum that it is not the biggest or fastest that survive, but the most adaptable to change will really be tested in the coming decade.

 

 

 

 

Strategy does not include execution.

Strategy does not include execution.

 

A short time ago I sat in a workshop where one of the featured speakers continued to conflate strategy and execution into the one process. Those who know me watched with amusement is I tried to maintain a philosophical silence. Rather than jumping up and pronouncing that such conflation is muddle headed at best, destructive at worst, I managed to maintain my seat.

This general lack of understanding that strategy and execution are separate processes has evolved from a number of sources.

Communication. Poor communication of the strategy, and separately, the role each function and individual have in the execution of the strategy via budgets and other means of resource allocation is unclear. Is unreasonable to expect those further down in an organisation to execute on a strategy they do not clearly understand, and even if they do, their role in the execution is unclear.

Size does matter. Organisations as they grow become more complex. As those complexities grow the difficulty of translating strategies into actual tasks that compound to deliver the strategic objective also compounds. Aggressive simplicity is the only antidote, and a huge challenge for management.

Technology overload. Technology often complicates clear communication, despite its ability quickly and efficiently to reach people. The fragmentation and complexity of communication channels serves to dilute the power of a simple message. In the absence of a clear articulation of the problem to be solved, job to be done, and recognition of existing conditions, people determine independently what a message means to them.

Turf wars. Unfortunately, in all organisations beyond about 30 people, politics and turf wars are common. In many large organisations, perhaps most, advancement and the trappings of that advancement go to the most effective political operatives. Merit in getting the job done often runs a long second. Turf wars by their nature work against a coherent collaborative strategic resource deployment.

Resources. In almost no organisation I have ever seen is there sufficient effort made to ensure aligned and consistent understanding of the strategies. That effort to communicate clearly is critical to enabling the allocation of necessary resources, at the optimum time, to deliver the envisaged outcome. Most often the communication morphs to resemble hyperbole.

These factors contribute to the general notion that strategy by itself is an exercise in obscure articulation, while execution is left to the ‘quants’ among us.

Effective strategic deployment requires that the causes of the mismatch noted above are reversed. This requires a culture that insurers feedback loops, flexibility, excellent and consistent communication, all of which come from a single source: leadership.