04/03/2015

By John Stapleton, co-founder and director, New Covent Garden Soup Co. and Little Dish


For any entrepreneur or business leader, the decision to sell your business is always going to be a momentous one. It’s a step that’s not often taken lightly, but there are ways to maintain focus on the end goal. With each of the three consumer brand businesses I’ve established and grown (New Covent Garden Soup Co; Glencoe Foods Inc. and Little Dish) I’ve faced and overcome different challenges each time, but that’s what keeps it interesting – and why many entrepreneurs go back and do it all over again.

Whilst exit strategies will often need to be adapted, there are key considerations that must be laid out at the start to make the process as smooth as possible.

When taking external investors into your business, whether friends and family, angel investors or private equity/venture capital, it is critical to ensure you all share the same exit plan upfront. As part of this, aspirations regarding the ultimate size of the business must be agreed and the target timeframe in which to sell, also agreed. Plans obviously change and performance can result in interim targets being hit, missed or surpassed. Keeping communication lines open between all relevant stakeholders is vital to ensure all are working to similar exit expectations.

Assuming you’ve got some form of stakeholder alignment, then the fun can start. Keeping the following tips in mind should help to eliminate unwanted surprises.

Always engage an industry-specialist corporate finance advisor

Don’t just get an advisor, get the right advisor. More often than not, this is an industry specialist; someone who knows the potential suitors very well and has likely sold a business to them previously. These are often boutique houses who closely monitor the sector M&A trends and can advise on the right time to sell based on suitor activity or interest. They are also experts at negotiation and can highlight value in your business, in ways which can be difficult for you to do so. Quite apart from anything else, the other guy will have one so you need to find ways to “level the playing field” in as far as you ever can.

Avoid becoming distracted

This is, from experience, easier said than done. For early stage growth businesses in the FMCG sector, there are typically no excess resources available that can be diverted to selling your business, while the business itself continues to be run by the existing management team. Selling your business is a full time job – especially if you want to derive maximum value from the deal – and so is running your business.

You can’t expect to do both with the resources you previously had for just doing one.

It is entirely understandable that the founder-CEO wants to be intimately involved in the deal process, if not actually running it. In fact, this is usually to be supported as any serious suitor will be very interested in the “founder story”, which led to the vision for the business and is hopefully still being lived by all employees. However, while this is happening, think about who is running the business? Essentially, this needs to be delegated to a strong number two from within the business or to an interim manager brought in for that purpose. The latter may be difficult to explain without breaking deal confidentially, so I have always favoured the former.

Consider this well ahead of time so a plan can be implemented without significant disruption. It’ll be worth it in the long-term.

Don’t wait too long!

In other words, don’t try to implement absolutely everything in the belief that will always add value to your business. It may be that some projects are best left to a new owner with more resources or experience, for example international expansion. Failure or sub-optimal performance may scare a potential suitor away if they believe the business is, in some specific ways, not scalable.

Don’t rush the process

Your corporate finance advisor will provide a realistic timeline for you - and this is likely to be in the region of 12-18 months. Don’t try to be smart and crash this timeline, or you’re likely to leave money on the table.

Anticipate where the (perceived) value is to the suitor

Do your own due diligence on the suitor(s) and figure out why they might want to buy you. They may see you as a threat or if there is a risk of their competitor getting their hands on you may be significant motivation to purchase you. If it is likely to be a strategic purchase, you may well be able to draw out a more attractive multiple.

Only sell when “the time is right”

Obviously you should only sell when you are ready and the shared timeline is maturing, but market conditions may also play a significant part. It may make sense to accelerate your original plans if you spot an opportunity, which may only exist within a passing window. Unfortunately it sometimes only becomes clear that “the time is right” once it has already passed…!