May 12, 2022
A contribution from Paul O’Donnell, Bluebox Ambassador, on why the people side of M&A should never be overlooked.
Twenty years ago there was a great deal of talk about the new economy and how it would change everything we do, how we think about business and creating wealth and how we could participate in this new world order. All this was driven by unimaginable technology innovations that fuelled a frenzy of cash being thrown at little more than half-page ideas.
Fear of missing out was the fuel behind this frenzy.
What became of this collective vision?
Well, it didn’t quite happen as we had all hoped. It did however kick off a tsunami of change that resulted in the business world we live in today.
So what changed in the world of Mergers and Acquisitions?
The motivation behind this type of corporate action has remained the same; it might be the economics arising from adding new market segments or territories or perhaps looking for an attractive exit or succession strategy.
I do think the emphasis of the essentials of sound M&A shifted from the excesses of LBO’s in the 1980’s to more holistic views of wealth creation.
While not all businesses are suitable for growth through acquisition, many are. Companies seeking alternatives to organic growth such as exploring opportunities for a joint venture or an acquisition (or to be acquired), it is most often the economics or vertical or horizontal integration that offers a compelling reason to move ahead.
But are there lessons we can learn from the past and apply now? For example look at the pharma industry over the past few decades. Acquisition by large companies was largely driven by the attraction of acquiring the innovation that comes from small, lean and nimble companies that were able to be creative and cheap in their endeavours. The tech world today is similar and is very much in focus now. Where the pharma’s were acquiring a novel molecule and perhaps a small team their focus was very much on relatively inexpensive R&D that someone else incubated. So too in todays tech world.
Beyond tech and very small companies, some industries are notoriously poor at merging even though their product offerings are pretty much homogenous. This is generally reflected in the due diligence and negotiation processes (on both sides) and highlights the importance of going beyond the numbers to the firm’s culture, ethics and values. It is these ‘soft’ elements of the company that can make or break what might seem like a wonderful opportunity on paper.
The negotiation process, allows both sides the opportunity to get to know one another while all the time thinking, ‘are we a good fit; can we work with these people?’ This is really important and can bring a great deal unstuck if not taken seriously or is ill advised.
Mature companies place a lot of stock in their recruitment process, most particularly at senior and board levels. Post acquisition, the acquirer ends up with a significant number of staff on the books that they didn’t have any input into in the recruiting process so they have to rely on their pre-completion conversations to form a view. It is not an afterthought. There are many reasons a merger/takeover/joint venture may eventually fail and mitigating those reasons makes sense. People, culture, different values and ethics can make what looked like a brilliant economic proposition fall on its face.
So what to do?
To attempt to complete such a complex and delicate transaction without external independent advisors on your side is reckless. There are too many moving parts, which is why the people side of M&A is so important.
Advisors will not only guide you though the funding, tax, accounting , conditions precedent and subsequent and so on, they will also advise you on the people side. Through their network of executive and team coaches and mentors the people side is far more likely to be dealt with optimally.
Boutique firm’s such as Bluebox have built their reputation on delivering; they can deliver because their staff have have built up a network of relationships and knowledge over the years they can draw on. While they are batting for you they are also independent and it’s that independence that is so valuable. Of course, at the end of the day it’s very much up to you, the buyer or the seller, who will make the final call but the resulting business will only prosper if the people, the board, the teams all want to make it happen.
So, the three P’s? People, People and People.
“We were delighted with the services that Bluebox offered us. Bluebox’s attention to detail through their Diamond Programme ensured that we were well prepared for when the business was taken to market and that the sale process itself was managed expertly.
We challenged Bluebox with finding the right strategic buyer and thereafter negotiating a deal that met our requirements. In helping initially to identify and to secure the deal with Mountville Mills they accomplished just that. Communication throughout was excellent and professional, managing each stage of the process. I would have no hesitation in recommending Bluebox to any corporate shareholder or private business owner looking to divest their business.”
Richard Millward, Former Client
“We were delighted with the services that Bluebox offered us. Bluebox were challenged with finding us the right strategic investor and, thereafter, negotiating a deal that met our complex requirements. In identifying and securing the deal with LGC they have done exactly that. The process itself was efficient and smooth, largely due to the excellent communication from the Bluebox team, who also demonstrated excellent experience at managing a very engaging auction process. I would be delighted to recommend Bluebox to any corporate shareholder or private business owner looking to divest a business.”
Helen Dickinson, Former Client
It has been a real privilege working with the team at Bluebox over this last year or so. Bluebox’s attention to detail ensured that we were well prepared for when the business was taken to market and the sale process itself was managed expertly. Starting the process, I had no idea exactly what this would entail and the volume of work that has been produced by everyone and the result reached today is nothing short of brilliant.
Hugh Morris, Former Client
We are delighted with the services that Bluebox was able to offer. They showed an intimate knowledge of a deal cycle, managed a tight auction process and were highly communicative from the start. I would happily recommend Paul and his team to business owners contemplating a sale of their business in the next 24 months. Experience is key and this has paid off for us.
Laurence Seward, Former Client
Aligning ourselves early with Bluebox, and entrusting the team to guide us through their process proved to be a highly rewarding investment from all viewpoints. Bluebox’s support significantly enhanced both the value of our business and its ‘saleability’. I would highly recommend Bluebox to business owners contemplating an exit in the next two years. The earlier the engagement the better so far as I am concerned.
Mike Minett, Former Client
We began working with Bluebox in early 2015 through their Blue Diamond Programme, as we were contemplating an exit. We found that the process focussed our minds on the key areas of growth in the business, and prepared us well for the inevitable rigours of due diligence. During the sale process itself, the advice offered by the Bluebox team was invaluable. We found them to be helpful, straightforward and honest.
David Stokes, Former Client
When selecting our adviser, it was extremely important that they had access to international buyers and were experienced in cross-border M&A. The team at Bluebox proved to be invaluable by identifying a strategic acquirer from America who was not known to us and by negotiating an excellent deal for all parties. I was also impressed with the process management from Bluebox, which ensured that the deal was closed in a timely fashion.
Jeff Weinstein, Former Client
When I first engaged with Bluebox, I was hesitant as to the benefits of using an advisor to firstly, find a buyer for my business and secondly, to get a deal over the line. However, now that the deal has completed with KPM, I can honestly say that the finer negotiation points handled by Bluebox and their overall management of this process has been nothing short of first class. I would be delighted to recommend Bluebox’s services to any entrepreneur contemplating the sale of their business.
Bill Ballard, Former Client
Bluebox worked closely with us over the following six months and helped us to implement some key initiatives which made InferMed a more attractive acquisition target. Once we decided to sell the business, the Bluebox team were very diligent in ensuring that no stone was left unturned. They negotiated expertly on our behalf to ensure we got the best deal possible.
Alan Montgomery, Former Client
The pre-sale planning programme that we signed up for with Bluebox made us develop our strategies and focus on the bigger picture. It proved to be a very rewarding investment from all viewpoints and significantly enhanced both the value of our business and its ‘saleability’. I would highly recommend Bluebox to business owners contemplating an exit in the next two years.
Nigel Parsons, Former Client
I have experienced first hand the value that can be created through highly structured pre-sale planning. It amazes me that it is not something that everyone does. It is so disappointing to see around 90% of transactions collapse before they complete and pre-sale planning will not only enhance your price, but also significantly enhance your chance of a closed deal.
James Caan, Investor
We worked incredibly closely with our advisers who provided expert knowledge of the sale process with which we were not familiar. We were truly delighted with the results.
Marten Nielson, Former Client
We appointed advisers to manage the sales process after we had received a number of unsolicited approaches for the business. I was incredibly impressed by the immense value that could be created by expertly negotiating with a group of already interested parties.
Paul Duckworth, Former Client
I was delighted with the service that the team offered and their real attention to detail. The deal was not without its complexities and it was reassuring to have such experienced advisers assisting me throughout the negotiations.
Peter Bennett, Former Client
Truly delighted with the way my sale process was managed. The fact that the team I worked with achieved such a great multiple is testament to their experience and their ability to create some true competitive tension.
James Averdieck, Gü, Former Client
The team at Bluebox provided invaluable support in negotiating this complex transaction. Their access to international purchasers, and exceptional knowledge of cross border M&A ensured that the deal was concluded efficiently, achieving a highly successful outcome for us all.
Jon Parslow, Former Client
“We selected Bluebox after a fairly long round of evaluating potential advisors because of their scientific, yet challenging approach to maximising value. During our initial meetings they showed us how far short of “ready” we were and consequently we completed more preparation in the early stages which meant we were equipped for what was to come. We were delighted with our choice of Corporate Finance partner. I do not hesitate in recommending Bluebox for any SME to consider.”
Simon English, Former Client
Bluebox provided invaluable advice in managing the negotiations with incoming investors. Their skills in handling these discussions were evident from the outset and the vital interface that they provided between the incumbent team and the incoming investors was truly beneficial.
Henry Braham, Former Client
Bluebox have a professional, dynamic and experienced team that is greatly assisting me with my focus on my exit within the next 24 months. Their structured approach is very refreshing and their ‘Blue Diamond’ programme is adding immense value.
Matt Evans, Former Client
The team at Bluebox provided me with a seamless service from the start of the engagement until our deal was completed. Attention to detail was commendable and their understanding of corporate M&A very impressive. I could not recommend them highly enough.
Victor Lewis, Former client
Having tried to sell my business previously – and failed – I was only too aware of the importance of pre-sale planning. This is a talented team offering a service that most people find out about, but too late.
Simon Hulme, Former Client
Bluebox are a quality outfit. Their access to International acquirers and relationships with the highest quality domestic investors was impressive. My shareholders and I received excellent service from start to finish and it was refreshing to be dealing with a senior team throughout the sale exercise.
Michael Clapper, Former Client
I cannot recommend the team at Bluebox highly enough. Their expert guidance throughout the entire sale exercise resulted in my shareholders securing an excellent deal with which the entire team was delighted.
Mark Rodol, Former Client
I’m really pleased with the service Bluebox provided. The team demonstrated excellent knowledge of the process to follow and led negotiations for the hospital in a way that allowed us to ensure we received appropriate value whilst focusing on reputational risk. Communication and service were of a very high standard.
Steven Davies, Former Client
With Bluebox’s expert advice we were able to find the right buyer that will benefit our business strategically. We’re delighted with the outcome and look forward to starting our new chapter
Clive Hillier, Former Client
The advice offered by the Bluebox team throughout the process was invaluable to the shareholders. We strongly believe that participating in Bluebox’s pre-sale planning programme was a significant driver behind the success of the deal. Their project management and negotiation skills throughout the sale process itself resulted in an exceptional deal being delivered to all parties involved.
Harpal Singh, Former Client