Change of ownership – selling a company
What steps need to be taken for a successful change of ownership?
Selling an owner-managed company is basically based on three dimensions: industrial, financial and emotional. The industrial dimension is about understanding the buyer's acquisition motive and what drives the interest and attractiveness in our company. The financial dimension is about achieving (or at best exceeding) the value expectation and creating an attractive acquisition model. Last but not least, we have the emotional dimension, which is basically about the corporate culture, trust and confidence in a new owner.
The goal is to find a new partner where the company, under its new ownership, can continue to develop positively and be valued in a way that motivates the owners to sell. Finally, it is also imperative that any new owner taking over responsibility for the business and organization is perceived as being both professional and sympathetic.
We specialize in the sale of private companies
A sales process is made up of several stages and activities, each of which is of great importance to the end result. To optimize the process, a structured approach is required based on an established model with ongoing follow-up.
Censor has a well-developed process which is specifically adapted for owner-managed companies. We carry out the transaction work in two phases and four steps. Our task is to create the best possible conditions for a successful sale, by (among other things) clarifying the company's history, current situation, its position and, above all, its future potential. Furthermore, this task also includes attracting the right buyer – a buyer who can see the strengths and opportunities in the company and is therefore willing to pay a price that motivates the owners to sell. We work as transaction managers, responsible for running and quality assuring the process from start to finish.
What are the starting points for a change of ownership?
Before any change of ownership, there are a number of issues that are important to work through together as a group of owners. Among other things, these include the personal ambition of the owners before such a change of ownership. For instance, should the company reach a given position, size and profitability before selling the business?
The owners’ ambition
- What is the background and driving force to sell?
- Should all or a part of the company be sold?
- Is the company and its owners ready to sell?
- What does the current climate look like for a change of ownership?
- What does the ideal new owner look like?
- Where do we find and how do we reach potential buyers for our company?
The company’s value
- What is our company worth today?
- What is our value ambition?
Management of ‘surprise offers’
Sometimes the company’s owners are contacted by interested parties who want to discuss an acquisition of the company. This usually comes as a surprise, hence the term ‘surprise offer’ and is often perceived as flattering for obvious reasons. In essence, there is not a lot of difference in what the process looks like in a so-called ‘surprise bid’ compared to a traditional, structured process. However, one usually has less time to compile information and build one’s case in order to get as high a valuation and relevant acquisition model as possible.
If the owners go ahead with such a process, there are several potential factors involved, such as the acquisition model, calculation of working capital and net cash / net debt as well as final negotiations - which ultimately become important issues to deal with when reaching an optimal agreement for the sellers. It is worth noting then, that Censor has extensive experience of precisely these types of issues and has, over the years, helped many owners to optimize the sale of their businesses.