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SELLING MY DIGITAL AGENCY: THE JOURNEY ALEX COWELL

FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

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If you have a business idea or are a start-up and are interested in how you might be one day able to exit, then this FuseBox Session could be for you. At this event we will be hearing from people who have been there and done it. They will be sharing their stories and experiences, offering valuable insight and advice. We will be discussing 3 models of exiting a business: Merging/Selling Alex Cowell, MD, MBA Brighton MBA is a leading independent agency, with a client roster that includes Lovefilm, Avios, Everest, Guide Dogs and Sage by Heston Blumenthal. Having successfully led the acquisition by MBA of Cubeworks, the digital agency Alex founded in 2002, he joined the board as CTO and oversees global technology strategy for the group, whilst continuing his role as MD in the Brighton office. IPO Jonathan Satchell, Chief Executive, Learning Technologies Group PLC LTG is the only AIM listed company focussed on consolidating the fast growing but fragmented learning technologies sector. After 16 years of growing private e-learning companies, Jonathan is now in a position am excited by the opportunity to create a substantial global learning technologies agency through organic growth and strategic acquisitions. What are the FuseBox Sessions? The Fusebox Sessions are fortnightly events held by Wired Sussex at our FuseBox home in Brighton and are part of our FuseBox24 start-up programme. The sessions are based around the general theme of ‘ideas you can use’. We think that they have a lot to offer people outside the programme too, so we have made the sessions open and free of charge to Wired Sussex member companies and their employees. Each session consists of a talk with Q & A followed by the chance to network. These events are supported by the EU’s European Regional Development fund through the INTERREG IVC programme ReCreate

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Page 1: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

S E L L I N G M Y D I G I TA L A G E N C Y: T H E J O U R N E YA L E X C O W E L L

Page 2: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

T H E B E G I N N I N G O F T H E J O U R N E Y

Degree in Oceanography with Marine Biology, University of Southampton

Worked for dot com boom agency 2000-02

Moved to Brighton & founded Cubeworks 2002

Page 3: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

T H E N E X T C H A P T E R

Sold Cubeworks to MBA in June 2013

In middle of ‘earn out’ with MBA until January 2016

Founded a new business - Sponsorworks, global SaaS sponsorship management platform

LONDON - MIAMI - BRIGHTON

Page 4: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

T H I N G S I ’ L L C O V E R ( B R I E F LY )

1. What’s your strategy?

2. Planning for sale

3. The sale process

4. Merging

5. My top tips

Page 5: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

1 . W H AT ’ S Y O U R S T R AT E G Y ?

Page 6: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

– T E D T H O M A S M A N A G I N G PA R T N E R , S U N E X I T A D V I S O R S

“It’s almost like the military: before you go in, you want to know how you're going to get out.”

Page 7: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

W H AT R O U T E W I L L Y O U TA K E ?

Trade sale

Succession plan

Lifestyle business

Transition e.g. services to product

IPO

Page 8: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

2 . P L A N N I N G F O R S A L E

Page 9: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

– O N E O F M Y A D V I S O R S

“You only sell your business once.”

Page 10: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

Q U E S T I O N S T O A S K Y O U R S E L F

1. Who might buy your business?

2. What products & services would add value to their business?

3. What size business would suit these buyers?

4. What do you need to change or add to your offering?

Page 11: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

O N A P E R S O N A L L E V E L

★ If you are critical to the business, can you extricate yourself in advance? [No = earn out (probably) / Yes = you’re free!]

★What are you going to do next?

Page 12: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

K E Y FA C T O R S T O M A X I M I S E VA L U E

1. Profitability

2. Maintaining competitive edge

3. Resilience

4. Scalability & growth potential

5. Culture

6. Brand equity (esp. if brand name will remain)

Page 13: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

– J A C K G A R S O N !

A U T H O R , H O W T O B U I L D A B U S I N E S S & S E L L I T F O R M I L L I O N S

“If you've got all this, people will be banging down the door to buy your company.”

Page 14: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

G E T A L L T H I S T I D Y ( N O W ! )

Detailed forecasts & quick access to business data

Contracts for all client projects

Staff contracts up to date

Contractors - be careful of NI liability

Operations & staff manuals - get it all down

Office lease - be aware of potential costs, break clauses etc.

Office environment - spick & span

Expenses - no messy personal expenses

Page 15: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

3 . T H E S A L E P R O C E S S

Page 16: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

A D V I S O R S Y O U ’ L L N E E D

1. Deal broker - critical for a trade sale, less so otherwise

2. Accountant / Tax advisor - may be same person or two people

3. Specialist lawyer - in digital & M&A

Page 17: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

D O I N G T H E D E A L AT T H E B E S T T I M E

When is the right time in the market to sell?

★Find & stay in touch with an industry M&A broker. Get to know one a few years before you plan to sell.

What is the minimum deal for shareholders & when could you achieve this?

★You must be prepared to walk away if you don’t get this.

Page 18: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

T H E A C T U A L P R O C E S S

Your #1 aim: get an offer (ideally more than one to create competition)

1. Prepare short sales prospectus

2. Send it to target buyers & arrange meetings

3. Present really tight story to buyers

4. Get offers

Page 19: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

B U T D O N O T F O R G E T…

★The deal might not happen…

★…so don’t ever take your eye off your business - it can take 6-12 months, a long exhausting time

Page 20: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

T H E N E G O T I AT I O N

Broker is key in initial stages

Might want a second advisor to complement the broker for any sticking points

Question the buyer as much as they question you. (Get business plan & forecasts. Ask around in the industry to see what they are really like.)

After heads of terms, you need a great lawyer. Still a lot to negotiate.

Page 21: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

4 . M E R G I N G

Page 22: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

Q U I C K T I P S O N M E R G I N G

★Remember during any tough negotiation you might have to work with these people

★Ensure deliver unified message across board - internal & external

★ It’s all about relationships - avoid any ‘them’ & ‘us’ - throw some parties!

★Use social technology to unite multiple locations - we just replaced Yammer with Slack (it’s brilliant)

Page 23: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

I N S U M M A R Y

Page 24: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

M Y T O P T I P S

1. Be clear on your strategy

2. Start preparing your business today

3. Be clear on what you want

4. Rally trusted advisors around you

5. Enjoy the ride! It’s an exhilarating experience.

Page 25: FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

T H A N K S

[email protected]@alexcowell

Feel free to send me any questions.

LONDON - MIAMI - BRIGHTON