4
Financial Advisory Investment Banking Private Equity Winter 2010 de Visscher & Co. Global Family Businesses in 2010 In later generations, family rms’ nancing needs and funding sources evolve. But key factors remain the same. (Continued on page 2) O VER THE LAST two decades, family businesses have undergone signicant transformations, with regard to family composition as well as the challenges faced by these enterprises. In the late 1980s, most family businesses were still dominated by World War II generation leaders who were generally autocratic and self-assured. The reference book for that generation of business owners was Léon Danco’s masterpiece, Beyond Survival. In the book Danco described the loneliness of the war generation leaders and their trepidations about bringing the baby boom generation on board. Recalling their childhood experiences during the Great Depression, these leaders maintained conservative balance sheets and they relied mostly on the founder’s savings and family loans to bootstrap their businesses. Founders and their families took personal risks. They pledged personal assets, such as their home, as collateral. To fund expansion of their edgling enterprise, they plowed internal cash ow back into the business. Along the way, they called on their neighborhood banker for some short-term nancing and occasionally turned to a group of their wealthier friends for “angel” equity capital. When the young baby boom generation joined their parents in the management of the family business, their youthful energy was substantially tamed by the lack of nancial exibility; plans were limited and depended on the company’s resources. Navigating the often- stormy waters of generational transitions was the most difcult challenge faced by family businesses at the end of the 20th century. The last two decades were marked by three distinct phenomena that have had a signicant impact on the state of family businesses today. On the business side, due to the fast acceleration of globalization and information ow, family businesses increasingly for the rst time are confronted with well capitalized global competitors. Global companies’ access to capital and markets were well above the nancial and managerial means of these very conservatively capitalized family businesses. At the same time, customers came to expect companies to meet their global needs, and suppliers began to favor global sourcing. In a global market, growth is no longer a choice but a necessity for survival. For the rst time, many family businesses needed access to outside capital and outside global management teams to stay competitive and to grow. The alternative was to sell out or perish. The late ’80s witnessed the liberalization of nancial markets across the globe. As private wealth increased, the wealth management industry arose, giving family businesses access to new sources of capital, such as private equity funds, private trust companies and nonpublic equity. Private equity would be deemed very attractive for family businesses as an alternative to selling the company or going public. Finally, during the last two decades, advising family businesses became a distinct profession of its own. The Family Firm Institute (www.f.org) was formed in 1986 along with many other networking and educational organizations and programs. Family business owners and their advisers now had plenty of opportunities to learn from professionals and from their counterparts in other family enterprises. Global, multigenerational family business owners In this second decade of the 21st century, it is not unusual to nd family businesses with ownership spread among three or more generations. Most of these extended families no longer live in the same town—they may not all live in the same country, or even on the same continent. This diversity among family members creates signicant dichotomies in the various shareholders’ control and liquidity goals. The founder or second-generation owners, now grandparents in their 70s or 80s, are more interested in liquidity than in growth. They need dividends or a full or partial buyout to allow them to retire in comfort. The next generation, in their 50s and 60s, are often still active in the company, but their biggest personal expenses are behind them. (Their homes are mostly paid off; their kids have graduated from college or are nearing that milestone.) But the boomer generation’s kids—in their 20s, 30s or 40s—have those expenses in front of them, and are ready to leap into new technology and new global markets to help the company grow enough to meet their future needs. Smart family businesses in this situation create ongoing liquidity programs to match the diverging needs of owners in each generation. Globalization—of families as well as businesses—has also substantially changed the role of the family owners in the management of their companies. The better-educated family Founding Member

de Visscher & Co. · 2013-01-29 · Winter 2010 de Visscher & Co. Global Family Businesses in 2010 In later generations, family fi rms’ fi nancing needs and funding sources evolve

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Page 1: de Visscher & Co. · 2013-01-29 · Winter 2010 de Visscher & Co. Global Family Businesses in 2010 In later generations, family fi rms’ fi nancing needs and funding sources evolve

de Visscher & Co.

de Visscher & Co.is an independent fi nancial advisor to business owning families and closely held businesses worldwide. Through a

unique combination of fi nancial advisory, capital raising and investment banking services the team at de Visscher & Co. creates high value-added solutions to the liquidity needs of shareholders and the capital needs of their businesses.

Two Greenwich Offi ce Park, Greenwich, CT 06831Tel: 203-629-6500 Fax: 203-629-6547

Website: www.devisscher.com e-mail: [email protected]

A National Affi liate Network of seasoned, professional services fi rms dedicated to providing growth advisory and investment banking services to middle market and family-owned companies and their principals.

Website: www.businessgrowthalliance.net

Financial Advisory

Investment Banking

Private Equity

Winter 2010

de

Vis

sch

er &

Co

.

Global Family Businesses in 2010In later generations, family fi rms’ fi nancing needs and funding sources evolve. But key factors remain the same.

(Continued on page 2)

OVER THE LAST two decades, family businesses have undergone signifi cant transformations, with regard to

family composition as well as the challenges faced by these enterprises.

In the late 1980s, most family businesses were still dominated by World War II generation leaders who were generally autocratic and self-assured. The reference book for that generation of business owners was Léon Danco’s masterpiece, Beyond Survival. In the book Danco described the loneliness of the war generation leaders and their trepidations about bringing the baby boom generation on board. Recalling their childhood experiences during the Great Depression, these leaders maintained conservative balance sheets and they relied mostly on the founder’s savings and family loans to bootstrap their businesses.

Founders and their families took personal risks. They pledged personal assets, such as their home, as collateral. To fund expansion of their fl edgling enterprise, they plowed internal cash fl ow back into the business. Along the way, they called on their neighborhood banker for some short-term fi nancing and occasionally turned to a group of their wealthier friends for “angel” equity capital. When the young baby boom generation joined their parents in the management of the family business, their youthful energy was substantially tamed by the lack of fi nancial fl exibility; plans were limited and depended on the company’s resources. Navigating the often-stormy waters of generational transitions was the most diffi cult challenge faced by family businesses at the end of the 20th century.

The last two decades were marked by three distinct phenomena that have had a signifi cant impact on the state of family businesses today.

On the business side, due to the fast acceleration of globalization and information fl ow, family businesses increasingly for the fi rst time are confronted with well capitalized global competitors. Global companies’ access to capital and markets were well above the fi nancial and managerial means of these very conservatively capitalized family businesses. At the same time, customers came to expect companies to meet their global needs, and suppliers began to favor global sourcing. In a global market, growth is no longer a choice but a necessity for survival. For the fi rst time, many family businesses needed access to outside

capital and outside global management teams to stay competitive and to grow. The alternative was to sell out or perish.

The late ’80s witnessed the liberalization of fi nancial markets across the globe. As private wealth increased, the wealth management industry arose, giving family businesses access to new sources of capital, such as private equity funds, private trust companies and nonpublic equity. Private equity would be deemed very attractive for family businesses as an alternative to selling the company or going public.

Finally, during the last two decades, advising family businesses became a distinct profession of its own. The Family Firm Institute (www.ffi .org) was formed in 1986 along with many other networking and educational organizations and programs. Family business owners and their advisers now had plenty of opportunities to learn from professionals and from their counterparts in other family enterprises.

Global, multigenerational family business ownersIn this second decade of the 21st century, it is not unusual to fi nd family businesses with ownership spread among three or more generations. Most of these extended families no longer live in the same town—they may not all live in the same country, or even on the same continent. This diversity among family members creates signifi cant dichotomies in the various shareholders’ control and liquidity goals.

The founder or second-generation owners, now grandparents in their 70s or 80s, are more interested in liquidity than in growth. They need dividends or a full or partial buyout to allow them to retire in comfort. The next generation, in their 50s and 60s, are often still active in the company, but their biggest personal expenses are behind them. (Their homes are mostly paid off; their kids have graduated from college or are nearing that milestone.) But the boomer generation’s kids—in their 20s, 30s or 40s—have those expenses in front of them, and are ready to leap into new technology and new global markets to help the company grow enough to meet their future needs. Smart family businesses in this situation create ongoing liquidity programs to match the diverging needs of owners in each generation.

Globalization—of families as well as businesses—has also substantially changed the role of the family owners in the management of their companies. The better-educated family

FFI NewsGreenwich, Connecticut, October 8, 2009 — de Visscher & Co. is proud to announce that partner James A. Murphy and Associate Terry Hannafi n each received a Certifi cate in Family Business Advising at the Family Firm Institute (FFI) September 2009 conference in New York City. Jim Murphy also received Fellow Status.

The Certifi cate with Fellow Status recognizes extensive experience and commitment to the fi eld of family business

advising and acknowledges that Jim has fulfi lled all the requirements for the FFI Certifi cate in Family Business Advising. The FFI Certifi cate Program benefi ts both family business advisors and their clients by establishing knowledge standards for better serving family-owned enterprises and families of wealth.

“Jim and Terry have worked hard to earn these designations,” comments François de Visscher, president of de Visscher & Co. “Our clients will continue to benefi t

from their expertise and dedication to helping family businesses and high-net worth families accomplish the many challenges they face in meeting their capital and liquidity needs.”

The Family Firm Institute (FFI) is an international professional membership organization dedicated to providing interdisciplinary education and networking opportunities for family business and family wealth advisors, consultants, educators, and researchers and to increasing public awareness about trends and developments in the family business and family wealth fi elds. Based in Boston, MA, with a

membership of more than 1500 professionals and educators throughout the Americas, Europe, Asia and Australia, FFI fulfi lls its mission by providing continuing education and networking opportunities as well as programs designed to stimulate research in the fi eld of family business.

Founding Member

Founding Member

Message from François de VisscherIn contemplation of a well-earned retirement, Richard Allen has decided to curtail his full time partner activity in transition to a limited partner status in our fi rm. Richard will continue as a valued network and transaction advisory resource to us, as well as an active participant in the activities of our private equity fund, Family Capital Growth Partners. During the last 15 years, Richard has been a wonderful colleague and partner. He was instrumental in the establishment and the growth of our private equity fund, Family Capital Growth Partners. Richard was also instrumental in advising many of our large families across the globe, thanks to his sharp banking skills and his ability to understand the challenges imbedded in their businesses and their families.

We will miss Richard’s daily involvement, but look forward to seeking his counsel as a limited partner as we continue to grow our fi rm.

Page 2: de Visscher & Co. · 2013-01-29 · Winter 2010 de Visscher & Co. Global Family Businesses in 2010 In later generations, family fi rms’ fi nancing needs and funding sources evolve

Patient Capital Raise de Visscher & Co. served as exclusive fi nancial advisor to an Outdoor Recreational Products Family Business in providing patient capital from a syndicate of High Net Worth Individuals and Family Offi ces. This new junior capital partnership relationship enabled the Company to both ease internal liquidity concerns and acquire a major competitor – increasing market share in a down market. As a result, the Company’s senior lender gained comfort from this capital infusion and renegotiated existing credit terms to support the Company’s future growth.

Debt Refi nance de Visscher & Co. was engaged as exclusive fi nancial advisor by American Refi ning Group (“ARG”), a family-owned specialty oil refi nery, to explore several fi nancing options to provide liquidity to the principal shareholder and supportive growth capital for the business. As part of a long-term, multi-step liquidity strategy, de Visscher & Co. advised ARG through an ESOP implementation to facilitate the fi rst stage of ownership transfer to the employee base. Additionally, de Visscher & Co. was able to increase total bank availability by replacing the existing senior term debt on more favorable terms by partnering with a regional lender while implementing a new Capital Expenditure line of credit facility.

de Visscher & Co. de Visscher & Co.

- 2 - - 3 -

(Continued from cover)

members in the baby boom generation and beyond have taken on the role of global managers. If global managerial talent cannot be found in the family, the owners seek professional teams to fi ll the gap. The role of the family in such instances shifts from owners/managers to “responsible shareholders” whose role is to develop strategies and policies to guide management in enhancing the shareholder value creation process.

As family members assume this new role of shareholders rather than managers, the family must develop its own governance structure. Family councils and family offi ces were born from global families’ need to govern the wealth creation process. The challenge now is to maintain the family’s “patient capital” by recruiting the best management teams to lead the business, providing liquidity to those family members who want to exit and maintaining strong family and corporate governance structures.

Developing new fi nancingThe globalization and liberalization of the fi nancial markets have had a very positive impact on family businesses by opening new avenues for fi nancing growth capital needs of the business and liquidity needs of the shareholders.

In the late 20th century, family businesses relied mostly on community banks and savings and loan contacts for outside fi nancing. Gradually they began turning more and more toward money-center banks, and then they increasingly accessed global sources of capital. Mergers between U.S. banks and international institutions, now a common phenomenon, have made it easier for local entrepreneurs to develop relationships with loan offi cers in other countries.

Family businesses used to rely on short-term working capital in the form of lines of credit backed by receivables or inventory. Today they more commonly take out longer term debt, not necessarily backed by assets but based on the strength of their cash fl ow. Family businesses are also bolder about tapping alternative sources of fi nancing providing long term debt or cash-fl ow lending such as mezzanine debt, angel and venture backers, and institutional sources such as insurance companies.

Over the past ten years, private equity increasingly targeted family businesses. However, many private equity fi nancings were leveraged and not strategic in nature. Even before the current economic crisis, the short-term orientation of many private equity funds began to clash with the long-term goals of family companies. Recently, family offi ces and high-net-worth individuals have been infusing more patient capital into family companies. In addition, strategic partners from all over the world have emerged to take a minority interest in companies—for example, where they can share technology.

The rise of private equity, particularly the “patient” private equity provided by family offi ces and high net-worth investors, has reduced many family businesses’ need to tap the public equity markets. The public markets’ reporting requirements and short-term orientation are not very attractive for companies seeking stable long-term partners or investors.

What has not changedDespite these fairly signifi cant changes, family businesses remain conservative compared with other companies, in terms of their determined approach to react to global trends and opportunities as well as their unwillingness to burden their balance sheets with debt.

Family companies’ resistance to the excesses that were available in the fi nancing market means that few of them have grown beyond their means. They are typically not over-leveraged, and as a result, many of them have weathered the fi nancial crisis in better fi nancial shape than companies with riskier balance sheets.

My crystal ballWhat’s in store for family fi rms in the future? The mismatch between private equity and family businesses’ long-term goals is likely to grow. To bridge that gap, the family offi ce market will increase its infusion of patient capital into family businesses.

Corporate and family governance will continue to become more effective and sophisticated. More family enterprises will recruit outside board members and institute committees of the board, and meetings will become more rigorous. Family councils, family forums and family offi ces are expected to be more rigorous in training the next generation, communicating across and among generations, and establishing a better balance of power between family owners and family managers.

Much has changed over the past two decades, and the evolution is continuing. But the core strengths of family businesses—their conservative fi nancial management and patient capital—increase the likelihood that they will survive for many more generations.

by François de Visscher

Specialty Oil Refinery

Has received financing commitments totaling

$15,000,000

from

The undersigned served as exclusive financial advisor

to the Specialty Oil Refinery in this transaction

This announcement appears as a matter of record only

Northwest Savings Bank

de Visscher & Co.

Please be sure to visit our

New & Improved!! very informative

WEBSITE at

wwww.devisscher.com

Advisor of the Quarter:Chris Uzpen

de Visscher & Co. had the opportunity to work together with Chris Uzpen of Withers Bergman LLP on a seminar the two fi rms co-sponsored, entitled “Finding the Silver Lining.” Chris Uzpen is a partner in Withers Bergman’s Greenwich, CT offi ce where he provides tax and estate planning advice for U.S. and non-U.S. families, their family offi ces and businesses, as well as US pre-immigration and expatriation planning. He also provides tax planning on corporate, partnership and

international inbound and outbound issues for a wide-range of businesses including publicly traded businesses, closely held businesses, investment entities and real estate ventures. In addition, Chris leads the fi rm’s Family Offi ce practice dedicated to assisting family offi ces on all their legal needs.

Chris advises fi duciaries on the tax consequences of trust investments and on issues arising during trust administration as well as on the use of fi nancial products. He represents taxpayers in all matters before the Internal Revenue Service and state tax departments.

He has also been an adjunct professor teaching classes in federal taxation including international tax and business tax. He is also admitted to practice in the United States Tax Court.

Tax and structuring issues are clearly of critical importance to family owned businesses. Chris and his partners at Withers Bergman provide top-notch advice in this area, while at the same time taking a holistic view of the individual’s situation.

Please feel free to contact Chris at 203-302-4076 for more information about how he and his fi rm can help you strategize.

current economic crisis, the short termprivate equity fununundsdsds b b begegegananan to clash witof family compmpmpanananiiies.s.s. R R Recececenenentttly, family oworth innndididivivividududualalals hahahaveveve b b beeeeeen n n inininfufufusing mnto fffamamamililily y y cooompmpmpanies.s.s. I n adadaddididitititiononon, straovererer t t thehehe w w worororldldld hhhavavave e e emememererergegeged dd tototo tttakakake ee acompppanananieieies—s—s—fofoforrr exexexamamamplplple,e,e, w w whehh reee t t theheheyyy c

The riririsesese o o of f f prprprivi atatateee eqeqequiuiuitytyty,, , papapartrtrticculuu arararlylyly theqqquiuiuitytyty p p prrrovivividededed d d byyy famamamilyy y ofofoffi fi ficececes ss anaa d hhaaas ss rerr duucececeddd mamamanynyny fffammmiiily y y bbbusiiinenenesses’ equity marketststs. ThThThe ee pupupubblb icicic m markets’ repand short-termmm o o orririenenentaaattit on aaarerere not verycompanies seekkkinining g g staaable long-term p

Page 3: de Visscher & Co. · 2013-01-29 · Winter 2010 de Visscher & Co. Global Family Businesses in 2010 In later generations, family fi rms’ fi nancing needs and funding sources evolve

Patient Capital Raise de Visscher & Co. served as exclusive fi nancial advisor to an Outdoor Recreational Products Family Business in providing patient capital from a syndicate of High Net Worth Individuals and Family Offi ces. This new junior capital partnership relationship enabled the Company to both ease internal liquidity concerns and acquire a major competitor – increasing market share in a down market. As a result, the Company’s senior lender gained comfort from this capital infusion and renegotiated existing credit terms to support the Company’s future growth.

Debt Refi nance de Visscher & Co. was engaged as exclusive fi nancial advisor by American Refi ning Group (“ARG”), a family-owned specialty oil refi nery, to explore several fi nancing options to provide liquidity to the principal shareholder and supportive growth capital for the business. As part of a long-term, multi-step liquidity strategy, de Visscher & Co. advised ARG through an ESOP implementation to facilitate the fi rst stage of ownership transfer to the employee base. Additionally, de Visscher & Co. was able to increase total bank availability by replacing the existing senior term debt on more favorable terms by partnering with a regional lender while implementing a new Capital Expenditure line of credit facility.

de Visscher & Co. de Visscher & Co.

- 2 - - 3 -

(Continued from cover)

members in the baby boom generation and beyond have taken on the role of global managers. If global managerial talent cannot be found in the family, the owners seek professional teams to fi ll the gap. The role of the family in such instances shifts from owners/managers to “responsible shareholders” whose role is to develop strategies and policies to guide management in enhancing the shareholder value creation process.

As family members assume this new role of shareholders rather than managers, the family must develop its own governance structure. Family councils and family offi ces were born from global families’ need to govern the wealth creation process. The challenge now is to maintain the family’s “patient capital” by recruiting the best management teams to lead the business, providing liquidity to those family members who want to exit and maintaining strong family and corporate governance structures.

Developing new fi nancingThe globalization and liberalization of the fi nancial markets have had a very positive impact on family businesses by opening new avenues for fi nancing growth capital needs of the business and liquidity needs of the shareholders.

In the late 20th century, family businesses relied mostly on community banks and savings and loan contacts for outside fi nancing. Gradually they began turning more and more toward money-center banks, and then they increasingly accessed global sources of capital. Mergers between U.S. banks and international institutions, now a common phenomenon, have made it easier for local entrepreneurs to develop relationships with loan offi cers in other countries.

Family businesses used to rely on short-term working capital in the form of lines of credit backed by receivables or inventory. Today they more commonly take out longer term debt, not necessarily backed by assets but based on the strength of their cash fl ow. Family businesses are also bolder about tapping alternative sources of fi nancing providing long term debt or cash-fl ow lending such as mezzanine debt, angel and venture backers, and institutional sources such as insurance companies.

Over the past ten years, private equity increasingly targeted family businesses. However, many private equity fi nancings were leveraged and not strategic in nature. Even before the current economic crisis, the short-term orientation of many private equity funds began to clash with the long-term goals of family companies. Recently, family offi ces and high-net-worth individuals have been infusing more patient capital into family companies. In addition, strategic partners from all over the world have emerged to take a minority interest in companies—for example, where they can share technology.

The rise of private equity, particularly the “patient” private equity provided by family offi ces and high net-worth investors, has reduced many family businesses’ need to tap the public equity markets. The public markets’ reporting requirements and short-term orientation are not very attractive for companies seeking stable long-term partners or investors.

What has not changedDespite these fairly signifi cant changes, family businesses remain conservative compared with other companies, in terms of their determined approach to react to global trends and opportunities as well as their unwillingness to burden their balance sheets with debt.

Family companies’ resistance to the excesses that were available in the fi nancing market means that few of them have grown beyond their means. They are typically not over-leveraged, and as a result, many of them have weathered the fi nancial crisis in better fi nancial shape than companies with riskier balance sheets.

My crystal ballWhat’s in store for family fi rms in the future? The mismatch between private equity and family businesses’ long-term goals is likely to grow. To bridge that gap, the family offi ce market will increase its infusion of patient capital into family businesses.

Corporate and family governance will continue to become more effective and sophisticated. More family enterprises will recruit outside board members and institute committees of the board, and meetings will become more rigorous. Family councils, family forums and family offi ces are expected to be more rigorous in training the next generation, communicating across and among generations, and establishing a better balance of power between family owners and family managers.

Much has changed over the past two decades, and the evolution is continuing. But the core strengths of family businesses—their conservative fi nancial management and patient capital—increase the likelihood that they will survive for many more generations.

by François de Visscher

Specialty Oil Refinery

Has received financing commitments totaling

$15,000,000

from

The undersigned served as exclusive financial advisor

to the Specialty Oil Refinery in this transaction

This announcement appears as a matter of record only

Northwest Savings Bank

de Visscher & Co.

Please be sure to visit our

New & Improved!! very informative

WEBSITE at

wwww.devisscher.com

Advisor of the Quarter:Chris Uzpen

de Visscher & Co. had the opportunity to work together with Chris Uzpen of Withers Bergman LLP on a seminar the two fi rms co-sponsored, entitled “Finding the Silver Lining.” Chris Uzpen is a partner in Withers Bergman’s Greenwich, CT offi ce where he provides tax and estate planning advice for U.S. and non-U.S. families, their family offi ces and businesses, as well as US pre-immigration and expatriation planning. He also provides tax planning on corporate, partnership and

international inbound and outbound issues for a wide-range of businesses including publicly traded businesses, closely held businesses, investment entities and real estate ventures. In addition, Chris leads the fi rm’s Family Offi ce practice dedicated to assisting family offi ces on all their legal needs.

Chris advises fi duciaries on the tax consequences of trust investments and on issues arising during trust administration as well as on the use of fi nancial products. He represents taxpayers in all matters before the Internal Revenue Service and state tax departments.

He has also been an adjunct professor teaching classes in federal taxation including international tax and business tax. He is also admitted to practice in the United States Tax Court.

Tax and structuring issues are clearly of critical importance to family owned businesses. Chris and his partners at Withers Bergman provide top-notch advice in this area, while at the same time taking a holistic view of the individual’s situation.

Please feel free to contact Chris at 203-302-4076 for more information about how he and his fi rm can help you strategize.

current economic crisis, the short termprivate equity fununundsdsds b b begegegananan to clash witof family compmpmpanananiiies.s.s. R R Recececenenentttly, family oworth innndididivivividududualalals hahahaveveve b b beeeeeen n n inininfufufusing mnto fffamamamililily y y cooompmpmpanies.s.s. I n adadaddididitititiononon, straovererer t t thehehe w w worororldldld hhhavavave e e emememererergegeged dd tototo tttakakake ee acompppanananieieies—s—s—fofoforrr exexexamamamplplple,e,e, w w whehh reee t t theheheyyy c

The riririsesese o o of f f prprprivi atatateee eqeqequiuiuitytyty,, , papapartrtrticculuu arararlylyly theqqquiuiuitytyty p p prrrovivividededed d d byyy famamamilyy y ofofoffi fi ficececes ss anaa d hhaaas ss rerr duucececeddd mamamanynyny fffammmiiily y y bbbusiiinenenesses’ equity marketststs. ThThThe ee pupupubblb icicic m markets’ repand short-termmm o o orririenenentaaattit on aaarerere not verycompanies seekkkinining g g staaable long-term p

Page 4: de Visscher & Co. · 2013-01-29 · Winter 2010 de Visscher & Co. Global Family Businesses in 2010 In later generations, family fi rms’ fi nancing needs and funding sources evolve

de Visscher & Co.

de Visscher & Co.is an independent fi nancial advisor to business owning families and closely held businesses worldwide. Through a

unique combination of fi nancial advisory, capital raising and investment banking services the team at de Visscher & Co. creates high value-added solutions to the liquidity needs of shareholders and the capital needs of their businesses.

Two Greenwich Offi ce Park, Greenwich, CT 06831Tel: 203-629-6500 Fax: 203-629-6547

Website: www.devisscher.com e-mail: [email protected]

A National Affi liate Network of seasoned, professional services fi rms dedicated to providing growth advisory and investment banking services to middle market and family-owned companies and their principals.

Website: www.businessgrowthalliance.net

Financial Advisory

Investment Banking

Private Equity

Winter 2010

de

Vis

sch

er &

Co

.

Global Family Businesses in 2010In later generations, family fi rms’ fi nancing needs and funding sources evolve. But key factors remain the same.

(Continued on page 2)

OVER THE LAST two decades, family businesses have undergone signifi cant transformations, with regard to

family composition as well as the challenges faced by these enterprises.

In the late 1980s, most family businesses were still dominated by World War II generation leaders who were generally autocratic and self-assured. The reference book for that generation of business owners was Léon Danco’s masterpiece, Beyond Survival. In the book Danco described the loneliness of the war generation leaders and their trepidations about bringing the baby boom generation on board. Recalling their childhood experiences during the Great Depression, these leaders maintained conservative balance sheets and they relied mostly on the founder’s savings and family loans to bootstrap their businesses.

Founders and their families took personal risks. They pledged personal assets, such as their home, as collateral. To fund expansion of their fl edgling enterprise, they plowed internal cash fl ow back into the business. Along the way, they called on their neighborhood banker for some short-term fi nancing and occasionally turned to a group of their wealthier friends for “angel” equity capital. When the young baby boom generation joined their parents in the management of the family business, their youthful energy was substantially tamed by the lack of fi nancial fl exibility; plans were limited and depended on the company’s resources. Navigating the often-stormy waters of generational transitions was the most diffi cult challenge faced by family businesses at the end of the 20th century.

The last two decades were marked by three distinct phenomena that have had a signifi cant impact on the state of family businesses today.

On the business side, due to the fast acceleration of globalization and information fl ow, family businesses increasingly for the fi rst time are confronted with well capitalized global competitors. Global companies’ access to capital and markets were well above the fi nancial and managerial means of these very conservatively capitalized family businesses. At the same time, customers came to expect companies to meet their global needs, and suppliers began to favor global sourcing. In a global market, growth is no longer a choice but a necessity for survival. For the fi rst time, many family businesses needed access to outside

capital and outside global management teams to stay competitive and to grow. The alternative was to sell out or perish.

The late ’80s witnessed the liberalization of fi nancial markets across the globe. As private wealth increased, the wealth management industry arose, giving family businesses access to new sources of capital, such as private equity funds, private trust companies and nonpublic equity. Private equity would be deemed very attractive for family businesses as an alternative to selling the company or going public.

Finally, during the last two decades, advising family businesses became a distinct profession of its own. The Family Firm Institute (www.ffi .org) was formed in 1986 along with many other networking and educational organizations and programs. Family business owners and their advisers now had plenty of opportunities to learn from professionals and from their counterparts in other family enterprises.

Global, multigenerational family business ownersIn this second decade of the 21st century, it is not unusual to fi nd family businesses with ownership spread among three or more generations. Most of these extended families no longer live in the same town—they may not all live in the same country, or even on the same continent. This diversity among family members creates signifi cant dichotomies in the various shareholders’ control and liquidity goals.

The founder or second-generation owners, now grandparents in their 70s or 80s, are more interested in liquidity than in growth. They need dividends or a full or partial buyout to allow them to retire in comfort. The next generation, in their 50s and 60s, are often still active in the company, but their biggest personal expenses are behind them. (Their homes are mostly paid off; their kids have graduated from college or are nearing that milestone.) But the boomer generation’s kids—in their 20s, 30s or 40s—have those expenses in front of them, and are ready to leap into new technology and new global markets to help the company grow enough to meet their future needs. Smart family businesses in this situation create ongoing liquidity programs to match the diverging needs of owners in each generation.

Globalization—of families as well as businesses—has also substantially changed the role of the family owners in the management of their companies. The better-educated family

FFI NewsGreenwich, Connecticut, October 8, 2009 — de Visscher & Co. is proud to announce that partner James A. Murphy and Associate Terry Hannafi n each received a Certifi cate in Family Business Advising at the Family Firm Institute (FFI) September 2009 conference in New York City. Jim Murphy also received Fellow Status.

The Certifi cate with Fellow Status recognizes extensive experience and commitment to the fi eld of family business

advising and acknowledges that Jim has fulfi lled all the requirements for the FFI Certifi cate in Family Business Advising. The FFI Certifi cate Program benefi ts both family business advisors and their clients by establishing knowledge standards for better serving family-owned enterprises and families of wealth.

“Jim and Terry have worked hard to earn these designations,” comments François de Visscher, president of de Visscher & Co. “Our clients will continue to benefi t

from their expertise and dedication to helping family businesses and high-net worth families accomplish the many challenges they face in meeting their capital and liquidity needs.”

The Family Firm Institute (FFI) is an international professional membership organization dedicated to providing interdisciplinary education and networking opportunities for family business and family wealth advisors, consultants, educators, and researchers and to increasing public awareness about trends and developments in the family business and family wealth fi elds. Based in Boston, MA, with a

membership of more than 1500 professionals and educators throughout the Americas, Europe, Asia and Australia, FFI fulfi lls its mission by providing continuing education and networking opportunities as well as programs designed to stimulate research in the fi eld of family business.

Founding Member

Founding Member

Message from François de VisscherIn contemplation of a well-earned retirement, Richard Allen has decided to curtail his full time partner activity in transition to a limited partner status in our fi rm. Richard will continue as a valued network and transaction advisory resource to us, as well as an active participant in the activities of our private equity fund, Family Capital Growth Partners. During the last 15 years, Richard has been a wonderful colleague and partner. He was instrumental in the establishment and the growth of our private equity fund, Family Capital Growth Partners. Richard was also instrumental in advising many of our large families across the globe, thanks to his sharp banking skills and his ability to understand the challenges imbedded in their businesses and their families.

We will miss Richard’s daily involvement, but look forward to seeking his counsel as a limited partner as we continue to grow our fi rm.