What acquirers look for in a Consulting Firm

I was interviewed recently, as part of a podcast series, on the topic of what acquirers look for when searching for consulting firms to acquire.

Drawing on my experience from both sides, helping firms to acquire and “packaging up” firms to get them ready for acquisition, there was more than enough content to fill a 25 minute session.

Enjoy listening to the podcast here and feel free to provide comment or contact me to debate the content and/or share your own experiences.

Overseas acquirers are on the lookout!

 

 

 

At the time of writing, I’m looking at a foreign exchange website and seeing that £1 will buy around €1.18 or US$1.25, making our overseas summer holidays more expensive this year. Maybe stay at home and mix with the larger volume of inbound tourists?

Overseas businesses are seeing things more like US$1 will buy 80p or €1 will buy 84.7p, which is much more sterling than they’re used to – so, now that it’s clearer to them that the UK won’t cease to exist after Brexit and is even likely to prosper, they’re seeing the UK as a good investment prospect, as evidenced by recent announcements from Qatar, Nissan and Lidl.

The UK has always been a stepping stone for US businesses wanting to expand into Europe and vice versa. Outside of this, the English speaking world likes to set up a base in the UK and even list on the UK Stock Exchange, which has tended to provide a stable foundation to build upon. The weakness of the pound, which isn’t likely to change much any time soon, is contributing to an increased volume of such activity.

In our Professional Services and IT Services world, we’re seeing a similar picture and there is a number of UK-focused acquisition programmes led by overseas headquartered firms that I’m aware of. This activity in the market is pushing valuation multiples up a little but it doesn’t matter too much for the acquirer as the exchange rate is more than making up for this.

Does this mean that the time to package up your firm and sell it is now? Well, it depends. Initial search activity from overseas buyers may not necessarily be as well focused as it could be – “let’s go and research what’s available in the UK and see if there are some reasonably decent firms that we can pick up for an OK price!” – so you may get some initial inbound enquiries and/or interest if you hang up a “for sale” sign. It doesn’t take long beyond a first meeting, however, for an acquirer to focus in on the fundamentals of a firm, including:

– quality of work

– breadth and depth of capabilities

– a client base to leverage

– a decent revenue, gross margin and EBITDA profile

– a baseload of forward business.

I’m amused to see how some firms have been “respraying” themselves to look “hot” – e.g. process improvement consulting firms now displaying a Business Transformation message, IT advisory and project management firms jumping on the Digital bandwagon and some even trying to “double up” on Digital Transformation! If it’s a genuine change in direction for these firms, they’ve invested in the new positioning and have evidence (case studies, industry awards, a decent number of trained consultants etc) to back this up (Note: it’s normally a three or so year programme to change direction properly) then fine. A swift respray, however, is unlikely to work since these overseas acquirers aren’t desperate to buy – they’re taking a look and may buy if the search exercise uncovers something genuinely interesting. In my own activities on the acquirer side, it isn’t difficult to distinguish between the ends of the spectrum and “pure respray” firms are unlikely even to know that we’ve taken a brief look!

So the overseas acquirers are here for a reason, they’re investing but they’re not being silly!

What’s the point?

 

When I take on a new client – small, medium-sized or large – our engagement often starts with me asking something along the lines of “What’s the point?” or “What’s the purpose of this business?”. Answers range from people giving me their Vision statement through listing out the key business objectives and financial targets for the Financial Year to explanations of the range of services that they provide to their clients. These are all answers looking in the business rather than on the business.

Unless the leadership team of any business is aligned with regard to overall objectives that the owners have for that business, the focus of the individual leaders will be in different places. Many businesses have to sort out this alignment from the outset, and regularly thereafter, as they have significant funding requirements. Given that most services businesses have a low cost of entry, however, this is not necessarily the case and I meet many firms that were established a number of years ago by a small group of Owner Directors with a desire to service clients better than their previous employer, be their own boss or simply do it for themselves rather than make someone else rich. For a while this is fine since establishing an initial set of service propositions and gaining a first few clients can be done in the absence of a shareholder strategy. Eventually, however, the firm may fall into doing things that aren’t core (e.g. because a client offers a different piece of business to its trusted advisor), investment may be put into the wrong places and the firm may stagnate.

I also spend time with groups of Partners at larger firms, many of whom were not in at the outset of course, and find an interesting mix of people headhunted in for their key client relationships, recruited to establish a new capability for the firm, promoted up through the ranks etc. Their own reasons for being there are personal to them and rarely shared with their fellow Partners. Similar problems can occur regarding direction, where to invest and what to steer away from – a number of Partners then end up spinning the wheels for a few years just to gain enough profit share to fill their bank accounts to a level sufficient to make them financially secure.

There are essentially three pure types of professional services firm – asset growth, income generation and lifestyle. Most firms contain a blend of objectives that cross all three but the proportions vary dramatically from one firm to another. There is no “right answer” but there is a right answer for a particular firm at a particular point in time.

I enjoy taking Owner Directors and Equity Partner teams in my clients through an exercise to identify what the mix of the three is currently and what they believe it should be. Many Executives find that, in order to come up with the answer to the simple question, they need to get into deep and meaningful conversations at home about life aims – something that may not have been looked at since the early days of relationships! Once we have individual desires understood and shared, we then work out an overall answer that each of the owners can subscribe to. From this point, every business decision is made in a context that is understood by the leadership team and is often easier and quicker to make than previously.

Once people get what “the point” is, their business (and often personal) life becomes clearer and more fulfilling!