Elderly care conference 2017 - Workshop stream A - selling care homes, the role of the agent and common pitfalls - Alison Willoughby
1. Elderly care conference 2017
Stream A – selling care homes, the role of
the agent and common pitfalls
Alison Willoughby
2. Selling care homes, the role of an
agent and common pitfalls
Alison Willoughby
Regional Director
DC Care Specialist Healthcare
Business Transfer Agents
3. The state of the market
Why use an agent?
How agents appraise businesses
How agents market a business
Common pitfalls
For Discussion
4. The State of the Market
Common questions:
What’s the market like?
How much is “a xx bed care home” worth?
Do you have buyers ready?
How do you vet buyers?
Why didn’t I know that was on the market?
5. Why Use An Agent?
Specific market expertise
Access to professional partners
Confidentiality and specialist marketing
Negotiations can be time-intensive
Can advise if right time to sell or if business is
not ready to achieve optimum exit value
6. How Agents Appraise Businesses
Appraisal vs Valuation
EBITDA, FMT, multiples
Factors affecting multiples
– Compliance
– Physical environment
– Competition
– Historic and fair maintainable trade
7. How Agents Market A Business
Most sales confidential – addresses withheld
Use of online marketing
Non-disclosure agreements
Appropriateness of buyers for homes
– Experience
– Location
8. Common Pitfalls
Lack of or out of date financial information
Active embargo and impact on sale
High agency use, staffing issues
Repeated poor compliance inspections
Mortgage settlement penalties
Unrealistic valuation expectations
Editor's Notes
1 - How many miles per gallon does a car do?
How long is a piece of string?
So many factors affecting this: location, type and size of home, client profile, compliance record
2 - Buyers are registered with us (and other agents) but they are not guaranteed to be in place for your particular instruction
3 - Impossible to answer, without some key info being made available. We don’t use the £ per bed appraisal method, as this can be quite a blunt instrument.
4 - Buyers must provide info to register and we routinely refer them to known finance brokers/bankers to verify info and source funding
5 - Because their registered details with us were not up to date, didn’t know they were looking for that sort of business/that price/that area!
1 - DC Care doesn’t appraise hotels, GP surgeries, dental surgeries etc. Developed links with providers and often sell businesses for the operators we sold them to.
2 - Can build a client-specific team around the vendor (and guide buyers to ensure their team is up to scratch too). Important to use industry expert advisors, especially legal ones!
3 - Details rarely disclose location, other than general region. Also rarely disclose name. Able to liaise with buyers using anonymised details.
4 - Deals can take a significant number of months. We strive to ensure completion takes place as quickly as possible, but the time and effort involved can be substantial. We also absorb some of the frustrations that occur in any sale, leaving owners to focus on their business.
5 - Some businesses need to be improved before they sell, to perhaps settle debt. Compliance issues may adversely impact both the value and the likely appetite for the business. Sometimes, financial information is not up to date. All of this can make a sale harder work. Sometimes better to prepare more.
1 - We do not provide formal valuations, we carry out market appraisals. Our appraisals are not able to be used for mortgage or bank lending purposes.
2 - Discuss EBITDA and adjusted net profit. Also refer to impacts on ongoing FMT (owner too involved etc).
FMT – business may be delivering decent profit levels now, but sometimes if owner managed, a new manager will eat into profits. Also, ongoing goodwill of business may be linked intrinsically to owner, so business declines once sold.
3 - Multiples range and underlying property values can have an impact on overall appraisal. May need to revert to B&M plus Goodwill, rather than multiple of EBITDA.
1 - Confidential for good reason – eager buyers turning up with sales details, let staff know on market. Staff could leave, local authority can find out and placements be affected.
Only provide details to registered buyers, so that we have control over who gets it. Registration includes agreement that will only share with professional partners.
2 - We use our own website, carehome.co.uk, buyacarehome.co.uk, LinkedIn and twitter. Hard copy is used for press releases after a sale completes.
3 - Vendors can request that all buyers sign an NDA. We have both blanket NDA and instruction specific NDA which is becoming more popular (although it does slow down interest and some experienced buyers do find themselves signing them for almost everything they look at and find them obstructive).
4 - We know that FTBs are vital to the industry continuing and thriving, but we do work with them to educate them a little. Not buying too far from home, not too many compliance issues, funding and support from more experienced family members are all discussion points.
1 - Without valid information, both at start and ongoing during sale, it will be very difficult to get a sale underway, or to keep momentum. Buyers and funders worry why it isn’t available – is something being hidden? Always best to bring any issues to agent’s attention asap so it can be explained.
2 - Very difficult to sell at anything other than firesale value a business has an embargo in place. Better to see if it can be resolved.
3 - Ongoing challenge for the industry as a whole, and especially for nursing homes. Fast rotation of managers is a concern that could put off funders and buyers.
4 - A single poor inspection report can be addressed, depending on what the issues are. Repeated poor inspection reports will have an impact on the appetite of buyers and funders. Some cash buyers may see these businesses as an opportunity, but will be opportunistic in their offers.
5 - The terms of the loan may include penalties for early settlement. One client cannot sell for at least another 3 years, as any profit made will be substantially reduced by his penalty payments.
6 - Our role is to give honest, reliable views on value. This may mean that owners are disappointed with the figure we give them. We will always explain why we have reached our figure and perhaps what might be done to improve EBTIDA to the level it would need to be, so that the desired end value is achieved.