The document discusses the impact of the credit crunch on company sales, suggesting that contrary to negative media portrayals, demand for smaller and mid-market businesses remains strong. BCMS Corporate offers free resources and seminars to assist business owners in maximizing sale value while emphasizing the importance of proper valuation and timing for selling. Overall, it provides insights into successful sales strategies and the robust health of the smaller business market amidst broader economic concerns.

1. M& A NEWS FRO M B CM S CO R P O R AT E W I N T ER 2008
i D E A L
A c h i e v i n g y o u r i d e a l e x i t
IS THE CREDIT
CRUNCH BAD NEWS
FOR COMPANY
SALES?
FREE SERVICES DEAL COMPLETIONS VALUATION DEAL HIGHLIGHTS INSIDE DEALS
INSIDE> M&A TERMINOLOGY YOUR TAX WEALTH MANAGEMENT CASE STUDIES FINANCIAL PLANNING
CLIENT INTERVIEWS INTERNATIONAL NEWS PHILANTHROPY

2. Free
services
If you are considering selling your business, either now or in the future, please
take advantage of the free services below.
A refreshingly different approach to selling
your business for its maximum value
David Rebbettes
2008 EDITION £49.99
Free half day Free business Free book
seminars evaluation If you would like to read more
about our refreshingly different
At these free half day seminars,
which attracted nearly 2,200
meetings approach to selling businesses
Free and confidential business for their maximum value please
business owners last year alone,
evaluation meetings offer you the download* a free version of our
we reveal how our refreshingly
opportunity to find out more book entitled ‘Selling you
different approach to selling a
about us and how we can assist business for its maximum value’.
business works and why this, as
you in achieving a maximised The book details the sale process
opposed to the traditional
sale price. The majority of all clients’ businesses are taken
methods, leads to a maximised
business owners choose to meet through, from preparation to a
sale price. A step-by-step guide
us at our head office near completed sale. Throughout the
takes attendees through our sale
Newbury, Berkshire so that, in book, case studies cover actual
process, from preparing a
addition to discussing their examples of the mistakes made
company for sale, contacting
requirements, they can also view by business owners in the sale
potential acquirers and receiving
our offices and resources to fully process. This book provides
offers through to price
understand how we support our essential information for owners
negotiation and sale completion.
clients throughout the sale and shareholders of privately
A fascinating collection of case
process. However, our Business owned businesses, whether
studies provide many invaluable
Managers are also able to visit considering a sale now or simply
lessons. Each seminar provides
you either at your offices or planning for the future.
an essential insight into the many
another suitable location. Each
pitfalls of the sale process and
meeting typically lasts 90 Books can be downloaded at
the methods necessary to avoid
minutes, however the length of www.bcmscorporate.com
them.
the meeting is dictated by the or call 01635 296191.
time you feel you need.
To book onto a seminar
visit www.bcmscorporate.com To arrange a meeting please call
or call 01635 296191. 01635 296191. *Also available in hard copy
2

3. i D E A L
With an unceasing focus on the credit crunch and
turmoil in the financial markets these two issues
In this issue of i D E A L are the focus of our lead story, but with a rather
company sales.
different view of the affects of these issues on
Credit crunch page 4-5
With extensive media coverage of the credit crunch
In a 24 hour news society the constant restatement of
and turmoil on the financial markets what impact
“doom and gloom” can make business owners jittery
will these events have on smaller and mid - market
and in my experience, disproportionately pessimistic.
company sales?
Completion – RM Consultants Ltd page 6 Clearly we are experiencing some transfer of the
French nuclear giant Areva acquires credit crunch impact on banking to the real economy.
And inevitably journalists and the media pounce on
RM Consultants Ltd
Valuation page 7 this information since it makes a good story.
Here at BCMS Corporate, we assess the impact of the
What constitutes the ‘value’ of a business?
Completion – Provek Ltd page8 financial situation in what we consider to be a much
Provek Managing Director talks to i D E A L calmer and measured way. At this point in time we
Inside deals have not seen any decline in the number of business
owners planning to sell their businesses. In fact, we
page 9
How can the human element of managing a deal
overcome barriers to the sale process? currently have as many clients this year as we had in
the same period last year. Crucially, this has also been
matched by record levels of strategically motivated
M&A terminology explained page 9
Taxation page 10 acquirers. At the time of writing we have 43 client
companies at accepted offer stage who are now
Corporate structure for tax efficency
Completion - RTK Instruments Ltd. page 11 entering the closing phase of the sale process. You can
Managing Director Tim McLeman talks about read about three recent successes on pages 6, 8
the sale of RTK and 12.
Your Magic number page 12 Further afield our operations in the USA continue to
Managing your personal balance sheet grow very strongly and we are about to open a new
Ask us page 13 office in Texas.
All in all our own experience is that the smaller and
Your questions answered on the subject of
medium-sized business sale marketplace is far more
traditional valuation methods
International news page 14 positive than many would paint it.
News from our offices in the USA, Europe and Turkey
Philanthropy page 15
BCMS Corporate in the community.
Deal highlights page 16 Brian Rebbettes - Chairman
Selected deals from the last quarter.
i DEAL is published quarterly by BCMS Corporate, Kingsclere Park, Kingsclere, Newbury, Berkshire, RG20 4SW, UK and is copyright protected. Reproduction in whole or part without written permission is strictly prohibited.
While every care has been taken during the preparation of this magazine, BCMS Corporate cannot be held responsible for the accuracy of the information herein or for any consequence arising from it. BCMS Corporate
accepts no responsibility for the views expressed by contributors. Opinions expressed do not necessarily reflect BCMS Corporate policies. The articles in this magazine are intended to be for general information only and
should not be used as the basis for divestment decisions. BCMS Corporate, its staff and contributors do not accept any liability for any loss suffered by readers as a result of decisions made purely on the basis of the
contents of this publication.
Professional advice should be taken in relation to all divestment decisions. BCMS Corporate is a trading style of BCMS Corporate Limited.
3

4. BCMS Corporate• C r e d i t cr u n ch
Company sales buoyed
by credit crunch
Relatively speaking mega-deals have all but dried up – the ‘credit-crunch’ though has
had little impact on strategic acquirers seeking to buy smaller and mid-market
businesses – demand is still very strong and business owners, having made the
decision to sell, can be confident that their plans need not be postponed.
4

5. BCMS Corporate• C r e d i t c r u n ch
R eading headlines dominating
the national print media and
listening to the reporting by
broadcast media of the ‘credit-
crunch’, anyone could be
forgiven for the belief that the
entire UK economy is about to hit
the buffers. Business owners,
based on this, might deduce that
now is a bad time to sell a
business; look beyond the
headlines though and there is
very good evidence that now is
nevertheless a good time to sell.
It would be wrong to dismiss
concerns entirely and clearly we
face some challenging times,
some sectors are undoubtedly
more vulnerable than others. It is
important though to achieve
some balance in reporting the
wider health of the economy and
the on-going capability of good
businesses to finance growth,
whether organic or acquired.
dependant on debt, particularly and mid-market companies. This
The mass media, largely based in
those involving trade buyers and in isolation would at best only
London, does tend towards a
private equity which raised suggest that deals will continue to
metropolitan view of the
significant amounts of new happen, many of these potential
Country’s economic well-being,
money in the past few years, a buyers though are moving from
heavily influenced by financial
good deal of which is still to be NDA stage to meaningful
services. The City of London has
deployed. What debt is needed, meetings with our vendor clients,
enjoyed an unprecedented boom
the banks can get comfortable making competitive offers and
driven largely by financial
with and accommodate without progressing to completion – in
services during which the
the need for syndication fact the number of business sales
fundamental rules of lending
(bringing in other banks to share we are completing is up on what
were effectively set aside allowing
perceived risk). The vast majority was a very good 2007 for BCMS
inappropriate amounts of debt to
of these smaller and mid-market Corporate and its clients.
finance inappropriate,
transactions continue unnoticed, Deal-making involving strategic
unsustainable activity –
well below the radar of the buyers in the smaller and mid-
compounding this over-lending,
national media. market sectors is incredibly
what has proved to be poor
quality debt was then packaged The dearth of bigger deals will resilient and, in our experience,
up and sold on by the original also most likely underpin interest remains in very good health.
lender to other banks and in smaller and mid-market Smaller and mid-market
investors. companies. This is reflected in companies and many active
our own internal measures; here acquirers of all sizes, did not in
The mortgage market
at BCMS Corporate we track many the large part, binge on debt over
experienced the worst excesses of
different metrics but a key the last few years – they stuck to
reckless lending but the larger
indicator of the health of deal- the principles of good
company acquisitions market,
making is the number of signed governance, have healthy
which has now experienced rapid
non-disclosure agreements balance-sheets and the capability,
contraction, was also fuelled by
(NDAs) our ‘prospect generation when properly marketed, to
easy access to debt.
team’ receive from prospective attract buyers or to undertake
Turning to the wider company buyers each month. The team is acquisitions.
sales market however, the reality achieving record numbers [NDAs]
is distinctly different. Smaller and reflecting this very strong See page 3 for Chairman’s comment
mid-market deals are much less interest from acquirers in smaller
5

6. BCMS Corporate• D e a l co m p l e t i o n
Nuclear knowledge
attracts world
leading acquirer
A government announcement way the business generated
relating to future nuclear considerable interest. In all 29
commitments led to significantly meetings were undertaken with
increased interest in the industry. potential acquirers including all
It was this which finally the major organisations involved
persuaded the directors of RM in the nuclear power industry, in RMC Consultants directors Julian Hyde (left), James
Consultants that the moment to the UK and internationally. McGuigan (second left), James Fitzpatrick (second
right), Don Richardson (right) with Areva
capitalise on their successful A range of offers were maximised
management Alain Gauvin and Dominique Mockly.
business had come. using the BCMS Corporate because we felt the overall offer
After a steady stream of competitive bidding process with from Areva provided the best
approaches from potential the eventual sale price option for the future of all our
acquirers for a number of years considerably exceeding the staff.’
the directors suddenly saw shareholder/directors’ estimate
Of BCMS Corporate he added: ‘I
approaches increase dramatically for their business.
would recommend BCMS
over a three month period. ‘We As with many privately owned Corporate without hesitation.
could see a great deal of change businesses, the directors were We were very happy, we are very
happening within our industry also extremely concerned for the pleased.’
and the interest from outside future welfare of the staff who
François-Xavier Rouxel, Senior
parties in our business grew had helped build and sustain the
Vice President for Strategy, of
considerably. business. In view of this they
acquirer AREVA, said: "The
We realised this was an ideal time chose to accept an offer which
acquisition of RM Consultants
to sell our business and maximise combined a competitive price
demonstrates our ambition to
its value’ explained Managing with a close strategic fit.
play an active role in the UK’s
Director James Fitzpatrick. James Fitzpatrick said ‘The offers nuclear renaissance. RM
The directors thoroughly were more than we initially Consultants’ expertise will allow
researched the marketplace for expected and once past that point AREVA to offer solutions which
potential M&A companies before our decision was very much are tailored to the needs of its
deciding to enlist the specialist based on the future prospects for British partners.”
assistance of BCMS Corporate to our staff and how they would be
help them sell their business. treated. In the end, we chose the
For the full interview with James Fitzpatrick
Once the sale process was under second highest financial offer
please visit www.bcmscorporate.com
6

7. BCMS Corporate• V a l u a t i o n
Think of a number
Whatever your reason for selling your business, getting the right advice is essential.
Some advice though can be very unreliable, perhaps none more so than on the issue of when to sell
and valuation. Delay and the risk of under-selling is a very real one for business owners. Seller beware
is perhaps an appropriate maxim in these circumstances rather than the more familiar ‘Buyer beware’
T here are many reasons why method of valuation reduces it to
owners want to sell their no more than a financial matter
businesses but perhaps the most and produces a value based on
common, certainly in our how many years a buyer would
experience are: our business has take to recoup their investment if
reached a plateau and to restart divided by historical [adjusted]
the business growth-cycle profits – typically between 3 and
requires significant investment of 5 years for privately owned
time and money; I want to pursue smaller and medium sized
other opportunities; my business businesses. We know at BCMS
has become all-consuming; I used Corporate that this valuation
to be an entrepreneur, now I’m model has significant
drowning in a sea of red-tape and shortcomings, it fails to take
regulation. These reasons are account of the unique nature of
cited on a daily basis by our the business, its clients, the
clients, reasons which can potential for growth, its market
become frustrations and have the they have devoted many years to position and many other likely
potential to impact negatively on building. benefits – any one or more of
a business if not acted upon. these benefits will motivate the
Unsurprisingly then, business right buyer. Experience tells us
Owners invariably establish owners usually conclude that that buyer motives vary widely
businesses closely related to their professional advice is needed to and have a significant impact on
previous experience, decision- achieve their aspirations, it is appetite for a business and the
making can be almost instinctive here that the choice of adviser price a buyer is willing to pay -
in its infancy and as the business can have a profound impact on strategic buyers outbid ROI
matures decisions are taken with the decision to sell and when. The buyers by anything from
the reassurance of knowledge first step for many owners is to 40-250% for our client companies.
gained and applied over many pose the question – what is my
years. Despite this capability to business worth? The answer to
make the right decisions for their this question will be used to
business on a day-to-day basis, determine whether a sale of the
The BCMS Corporate position is
many of our clients admit to business makes financial sense;
clear – matching the right buyer
struggling with the decision to nothing at all wrong with this,
with the right seller is critical to
sell and the timing of an exit. provided of course, that the a maximised sale price. It is not
This is in part, due to the lack of valuation truly reflects the worth possible to accurately value a
reliable information on the of the business.
subject, added to which, most
business prior to marketing it
owners will sell a business just Almost certainly, this question for sale simply because the
once in the course of their will be answered by an adviser identity and motives of the
working lives; this single relating value principally to the buyer are unknown.
transaction is their once-in-a- previous performance of a
lifetime opportunity to release business using a return on
the value locked-up in a business investment (ROI) approach. This
7

8. BCMS Corporate•Client interview
Learning to take a step forward
Trevor Pinder, Managing
Director of Provek Limited,
a provider of unique
assessment-led programme
and project management
solutions talks to i D E A L
about his reasons for selling
and how the sale process
worked for him.
(L-R) Shaun Reason and Heather White of
HCS, Sunita Meigh from BCMS Corporate,
Trevor and Mary Pinder of Provek
W hy did you decide to sell Corporate people meant that I Will you have any involvement in
your business? was very happy with the the business post sale and if not
‘I wanted to realise my assets to conclusion.’ what does the future hold for
fulfil other life goals.’ How important was you?
How did you find out about confidentiality and why was this? ‘Yes, I will be supporting the
BCMS Corporate and why did you ‘Very – I did not want my staff or business for one or two days per
select us to sell your business? customers finding out before I week for the first year.’
‘Introduced by my solicitor.’ was comfortable to tell them.’ Would you recommend BCMS
Did the sale process affect the Corporate’s services to another
Did you consider any
everyday management of your company considering selling?
competitors of ours and if so why
did you not use them? If you company? ‘Yes. The whole team were very
didn’t consider any competitors, ‘Yes. This was a tough programme professional and I have already
why not? of work and despite long hours it recommended BCMS Corporate to
did impact at times, so it was one potential business seller.’
‘Yes, I reviewed two alternative
organisations. I selected BCMS important to minimize as many How satisfied were you with the
Corporate because you presented risks as we could throughout the sale price and terms achieved?
a sales approach to managing the sale lifecycle.’ ‘Very satisfied. It is always
sale lifecycle of Provek rather Are your staff staying with the possible to see potential
than presenting your approach company and was this an improvements but the BCMS
as a list of contacts.’ important factor in the sale Corporate Deal Leader did an
How did you feel the sale process process? exceptional job.’
was managed? ‘Yes they are staying and it was What is your overall opinion of
‘Exceptionally well. Not all very important to ensure the BCMS Corporate?
straight sailing but the skills and ongoing growth and success of ‘A professional company,
experience of the key BCMS the company.’ it puts the customer first.’
8

9. BCMS Corporate• I n s i d e d e a l s
Inside deals
In this issue Deal Leader Glen Mallaby provides an insight into how skilled and experienced deal
O
management prevented inexperienced legal representatives potentially causing the breakdown of a sale.
“ ur client, a manufacturer
and service agent, chose to
the express intention of working
through a long list of outstanding
use their own lawyer for the final issues, most raised by the
stage of their sale process (against lawyers. During a three hour
our advice) whilst the acquirer meeting the vendor and acquirer
selected a friend with ‘corporate’ agreed all the outstanding issues,
experience. The communications none of which they regarded as
between the lawyers could at best constituting an impasse, and
be described as poor and this finished the meeting by
contributed to a protracted due instructing their lawyers to
diligence process that seemed to complete the deal.
be meandering towards failure.
Although our clients and
Additionally, the unnecessarily
acquirers are entitled to use their
lengthy legal process was
own legal representatives, unless
beginning to cause legal costs to
they have experience in company
spiral out of control.
sale/acquisitions it invariably
To avoid the deal failing at such a guarantees that the legal process
late stage we called a meeting will become protracted - at worst
between the acquirer and the this can cause the breakdown of
vendor (excluding lawyers) with the entire deal.”
BCMS Corporate• T e r m i n o l o g y e x p l a in e d
What is due diligence?
Q What is due diligence?
market and larger company
A
: acquisitions involving millions of
surveys, particularly where there
pounds worth of consideration
: Whether an intensive are potentially sensitive issues
potential acquirers cannot afford
belt-and-braces approach or such as environmental concerns
to simply trust a vendor without
a more limited investigation of or where the vendor’s business
question.
specific aspects of a companies may involve large physical stocks
operations, due diligence is a Determined by the perceived of products.
necessary part of concluding risks and, to a degree, dependent
While there are no specific
every deal. on the size and complexity of the
criteria regarding who can or
vendor’s business the due
In the mergers and acquisition cannot undertake the due
diligence process may be little
industry due diligence simply diligence process for the potential
more than all sides meeting and
describes the process the acquirer, it is typically conducted
examining all of the pertinent
potential acquirers undertake to by appointed specialists who are
issues and documents. On other
verify the reliability of expert in particular key areas of
occasions it may involve a sealed
information provided by a vendor focus. These typically include
room at a remote location where
about their business and the pensions, property, human
the potential acquirer studies all
market in which it operates. resources and intellectual
the appropriate paperwork over a
Effectively, ‘Is the potential property.
number of days. Finally due
acquirer buying what they think
diligence may also involve site
they are buying?’ With mid-
9

10. BCMS Corporate• T a x a t i o n f e a t u r e
Thinking of selling a
company within your
group?
Consider this…
Whether or not you are considering a sale, taking time to examine
the impact your corporate structure can have on your tax liability
I
can be hugely beneficial writes Nitzan Cohen, associate and
specialist tax lawyer at law firm Thomas Eggar LLP.
f a company which is being Now that taper relief has been business. Arrangements include
considered for sale is a abolished, an individual seller non-binding heads of terms and
member of a group it may be may benefit from the any claims for the relief should
necessary to transfer certain entrepreneurs' relief which be made before completion
assets to or from that company reduces the capital gains tax otherwise the co-operation of the
before the sale. Provided that liability, in respect of the first acquirer will be required.
certain conditions are met, such £1M of qualifying gains, from
•Any loans between the business
transfers are generally tax 18% to an effective rate of 10%.
and its shareholders or other
neutral. Certain conditions need to apply
members of the group should be
for the above reliefs to be
However, the timing of such repaid before sale completion.
available. One of the conditions is
transfers can have implications. that the relevant company or •Pre-sale dividends may need to
Certain anti-avoidance provisions group is a trading one. You will be considered where the
may apply on a sale of the need to ensure that any non- Substantial Shareholding
business resulting in a charge to trading activities do not have a Exemption relief is not available,
tax by reference to such earlier substantial effect on the as corporate acquirers are not
transfers. This can include the company's or group's activities. taxed on dividends received from
claw-back of previously claimed HM Revenue & Customs (HMRC) its UK members. Pre-sale
stamp duty or stamp duty land consider 'substantial' as meaning dividends are not very effective
tax reliefs. at least 20%. for individual vendors. However,
Despite this there are statutory surplus cash in the business
Other things to consider include:
exceptions to the charge to tax should be distributed to
and claw-back of the reliefs in •Group relief can result in a shareholders in order to avoid a
certain circumstances. reduction in profits of the dispute with HMRC that profits
Otherwise, any gains may be business, which in turn, results in are reclassified as capital gains,
sheltered, rolled-over or, by way a lower corporation tax liability hence, avoiding the higher rate of
of an election, transferred to for the business. Timing of the tax on dividends. Vendors will
another member of the seller's sales will need to be considered need to convince HMRC that any
retained group. as Group relief is only available cash left in the business is
for accounting periods during necessary for working capital or
Following a sale of the shares in which the relevant companies are other future trading
the business a corporate vendor members of the same group. The requirements. As usual, anti-
can avoid the charge to business will cease to be treated avoidance legislation may be
corporation tax on chargeable as part of the vendor's group as triggered on pre-sale dividends
gains if the sale qualifies for the soon as there are 'arrangements' so, as always, caution and early
Substantial Shareholding for the change of control of the advice must be considered.
Exemption relief.
10
12

11. BCMS Corporate• C a s e s t u d y
BCMS Corporate instrumental
in the sale of RTK
RTK Instruments, a leader in the
design and manufacture of
process alarm products and
related industrial
instrumentation equipment to
the power, process and utility
industries worldwide has been
U
sold in a £multi-million deal.
negotiation stages of the deal After negotiating with the various
nlike most of our clients,
were condensed into a shorter potential acquirers, the spread
when Tim McLennan,
time frame. The service created between lowest and highest offer
managing director of RTK
additional competition for RTK in this case exceeded 300%.
Instruments engaged BCMS
whilst maintaining the existing ‘There were times when I would
Corporate to sell his company he
interest. In total the deal duration simply have accepted a
was already in discussions with
was just 3 months; 39 potential ‘reasonable’ offer but Andy
potential acquirers. The process
acquirers were identified and Denny advised we reject it. With
however was consuming so much
initial discussions with 35 of three strong acquirers all
of his time that there was a real
them resulted in 10 Non- competing and bidding for my
danger it would have a
Disclosure Agreements being business I achieved a price far
detrimental effect on business
signed. higher than I would have
operations.
accepted.’ said Tim McLennan.
‘The discussions and negotiations The deal was lead by BCMS
Corporate’s Andy Denny, ‘It was Summing up his experience of
were already becoming time
clear early in the sale process BCMS Corporate Tim said ‘The
consuming, complex and lengthy
that RTK was a strong whole process was managed
and it made sense to let BCMS
proposition,’ he said, ‘the sale is a confidently – much better than I
Corporate manage this for me,
very good example of what we could have done it. I think that
leaving me to get on with
can achieve for our clients to a removing the emotional element
everyday management,’ he
tight deadline.’ he added. from the negotiations is a great
explained. ‘I had heard of BCMS
advantage. Andy’s experience in
Corporate many years ago and
the sale process was critical.’
when their mailer was delivered
promoting a seminar in Leeds I
went along.”
In light of the relatively advanced
stage of discussions with some
potential acquirers, speed was an
important factor, ‘I didn’t want to
spend more time assessing
various M&A companies. The
seminar provided a quick, simple
and acceptable solution for me.’
The RTK project was a
Negotiation only project for BCMS
Corporate which meant that the
research, qualification and
11

12. BCMS Corporate• F i n a n c i a l p l a n n i n g f e a t u r e
Identifying your
TM
Magic Number
If asked to value your most critical assets, how accurately could
you do it? What does your personal balance sheet really look like,
and how will it influence the future you build for you and your
family? Stefan Wissenbach, CEO and founder of The Wissenbach
Group explains the unique Magic Number™ concept and
H
illustrates why you should know yours.
ow often do you make a will influence their Magic Number™.
decision that impacts Put simply, your Magic Number™
upon your business? is the amount of accumulated
Every day probably. How often wealth you need in order to be
do you make decisions about financially independent, enjoying
your finances that transform the your desired lifestyle, for the rest
way you manage them? Perhaps of your life. Identifying your
not as regularly. And how often Magic Number™ and creating a they die, written down in the
do you feed all of these factors Really Effective Financial form of a will, then it does seem
into a master plan that takes into Strategy™ is a unique process slightly back to front!
account where your business is that we have developed here at We all know that objectives with
today, where it will be tomorrow The Wissenbach Group, and it is benchmarked progress points are
and how all of this will shape the changing the way our clients look far more likely to materialise
future for you and your family? at finance, business and their than intangible, abstract goals –
What we usually find is that futures. Your Magic Number™ that’s the whole point of business
business owners can and vision of your desired future plans. But a simple business plan,
communicate quite comfortably should guide every major or exit strategy simply isn’t
how much their property is worth financial decision you make and enough. You must be working to
and how much they have in the it takes into consideration every a holistic financial strategy that
way of savings and investments. aspect of your life – far beyond takes into account your personal
Valuing their business provides a your finances, from where you goals alongside your business
somewhat greater challenge, as wish to live, where your children objectives. How can you make
more often than not, the will be educated and the kind of day-to-day or even life-changing
traditional, conventional lifestyle you lead for the rest of business decisions without
valuation methods fall short of your life. understanding the impact they
providing an accurate figure. Of And why do you need to plan to have on the big picture and your
course the often used maxim that this extent? I’m often surprised overriding aspirations for you
your company is only worth what by how many people don’t have a and your family?
someone will pay for it still rings written plan for their lives. Their Understanding how to value and
true, but thankfully, specialists plans are top level, big picture, manage your assets is of
such as BCMS Corporate can and usually exist purely in the paramount importance – but it is
ensure that figure is as high as minds of those who make them. only the first step. Moving from
possible. Which might sound perfectly your current situation to the
Where most business owners lack normal, but when you consider future you dream of, is about
insight is in how these crucial that most people also have a starting with your Magic
assets fit into the big picture. And comprehensive, prescriptive plan Number™ and implementing a
even more importantly, how they for financial management after strategy that will close the gap.
12

13. Only then can you truly For more information on The
understand the implications of Wissenbach Group and how you
every decision you make for your can find out your own Magic
business, your finances and your Number™, please visit
family. What’s more in the fast- www.wissenbach.co.uk
moving, ever-changing world we or call Allyson McAlister
live in, it’s an essential tool for on 01676 524 460.
those who wish to make maximum
progress in the minimum time.
BCMS Corporate• Q u e s t i o n s a n s w e r e d
Your questions
answered
In each edition of our magazine a senior member of our management team
will be addressing one of a number of the most common questions we are asked by our clients.
In this edition Kate Carty, Operations Manager answers a fundamental question about our
refreshingly different approach.
Q : You state that the business. For example, a business
‘traditional’ method of may also have a stable customer
selling a business is flawed and base, a long history of successful
yet it has worked successfully for trading, a loyal customer base,
decades. How can it be flawed if blue chip clients, long term
so many businesses have been contracts, low staff turnover,
A
sold using this method? ownership of valuable
: It can be very simple to sell intellectual property, a strong
a business if maximising the and positive brand name, etc.
sale price is not an issue. I am All of these assets of the business
sure Alan Sugar could sell his have a value but without actively
business empire tomorrow for a marketing them the value to an
(relatively) paltry £500m for acquirer will never be known. A
instance! If the fact that in the company sold without promoting
marketplace an acquirer may be these valuable assets is a
willing to pay £800m+ was not an company that is undersold. It is
issue then I am sure he would be a cornerstone of our entire
very happy. Traditional valuations take the process that each and every
However, business owners all most recent historic financial business we sell has all the above
expend a huge amount of time, performance of the business and assets (and more) proactively
money, commitment and sheer apply a multiple to its (adjusted) marketed to each potential
hard work on their businesses to profits. The resultant figure is the acquirer and it is this that is a
grow them and make them ‘value’ of the business and significant factor in ensuring we
successful companies. After what indicates how many years it achieve maximum value.
for many is a lifetime’s work it is would take an acquirer to regain
not unreasonable for them, when the monies that they invest.
selling, to want to achieve the The tragedy of this style of
absolute maximum value for their ‘valuation’ is that it takes no If you have a question you would like answered
efforts. account of all the assets of the please email it to ross.meigh@bcmscorporate.com.
13

14. BCMS Corporate• I n t e r n a t i o n a l
International news
The success of our refreshingly different approach to
selling businesses for their maximum value is spreading
globally and we now have offices operating in North
America, Scandinavia, Turkey and Latin America.
B T T
Turkey Scandinavia North America
CMS Corporate in Turkey he highlight of the summer o manage the rapidly
recently celebrated its 35th was the sale of Protector AS to spiralling demand from a raft
seminar held in Istanbul. The ever VSP Holding AS in Norway. of new clients our American office
popular seminars attracted, co- Protector AS is a highly has recently relocated to a new
incidentally, 35 business owners specialized company working on 6,000sq/ft office on the
from around the capital, all solving problems concerning prestigious Broad Street,
looking to sell their businesses for corroding concrete structures, Manhattan. In addition to
maximum value. with a focus on cathodic increased office space and
protection. meeting rooms for both client
The importance of selling for
Jarl Yrwing, manager of BCMS meetings and business operations
maximum value was also
Corporate’s Norwegian office said the office also features state of the
recognised by Family Business
‘Through this merger the new art communication systems which
magazine, itself part of Turkey’s
joint company, with a turnover of includes a live video link system.
national Economist magazine
£16 million, will increase its Whilst the significance of the
group, as they published a
competitiveness for larger location of our office may not be
lengthy article entitled ‘Don't let
maintenance assignments through obvious to many non-US citizens
them grab the control as you sell
increased capacity nationally and it is next door to the World
your company’ after attending a
internationally. We are very famous New York Stock Exchange
BCMS Corporate seminar.
pleased to have shown again how in the heart of Manhattan’s
successful our process is.’ financial district!
Bob Goldsmith, President and CEO
of BCMS Corporate in the US
commented ‘Our New York office
has moved just a short distance
but our US operations have
continued to expand much
further afield, from here in
Manhattan to the mid-Atlantic
region. We are now hosting
seminars in many more locations
leading to the opening of
additional offices to keep pace
with demand. A Texas office will
be up and running by the end of
the year.’
14

15. BCMS Corporate• P h i l a n t h r o p y
Philanthropy
“Do what you can, with what you have,
where you are.”
Quote on philanthropy attributed to
S
Theodore Roosevelt
It never ceases to impress us how much of
The Matt Hampson Trust
porting clubs have a long tradition of association
their time many of our staff and indeed our
with charitable causes and Basingstoke Rugby
clients devote to community and charitable
Club is no exception. The club, of which BCMS
causes.
Corporate deal leader Glen Mallaby is a youth
In each issue of i D E A L we will highlight just
coach, has raised over £2,000 for an injured
some of the community and charitable
Leicester player, Matt Hampson, who has been
activities our staff are engaged in together
paralysed after breaking his neck during a game.
with details of some of the charitable
In addition to the money raised by the Club, BCMS
projects BCMS Corporate as a company also
Corporate and a number of clients also contributed
participates in.
to the fund. Despite the terrible injury suffered by
Matt, he is an inspiration to many, working
tirelessly to raise funds for spinal research and he
M
Bangalore orphanage continues to promote the sport to which he is so
uch of what BCMS Corporate is involved in dedicated. For more information please visit
takes place in the local Berkshire community. www.matthampson.co.uk
However, one exception is the work of “The poor
T
and needy benefit trust” a charitable trust Interview preparations for school leavers
established by the directors of BCMS Corporate to he interview process can be a daunting one for
assist people in the Indian cities of Kakinada and even the most experienced of us but for the
Bangalore. employees of tomorrow, currently nearing the end
of their education, an interview is also step into the
One of the earliest projects for the Trust was the
unknown. An interview for a first job can often be
building of an orphanage in Bangalore which now
as disappointing as it is exciting without the skills
houses twenty girls aged between three and ten.
and experience to perform well. In view of this staff
The trust accepted the long-term responsibility for
at BCMS Corporate now provide interview training
educating, feeding and clothing the children, as
programmes for Year 10 pupils (aged 14) at two
well as providing support for full-time carers. BCMS
local schools. Pupils are required to learn about the
Corporate chairman Brian Rebbettes explained the
company and select a role that they wish to be
life previously endured by the youngest child now
interviewed for. Interviews take place either at their
resident in the orphanage: “All the children have
school or the BCMS Corporate offices in Kingsclere.
been rescued from horrific conditions. One three
Training and Development Manager Tracey Denny
year old, for example, was abandoned naked on a
said. ‘The interviews help identify the strengths of
refuse dump where she lived alone for six months
the pupils and provide them with an early
surviving on whatever scraps of food she could
indication of the type of roles they may wish to
find. When rescued she was full of worms and
pursue in their future careers. We provide feedback
covered in lice. She is now, eight months later, well
and advice for each of the interviewees to help
fed, lively and loving her new ‘family’ at the
them prepare for their first real interviews’. To date
orphanage.”
ten interview sessions have been completed with
The Trust has also ensured that a seven year old
pupils and more are scheduled throughout the
girl from the orphanage was able to have a vital eye
year.
operation, saving her sight. One of the care workers
at the orphanage also underwent life saving heart
surgery again financed by the Trust.
15

16. BCMS Corporate• D e a l hi g h l i g h t s
SOLD: Nuclear risk management
consultancy.
Sale price: £9,000,000
Price maximised by: £6,500,000
Deal highlights SOLD: Installer of ground source energy
systems.
Sale price: £9,000,000
Price maximised by: £7,500,000
Our refreshingly different approach to the sale process continues to
generate successful sales and below, for your information, we have SOLD: Cleaning detergent manufacturer
provided a small number of recent deal highlights. The companies Sale price: £5,000,000
we have successfully sold come from a wide range of industries Price maximised by: £3,000,000
and have all been sold for maximum value.
SOLD: Designer and builder of water &
wastewater treatment systems.
Sale price: £5,200,000
Price maximised by: £2,700,000
Our process drives the sale price ‘Price maximised by’ figure shows
upwards through a combination the amount our process improved
SOLD: Manufacturer and supplier of
of carefully selected potential the price by over the lowest bid
household laundry and cleaning detergents.
Sale price: £5,000,000
acquirers and a competitive received. In these examples we Price maximised by: £3,000,000
bidding environment. This generated a total of £26,820,000
maximises each sale price; the more for our clients! SOLD: Maintenance service provider to
facilities management industry.
Sale price: £3,800,000
Price maximised by: £1,300,000
SOLD: Distributor of fasteners, fixings and
ancillary products.
Sale price: £3,400,000
Price maximised by: £1,400,000
“
SOLD: Chemical manufacturer.
Sale price: £1,300,000
Price maximised by: £650,000
SOLD: Refrigerated vehicle conversions
Sale price: £1,070,000
Price maximised by: £770,000
”
‘I would just like to thank you for all
of your efforts and the very
professional way in which you drove
the sale of my business to
completion….I really appreciated your
support to me during some of those
‘exciting’ times. Your negotiation
skills and experience through this
process were excellent – very much
appreciated…THANK YOU ALL FOR A
GREAT JOB DONE.’ – Trevor Pinder,
Provek.
A full transcript of this can be found
at www.bcmscorporate.com
BCMS Corporate Plantagenet House Kingsclere Newbury Berkshire RG20 4SW
T: 01635 296191 F: 01635 299502 E: info@bcmscorporate.com www.bcmscorporate.com