Corporate Finance in Atlantic Canada

Commentary on corporate finance issues for small- & mid-market private companies in Atlantic Canada

Posts Tagged ‘selling your business

Different types of buyers

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In general, there are 3 groups/types of buyers for mid-market private businesses:

  1. Strategic.  Such buyers are often called industry buyers because they are typically in the same (or related) industry as the target.  These buyers tend to be larger companies seeking to consolidate your business with their existing operation, and so, they often have access to synergies from combining the two businesses.  These synergies can mean that such buyers can afford to pay more than the below types of buyers (i.e. they can pay a strategic premium over/above standalone financial value).  These buyers are often an option for mid-market businesses and less so for small businesses, but that can depend on the industry.
  2. Financial.  Financial buyers are aplenty in the Atlantic marketplace, given the prevalence of debt and equity capital.  These buyers have access to capital and either financial or management expertise, but aren’t currently operating in the industry of the target (and therefore don’t have synergies to allow them to pay the above premium price).  Such buyers range from formal private equity funds (such as the Sobeys/McCain-founded SeaFort Capital), to informal groups of owners seeking to invest in businesses and their management teams, to individuals who have a dream of being an owner (and have never acquired a business before).  In today’s market, there are many more financial buyers than business opportunities, and so these buyers/investors are looking in almost all industries and sizes in Atlantic.
  3. Management.  Existing employee or senior management groups have always been an option to acquire your business.  Historically, the challenge was often that such buyers didn’t have capital, and so often required significant vendor financing assistance.  In recent years, that is no longer the case, due to the availability of capital (both debt and equity) to assist management teams in acquiring the businesses they work for.  While management buyers can’t do the above strategic price, they can pay a fair price and therefore are a credible alternative.

Stay tuned for more blog entries on each type of buyer.

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Written by Dan Jennings

June 12, 2019 at 9:23 am

Cabco Communications sold

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https://www.thechronicleherald.ca/business/cabco-communications-sold-to-local-investors-307611/

The Chronicle Herald is reporting that Dartmouth, NS-based Cabco Communications Group has been sold to a group of local investors, led by Jim Mills (CEO of Halifax-based Office Interiors).  Cabco is a cabling & technology equipment sales, installation and service provider.

This is another example of the type of financial buyer I have spoken/written about many times.  In many sectors, private equity (or informal private equity in the form of a group of investors, in this case) has become a strong & credible alternative to ‘traditional’ industry/strategic acquirers.

Congratulations to majority owner Craig Meredith on his succession and exit!

Written by Dan Jennings

May 2, 2019 at 8:42 am

Conquest Engineering acquired

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https://www.thechronicleherald.ca/business/cbcl-acquires-conquest-engineering-265070/

The Chronicle Herald is reporting that Halifax-based CBCL Ltd has acquired Conquest Engineering Ltd of Saint John, NB.  As is common with many engineering firms, both are said to be employee-owned.

This continues the consolidation trend in the engineering industry.

Written by Dan Jennings

December 4, 2018 at 11:41 am

Edible Matters restaurant deal

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https://www.thechronicleherald.ca/business/local-restaurant-edible-matters-gobbled-up-248996/

The Chronicle Herald is reporting that the Hammond Plains restaurant/bar Edible Matters has been sold.  The Webber family sold to the Doherty family, which owns the Old Triangle bars throughout the Maritimes.

Written by Dan Jennings

November 23, 2018 at 2:13 pm

Business succession in NL

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https://soundcloud.com/vocm/sept-1st-greg-london-dan-jennings-of-bdo-valuing-your

On a recent VOCM radio show in NL (hosted by BDO partner Nancy Snedden), tax colleague Greg London and I talk in-depth about the challenges of business succession in NL.  We covered a wide variety of topics, such as demographics, taxes, the buyer landscape and more.

Written by Dan Jennings

October 26, 2018 at 1:34 pm

More insurance broker consolidation

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http://thechronicleherald.ca/business/1558403-long-standing-independent-brokerages-merge

The Chronicle Herald is reporting that Antigonish Insurance and AA Munro Insurance (both Antigonish, NS-based insurance brokers) are merging.

This continues the consolidation trend in the P&C insurance brokerage industry.

Written by Dan Jennings

April 3, 2018 at 9:15 am

Do the federal tax proposals change your plans to sell?

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If you’re the owner of a private company in Canada, you should be concerned about the federal government tax changes that were proposed on July 18 (starting a 75 day consultation period).  These proposals (if enacted) will take away many of the income splitting tax planning opportunities available to entrepreneurs and their families.  One investment advisor we know has modelled out that these changes could reduce his clients’ investable assets in retirement by 40%!

See here for my firm’s overview of the proposed tax changes:

https://www.bdo.ca/en-ca/insights/tax/tax-alerts/a-detailed-review-the-government-private-company-consultation-paper/

If you’re a business owner who is considering selling your business in a few years, you should be even more concerned!  Many of you have established a family trust to own your shares and multiply the use of the lifetime capital gains exemption (LCGE) amongst your family members (assuming you have a business worth more than $830,000).  However, one of the proposed changes is to eliminate these tax savings that use family trusts … meaning, if you sell after 2017 (proposed), you could get 1 LCGE when you sell your business, not multiple … and since each exemption is worth approx. $225,000 in tax savings, some of you are going to pay much more tax that you thought when you sell.

I’ll leave that up to each of you to determine whether that changes your plans as to when you sell your business. There are some options for ensuring that you utilize the maximum LCGE available to you this year, rather than you having to sell this year (before these rules come into force).  Remember our tagline … One day, we will all sell our businesses, either voluntarily or involuntarily.  Unfortunately, one of the involuntary reasons to sell could be a changing tax regime.

If you believe (as I do) that business owners should be treated fairly in terms of taxes (but that doesn’t mean equal to that of employees), please contact your own local MP.  See below for the text of my message to my own MP.

The tax changes proposed by your minister Morneau in July will have a devastating impact on small business owners.

It is simply not “fairness” to compare the income of an employee to that of a small business owner … the employee doesn’t have fluctuating income, he/she didn’t invest capital to start the business, the employee has benefits like sick days and (often) a pension … the list of differences goes on and on.

And the government spin that this is about closing “loopholes” for the wealthy is simply incorrect.  The tax planning being disallowed here is a fundamental part of the planning for small business owners who form a part of the middle class in this country.  To be clear, getting rid of dividend “sprinkling” for million dollar business owners will not significantly impact those owners because most of their income is being taxed at the high rate already, but for the small business owner making $100-400,000/year, it will be a huge increase in taxes.

Does your government want mobile professionals (like doctors) leaving the country because you dramatically increased their overall tax rate?  Does your government want entrepreneurs to give up starting a business because they’ll pay over half of their income in taxes?

Written by Dan Jennings

August 21, 2017 at 3:07 pm