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Leader's Edge Magazine - April 2005
Author: Robert J. Lieblein
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How can business be fun if it’s all
about numbers? Frankly, it wouldn’t be much fun at
all. With all due respect to the bean counters,
business is fun because it is as much about people
as it is about numbers.
If you are thinking about selling or
merging your agency, this idea—the people vs.
numbers dimension—is more than fun and games. It’s
fundamental to the value of your business and
planning a strategy for future success.
Just think about this: two firms have
the same exact financial results, but one is worth
significantly more than the other one. How?
Non-financial aspects of each business can have a
great impact on its value. Arriving at value is an
art and a science, involving both objective and
subjective measures. To candidly assess your firm
and improve shareholder value, you must look beyond
the financials for a comprehensive view of
non-financial factors. |
Fast Focus
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When
it comes to determining the value of your
business, you have to look beyond the numbers to
subjective qualities.
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Pick
the criteria that matter most, rank them, add
them up and see how you score.
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When
it comes to evaluating your business, honesty is
the best policy.
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Many agencies today rely too heavily on
historical and even projected financial information in
determining the value of their firms. Too often, they try to
back into industry multiple norms, such as “seven times
EBITDA” (earnings before interest, taxes, depreciation and
amortization) or “1.5 times revenue.” But the numbers that
industry insiders use as a rule of thumb are not necessarily
appropriate valuation techniques. An experienced
professional will consider a lot more than just those
numbers, and if you’re evaluating your own agency, you
should consider them, too.
I can make a sound
argument that only half the value of an agency should be
based on an objective financial analysis and the other half
should be a subjective non-financial analysis. Revenues and
earnings simply do not tell the full story of your firm. Do
you have two “key” producers who account for a large chunk
of your revenue? What is the risk that they might leave to
go to a competitor or start their own agency? What is the
quality of your earnings? Are you a “one-man band,” or have
you created a strong management team? These are just a few
many factors that must be evaluated, and the leader of the
firm is the only person in the position to really know
what’s nestled in leather in his back pocket.
Don’t Fear the Matrix
While it’s tempting to
simply blue-sky the non-financial evaluation of your firm,
you’re best served by a thorough, honest assessment. The
assessment should start with a list of the top 10 criteria
that both you and an independent third-party would consider
important in analyzing your agency. While some people
provide equal weight to all criteria, it makes more sense to
assign each factor a rank and a score. Then you can add up
the score to see where you stand.
The following list of “top
10 criteria” is a good starting point for most agency
assessments. The example below includes one objective
factor—historical financial performance—but even that is
really driven by non-financial matters. The list ranks
criteria in the order of importance to your success, with 10
being the highest and 1 being the lowest. While this might
seem counter-intuitive in our “we’re No. 1!” society, the
reason will soon become clear.
| Rank |
Criteria |
| 10 |
Management |
| 9 |
Growth
Potential |
| 8 |
Book of Business |
| 7 |
Historical
Financial Performance |
| 6 |
Staff Assessment |
| 5 |
Employment and
Compensation Issues |
| 4 |
Carrier Relationships |
| 3 |
Overall Agency
Characteristics |
| 2 |
Technology or Facilities |
| 1 |
Location |
Next, assess your current
status with regard to each of the criteria, giving score of
1 to 10, with 10 again being the highest. Let’s evaluate the
top three.
10—Management: You
have a strong management team at all levels that are
actively involved in making operational and strategic
decisions. Score: 9 points.
9—Growth potential:
The firm enjoys historical high growth rates that can be
increased through additional service and product
capabilities and more effective cross-selling. Score: 8
points.
8—Book of business:
Although you have a good mix of large- and small-business
customers, you’re focused on selling to the construction
market and, therefore, are not well diversified. Score: 6
points.
Multiply the rank by the
score for each, then review the totals and percentages:
|
Rank x Score |
Total
Score |
Maximum Possible |
Percent Score |
| 10 x 9 |
90 |
100 |
90% |
| 9 x 8 |
72 |
90 |
80% |
| 8 x 6 |
48 |
80 |
60% |
| Totals on top
three criteria |
210 |
270 |
78% |
So, what does a 78% mean? How does this
translate into how a buyer might value your firm? Here are
some rules of thumb for how a composite score translates
into value.
Composite Score
90% to 100%: You
were way too kind to your agency in your assessment. Try
again! In all seriousness, most firms would not really rank
this high if a candid assessment were done properly.
80% to 89%: Your
firm is very well managed and would be considered a
high-performing agency. Translated into a multiple of EBITDA,
this would be at the high end of the range, assuming a
“normal” valuation range of 6 times to 7 times EBITDA.
Deserves a market premium.
70% to 79%: Good,
solid firm that has areas for improvement but no major
weaknesses. Would almost definitely be valued in the normal
range and possibly deserve a slight premium.
60% to 69%: A
typical mid-sized firm with one or two areas that definitely
need improvement. More than likely, significant “power” with
one or two key employees (e.g., the owners), a weak
second-tier management, too much concentration in the book
of business and lack of depth in staff. This is the
“typical” agency. Valuation would be average or slightly
below average.
50% to 59%: Same as
last ranking, but probably with financial performance that
is below the average of your peer group. Your valuation
would probably be 6 times EBITDA or below.
Below 50%: Several
areas need significant improvement. Depending upon exactly
what those areas were, they could significantly impact not
only valuation but also how attractive you are to a third
party. Definitely a multiple below 6 times EBITDA.
This approach allows you
to see how you are doing overall and how this affects the
value of your business. Perhaps more importantly, you can
use the individual evaluation scores to see which elements
of your competitive strategy would pay the highest dividends
if their scores were improved. In this example, you’d be
much better off diversifying your mix of business products
than focusing on changing your management structure.
SWOT, That’s What
The evaluation of
non-financial criteria sets the stage for true strategic
planning. Your strategic plan cannot be developed without
performing an analysis of your strengths, weaknesses,
opportunities and threats (SWOT). The SWOT analysis is a
vital self-assessment because it forces the introspection
necessary to fully assess your competitive and market
position. By completing a SWOT analysis, you can further
apply a formal process to improve non-financial matters that
can increase shareholder value.
This is what the SWOT
analysis would look like for the previous example:
Strengths (S)
Strong management |
Weaknesses (W)
Lack of client
diversification |
Opportunities (O)
Improve cross-selling
within a client |
Threats (T)
Rising interest rates may
slow construction starts. |
Now you’re getting warmed up. To fully complete this
evaluation, consider all aspects of your operation by going
down that list of your top 10 criteria, and penciling any
conclusions into your S, W, O or T columns. Your assessment
might include the following areas:
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Are earnings highly
dependent on contingents? A history of solid performance
(steadily increasing revenues and profits, without
dependency on contingents) would tell a third party that
your agency is well-managed.
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The profile of your
book of business may also reveal your client base
stability and potential for future growth. Do you have
high retention rates? What is the average account size?
What are the loss ratios? Just the fact that you can
track and manage client profiles and have it listed on
your top 10 criteria may indicate that you are a
forward-thinking manager.
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Does your staff
productivity track with industry averages? If not, is
this a weakness that can be corrected? Do you have
non-compete and/or non-solicitation agreements in place?
What is the age of your work force?
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Consider how your
management is structured. Is your second-tier management
strong? Can you go away for two weeks and not worry
about how the business operates?
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How strong are your
firm’s relationships with the carriers it represents?
You hope they are an important partner, which will
translate into better contracts, additional staff
training and other benefits. What is the financial
strength of your carriers, or do you have carrier
concentration?
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Analyze your public
image. Are you perceived to be a market leader or are
you just another name in the Yellow Pages?
Gamble Your Future? No Dice
Now that you’re on a roll,
look beyond your top 10 criteria to other non-financial
aspects of your business that may prove to drive—or detract
from—value.
Intangibles that may add
value to your firm are things like:
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specialty or niche
products;
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unique skill sets of
staff members;
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technology advantages
over the competition;
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unique carrier
relationships; and
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competitive advantages
in your market.
By taking the time to explore and explain these potential
value drivers, you will get a better understanding of how
these items can increase shareholder value.
What about those factors
that detract from your firm’s value? Perhaps you’ve been
meaning to create a mentoring program after you lost a
promising producer who wasn’t being given the tools needed
to succeed. Or maybe your client retention rates are below
industry averages, and client service needs special
attention. These are things that need to be addressed in
your strategic-planning process. Do you need to develop a
formal training process, or hire a human resource manager?
The answers become very clear.
You can’t fix a problem if
you don’t see it. In strategic planning, you can’t address
issues that affect your shareholder value if you don’t
identify those issues. They need to be clearly understood,
which sometimes requires brutal honesty from the firm’s
leadership.
When identifying
non-financial factors that will affect the value of your
firm, a complete and thorough operations analysis is the
starting point. Your firm’s future may lie well outside the
contents of the company wallet. Don’t let someone tell you
that your brokerage’s value can be calculated simply by an
equation related to your revenues or earnings. As a
well-known consultant once said, “You can never know too
much about a business, but you can certainly know too
little.”
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Know Thyself |
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Assessing the value of your business requires
more than crunching some numbers. It demands a
critical assessment of both financial and
non-financial strengths and weaknesses.
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Lay out all the key criteria—both financial
and non-financial—that you think are
relevant to your business, then assess those
choices critically.
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Try to add some objectivity into even the
most subjective measures.
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Gain insight into your place in the world by
using a formal analysis of your firm and its
operating environment.
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Consider how your agency uniquely adds value
and where you could do better.
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Lieblein is a contributing writer and managing principal of
WFG Capital Advisors.
rlieblein@wfgca.com |