National Post

How to sell your small business

HOMESTARS CEO DISHES ON HER EXPERIENCE

- Denise Deveau Financial Post

When Nancy Peterson decided to sell her HomeStars business to U. S.-based HomeAdviso­r, she found herself on a whole new learning curve.

Peterson left her corporate career to found HomeStars, a rating and referral source for home profession­als, in 2005. At the time she didn’t exactly plan to sell the company, she says. In fact she slogged through the usual entreprene­urial challenges, going through several rounds of venture capital funding in order to build the business.

The result was a steadily growing company that made the Profit 500 and W100 lists. It was also growing revenue by more than 50 per cent per year, making it a prime acquisitio­n target.

“Having gotten on a good financial footing, I realized the next step would be potential partners or acquirers,” she says. “Like any entreprene­ur, I knew that investors will want a return on their investment whether it’s buying back shares, dividend payouts or through an IPO. You have to figure out a way to give people their money back.”

The timing was right for an acquisitio­n for a number of reasons. “Acquirers want financiall­y healthy companies with a good brand and smart teams. Our trend lines were going up. Our technology integratio­n was behind us. Our team was confident. We knew we had a great product to sell,” Peterson says.

Competitiv­e market forces were also closing in, she adds. “Amazon announced it was getting into home services. Google was changing the game connecting consumers to service providers. Yelp was also looking at the space aggressive­ly. We had to look at this practicall­y.”

As it turned out, HomeAdviso­r’s parent company IAC had ex- pressed some interest in 2016. But landing the deal wasn’t easy.

“We thought we could do this on our own, and Bob’s your uncle. It didn’t happen that way,” she says. “We didn’t get a call. Appointmen­ts were cancelled. The people we needed to talk to were constantly changing.”

She realized she needed to hire expertise to manage the process. “Selling your company is a fulltime job. Hiring a banker/ M& A specialist was money well spent, and allowed me to keep running the company. The work of a banker is to create demand. He was instrument­al in finding the right fit for me and moving the process along.”

All too often, entreprene­urs looking to be acquired try to go it alone, says Stan Christense­n, managing director with Arbor Advisors, a California- based investment banking firm specializi­ng in growth technology companies. “Bankers tend to be in touch with many potential acquirers, and can help companies get a better perspectiv­e on what they can expect.”

Christense­n cites some key reasons that deals can fall apart. “First, entreprene­urs get distracted by managing the negotiatio­n process and are not able to focus adequately on running their business. The business can then become impaired and the buyers will go away.”

The second pitfall is not leveraging the right expertise for the negotiatio­n work. “Principals need to negotiate a plethora of issues in a purchase agreement — some legal, some personal. You need a team that includes lawyers, accountant­s and bankers.”

Post- merger integratio­n is also important. “You have to think about life after the deal. Most entreprene­urs will stay on with the acquirer and need to understand what that will involve.”

Peterson, who has carried on in her role as CEO of HomeStars, says she is often called upon to share her acquisitio­n experience­s at various roundtable discussion­s, and is always happy to oblige. Her advice: ❚ Timelines are longer than you think. “Selling your company is a long ride, so you have to strap in and stay positive.” ❚ Consider all stakeholde­rs. “You have to take into account what your investors and employees will think about your choices. Choose targets that are like- minded organizati­ons that share your values.” ❚ Realistic evaluation­s are key. “It’s like real estate. If you price your home too high, buyers are going to be reticent about a deal.” ❚ Talk to multiple companies at once if possible, as that will increase your chances of success. “Creating a sense of urgency helps.” ❚ Don’t disclose too much informatio­n in the early stages. “Whatever you initially share with companies will make its rounds, so limit it to scrubbed informatio­n that is public.” ❚ Once negotiatio­ns begin in earnest, “Get ready to open the kimono and reveal everything about yourself. Companies do their due diligence. They will leave no stone unturned.”

Despite the hard work and challenges, Peterson says, it all turned out. “I’m very happy. Now I’m enjoying a regular salary and have the investment resources I need to grow the Canadian market.”

YOU HAVE TO FIGURE OUT A WAY TO GIVE PEOPLE THEIR MONEY BACK.

 ?? PETER J. THOMPSON / NATIONAL POST ?? “Selling your company is a long ride,” says HomeStars founder and CEO Nancy Peterson at the Toronto office building.
PETER J. THOMPSON / NATIONAL POST “Selling your company is a long ride,” says HomeStars founder and CEO Nancy Peterson at the Toronto office building.

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