In this month’s “Viewpoint” a periodic newsletter published by Mirus Capital Advisors, the topic of how ready you should be when a buyer knocks at the door is discussed.  Laura Kevghas and David Hoffer, partners at Mirus Capital Advisors, Inc., write about the importance an investment banker plays in one of your biggest transaction of your life.

The article reaches out to a group of experts, including Rudi Scheiber-Kurtz, CEO of Next Stage Solutions. NSS works closely with Investment Bankers and M&A Advisors representing the business as CFO or Internal Financial Advisor during this transaction.

The article includes many excellent tips.  To read the full article, click on the link MirusCapitalViewpointSept2011

NSS Workshop Series for CEOs and Business Owners

If you are a service provider receiving this, please share it with your clients, a value add for you, thank you.

Private Equity Transactions: Raising Growth Capital and what You Need to Know!

Time: Thursday, March 31 2011 | 7:30am – 9:30am

Place: Bridge Bank | 1050 Winter Street | Suite 1000 | Waltham, MA  light breakfast

Bring your questions to this interactive discussion with a great panel:

Moderator:

Frank Leibly, Partner,  Alcon Partners

Panelists:

Paul Harting, CEO, Neuroptix

Ethan Flaherty, Partner,  Pabian & Russell

Laura Kevghas, Partner,  Mirus Capital

Scott Goodwin, Partner, Wolf & Company

Host:

Dick Sweeney, Partner, Bridge Bank

Discussion Topics:

• What is Private Equity, and how is it relevant to my business?
• What kinds of transaction structures are common?
• What questions should I be prepared to answer?
• Should I hire an investment banker or business broker?
• What are some of the metrics to consider building value?
• What are the steps towards a capital raise?
• What does a due diligence process look like?
• What to expect after a transaction is complete?
• Is now a good time for a private equity transaction?
• We will share horror stories and how to prevent them.

Who should attend?

CEOs and presidents of companies with $10MM+/- of revenue who are considering next steps for their company.

If you do not match the above criteria, please forward this email to clients and colleagues who are.They will appreciate it. Thanks.

About the NSS CEO Workshops Series:

Next Stage Solutions, Inc (NSS) is a financial consulting firm providing CFO and Controller support to growing businesses on an interim or ongoing basis. Through its extensive network, NSS began offering the workshops in 2010 exclusively to CEOs and presidents of growing companies.  These workshops are interactive in nature and encourage company leaders to explore new ways of tackling the complexities a 21st century business, to learn from each other and gain new and more effective tools in leading their business to the next stage.

 

Register today at info@nextstagesolutions.com or 617-449-7728

NSS Workshop Series for CEOs and Business Owners

Leadership Skills for the Next Stage of your Company

Date: Tuesday, February 8, 2011   7:30am – 9:30am – Snowdate will be Friday, Feb 11th same time and place

Host: Bridge Bank | 1050 Winter Street | Suite 1000 | Waltham, MA

You have been growing your company significantly and are now contemplating how to take it to the next stage.  What new leadership skills do you need to successfully take the company through this transition? Whether you are contemplating succession planning, market expansion or business process technology to improve productivity, the ultimate success of this next change will depend on your leadership.

This workshop will focus on the complex demands made on CEOs and how to develop the specific and personal leadership skills you need. The goal of the workshop is for you to identify the 3 most important leadership skills you will need and what you might consider as your next steps in your development.

Who Should Attend?

This workshop is exclusively for Presidents, CEOs or Business Owners of a company with $10MM+/- in sales. If you are not a candidate of the above criteria, please forward this email to clients and colleagues who are.

About the Discussion Leader:  Gerry Donnellan, PhD

Gerry Donnellan is president and founder of Big Leap (www.big-leap.com), a consulting company that utilizes innovative approaches in working with family and closely-held businesses. Trained as a clinical psychologist and psychoanalyst, Gerry has over thirty-five years of professional experience. As an organizational consulting psychologist and family business consultant, he works with families and their businesses as they navigate their way through the ups and downs of owning and running their businesses, all while hoping they all will still want to be together for Thanksgiving dinner.

He is adjunct professor at the International Business School of Brandeis University and has held university faculty appointments at Harvard Medical School and the City University of New York. He was awarded the Certificate in Family Business Advising by the Family Firm Institute (FFI). He is on the faculty of the certificate program and is a frequent presenter at FFI conferences. He was founding director of the Institute for Organizational Consulting Psychology at the Massachusetts School of Professional Psychology (MSPP), Boston.

He lives in Lexington, Massachusetts.

About the NSS CEO Workshops Series

Next Stage Solutions, Inc (NSS) is a financial consulting firm providing CFO and Controller support to growing businesses on an interim or ongoing basis. Through its extensive network, NSS began offering the workshops in 2010 exclusively to CEOs and presidents of growing companies.  These workshops are interactive in nature and encourage company leaders to explore new ways of tackling the complexities a 21^st century business, to learn from each other and gain new and more effective tools in leading their business to the next stage.

Sponsored by Next Stage Solutions, Inc

Attendance is complimentary, but registration is required. Limited seating and workshops fill up quickly.

Call today 617-449-7728 or send an email info@nextstagesolutions.com to save a space

win win win is our game…

Big Brothers Big Sisters | The Winner | Next Stage Solutions

Welcome to the NSS unCommon Contest, where all participants are winners!

We’re looking for one business with the drive to reach the next  stage – and the desire to do good.

What’s in it for you?

The opportunity to be selected to win financial consulting services from the NSS team valued at approximately $50,000 in exchange for a $5,000 donation to Big Brothers Big Sisters of Massachusetts Bay. Would your business benefit from a financial consultation, performed by an experienced team of CFOs and senior-level finance consultants who are well versed in best practices and competitive strategies?

Probably. But in these uncertain economic times, the challenge is finding the cash to pay for expert support.

What’s in it for us?

We believe in driving value for our clients and driving the economy upwards. We believe in doing good for those around us. The NSS unCommon Contest helps us do both. NSS prides itself on helping companies get to the next stage. Why not do it in a way that helps us raise money for the needs of New England’s children and families?

That’s where the NSS unCommon Contest comes in.

In the spirit of giving, NSS has partnered with Big Brothers Big Sisters of Massachusetts Bay to raise $5,000 for the needs of children and families across New England.

For contest details and proposal form, click here

No phone calls please.  Questions and answers will be addressed in our “Intent to Bid”  Pre-Proposal Conference Call.

By Mark Ott, CFO Consultant, Next Stage Solutions, Inc. (NSS)

Previously I talked about How to Prepare Your Company for Sale and the need to get your historical financial information in order.  While potential buyers are certainly interested in how well your company has performed in the past, they are even more interested in how well you will perform going forward as this is what they are truly buying.  While no forecast is guaranteed, nothing will make a potential buyer more nervous than a rosy forecast that doesn’t hang together.

Prepare a Credible Forecast

Many things go into a sound financial forecast but here are a few key things to focus on:

• Sound historical financials – the past is often times a good indication of the future.  Dramatic changes in trends from the past to the future need to be explainable and believable.
• Detail your assumptions – capture each and every assumption and test them before you employ them in your forecast.  Be able to explain the assumptions and defend them.
• Test the logic built into your model – test it yourself, give it to a trusted colleague to test, give it to your accountant/financial advisor to test.  After you’re satisfied, give it one more test.
• Consider buying or subscribing to a forecasting tool – Many companies rely solely on Excel models.  I can almost guarantee you that there are flaws in any such models.  Using a forecasting tool can eliminate many of these flaws, make it simpler to import actual data, and make it far easier to do what-if scenarios.
• Presentation – Simpler is better. Prepare materials that are easy to read and understand and have supplemental charts, graphs, and more that drill down into more detail should questions come up.

Working on these points will go a long way to developing better forecast, budgets, and long range plans.  One other thing to keep in mind:  make sure you and your financial partner understand the projections thoroughly and can talk about them easily and freely.  No matter how sound they may be, if you’re unsure of yourself in front of potential investors, they will be wary of what you are telling them.

Next time we’ll talk a bit about why it may be helpful to enlist the help of professional people to help you sell (or buy) a company and when it is appropriate to do so.

If you are contemplating to sell your business, make sure to join our next NSS CEO Workshop on this topic on Tuesday, Nov 9, 2010

Join us for the Finance and Funding Options Panel

Date: Tuesday, September 21, 2010 | 7:30am – 9:30am

Place: WilmerHale Venture Group | 1100 Winter St

Bay Colony Corp Center | Center Entrance

4th Floor | Waltham, MA 02451

Exclusively for CEOs of revenue producing companies who are considering raising expansion capital. Come and meet the experts, learn what’s new and explore what type of financing or funding matches your needs. Lots of time for Q&A, so bring your questions.

Panelists:

Jane Braun, Silicon Valley Bank

Christopher Mirabile, Race Point Capital

Joan McArdle, Mass Capital Resource Company

Robin Lockwood, Flybridge Capital Partners

Moderator:

R. Lee Schindler, WilmerHale

Sponsored by Next Stage Solutions, Inc

Attendance is complimentary, but registration is required.  Call today 617-449-7728 or send an email info@nextstagesolutions.com. 

If you are running a company, Intangible Capital (IC) is a must read. This newly published book (2010) by Mary Adams and Michael Oleksak addresses the knowledge economy and its shortcomings in how we value corporations today. It is a provocative book, but an excellent read reflecting a deep understanding of how businesses work and how the intangible is becoming more important than the tangible. How do we account for that?

According to IC, only 30% of corporate assets are tangible, what about the rest? Knowledge assets are simply not measured, leaving 70% on the table. Today we have no good approach in how to account for the changes, not short term nor long term and certainly not in terms of inclusion in Financial Reporting. The book divides the knowledge intangibles into three classes of assets: human, relationship and structural capital and every chapter provides a set of tools.

Working with early stage companies, I often found push back from CEOs not wanting structure for their businesses, as it was viewed as a hindrance to innovation and entrepreneurial thinking. Intrigued by this fact, I wrote an article From Dissonance to Harmony to emphasize the importance of striking a balance between no structure and a hierarchical structure within the innovative community. I agree with the book that today’s business must have fluidity and flexibility and be an engine for ongoing learning, to allow for new thinking and better ways of problem solving from all employees with the ultimate goal to bring best value. Since the Google phenomena and vast technology advances, we have moved further into the knowledge economy. The authors were right on in suggesting leading as a conductor (horizontal) rather than the more traditional as the commander (vertical). I love that vision.

Another intangible asset is collective knowledge, a topic near and dear to me and how I believe Next Stage Solutions (NNS) is evolving. IC points out that markets coupled with technology today move so fast, that no one person can have all the information. This is certainly true in financial services where rules and regulations are changing almost daily. Within NSS, we work as a team of senior level financial experts exchanging ideas and solutions empowering each member to greater knowledge on behalf of our clients. The book explains how shared knowledge multiplies and emphasizes the necessity for value creation.

It continues to describe how it is imperative that a business today examines what its core competency is and looks at outsourcing all other aspects of a business. This leads in their opinion to the relevance of strong external partnerships or ‘relationship capital’ where what is not core to you is core to your partner, collectively creating a powerful engine, what the authors call a Knowledge Factory, displayed creatively with Legos in the book. The importance of networks and technology are significant facets of doing business.

All in all, I loved this book because it describes so well in how to think about a 21^st century business. It validates NSS’ approach in many aspects, but more importantly for me, it gives me tools and metrics in the continued development of our knowledge and innovation strategy. The Knowledge Factory demands that we look at our business holistically and all involved must be engaged. Only then does the collective knowledge fuel our economic engine.

Make sure to get a copy of Intangible Capital today. The flexible business model is here to stay. It includes a mapping of the networks, multiplicity of goals and benefits with bottom up thinking. Congratulations to Mary and Michael with the publication of this innovative and pioneering book, helping businesses look at intangibles in a better way for doing business today and the future. Let’s continue the discussion in how to account for intangibles in business valuations and in our financial reporting.

Title: Intangible Capital, 2010
Authors: Mary Adams and Michael Oleksak
Publisher: Praeger, Santa Barbara, CA
ISBN: 978-0-313-38074-7

By Mark Ott, CFO Consultant, Next Stage Solutions, Inc. (NSS)

While the M&A market is fairly quiet as we enter the summer doldrums, it is a perfect time for owners and boards to think about what preparations can be made now in anticipation of selling a company when the market does open up.  Over the next several months, I will highlight some of the key financial issues that you should be thinking about and preparing for during this quiet period.

Are Your Historical Financials In Order?

In discussions with potential buyers, one potential red flag is a set of historical financials which doesn’t stand up to scrutiny.  You should have a complete set of financial statements (Income Statement, Balance Sheet, Cash Flow) for the previous three years (two minimum) which have either been reviewed by or, better yet, certified by outside auditors as well as unaudited interim financials for the current year.  If your accounting is currently on a cash basis, you should consider changing to an accrual basis (after consulting with your tax advisor) and it would be advisable to ensure that your accounting is in compliance with GAAP (Generally Accepted Accounting Principles).

Most companies have someone in house to do their bookkeeping but it is wise to have an independent company like Next Stage Solutions (NSS) come in and review the historical financials and get them in good shape.  NSS has strategic-thinking CFO’s who have experience in leading companies through the M&A process.  Their participation in this phase will actually pay for itself to some degree as it will reduce the cost of the review/audit by the outside audit firm and accelerate the process.  Furthermore, you cannot use the same firm to prepare the financials and then audit/review them.

One other good reason to have sound historical financials is that they will better enable you to Prepare a Credible Forecast which will be the subject of my next article.

Mark Ott joined Next Stage Solutions this Spring.  Read on to see what Mark has been up to – he has a great story to tell!

Most Satisfying: In your CFO work you have done in the past, what is the most satisfying feedback you got from the CEO?

The most satisfying feedback I received is when the CEO told me that he knew he could spend a considerable amount of time out of the office (with customers, investors, board members, press, etc.) knowing that everything back at headquarters was being looked after with me looking after things.

Most Inventive: Given that as CFO we understand the importance of providing our clients with more than just accounting and financial reporting, share with us a project that truly made you a value creator.

When we moved a company from California to Massachusetts, I had to build a complete infrastructure pretty much from the ground up.  This included the recruitment/interviewing and engagement/hiring of new corporate attorneys, external auditors, Accounting Manager, Office Manager, and Human Resources Manager as well as establishing new banking relationships and corporate insurance programs.  All of this had to be done in a matter of three months.

Most Positive: CFOs have different skill set, yet often we are viewed as one of the same.  Tell us a story where your actions made a powerful positive change and why.

When I was European Controller for a large networking company, I had eight country controllers reporting to me.  Some of the countries (like the UK and Germany) were larger contributors to the results of the overall operation than others (like Spain and Sweden).  In that environment the controllers for the larger countries tended to be more influential in group decisions and the controllers for the smaller countries would sit back and complain that their needs were always overlooked because of their size.  This ultimately led to a team that did not work very well together and this was reinforced by pre-existing cultural differences.  One of the things I did to turn this around was to solicit ideas from the controllers concerning topics to be covered in an upcoming quarterly staff meeting.  When the time for the meeting came, I appointed the controller who suggested the topic as the leader of the discussion leader and subsequent action items.  This forced the smaller countries to play a much more active role in the group in identifying their issues and forced the larger countries to sit up and listen and help find solutions as they were cast in more of a “follower” role.  Following this pattern in subsequent staff meeting resulted in a much more cohesive pan-European staff.

Best Business Book: What should every CEO be reading going forward in this tepid economy?

“Leadership in the Era of Economic Uncertainty:  The New Rules for Getting the Right Things Done in Difficult Times” by Ram Charan, McGraw-Hill.

Funniest Fact: Tell us something funny about you.

My fraternity brothers used to call me “Howard”, which is my middle name.  They thought that it was an “amusing” middle name, so they thought they could get me going if they kept calling me by that name.  It worked for a while but the nickname stuck throughout college and they will even use it today in those rare occasions when we get together.

Stay tuned for our next team member’s story!

Last month the Wall Street Journal published an article For Rent: Chief Financial Officer by Raymond Flandez, commenting in how more and more firms are outsourcing this high level function of management. For businesses small and large, especially companies that want to grow, the finances do get more complex. He points out that many of these ‘Rent a CFOs’ are also Certified Public Accountants.

I agree wholeheartedly with Flandez’  assessment  that an outsourced interim or part-time CFO is a capital efficient way to access this expertise and an outsourced CFO can be more objective and give a reality check. I also agree that many of the CFOs are indeed CPAs and this is partially due to the Sarbanes-Oxley Act of 2002 (SOX)  that has driven businesses and their CEOs more to the compliance and technical side of finance enforcing the common belief that if you have a controller and an accountant your financial needs are covered.  That may apply to life style companies who do not intend to grow but simply run a sustainable business.

From this juncture, however, is where I begin to differ.  A company with expansion and growth in their forecast, the paradigm has to shift drastically from technical to strategic. In fact, not recognizing the importance of strategic finance and solely relying on your controller’s risk aversion, you may be holding your company back from that growth.  Here is why I think so.

For a fast growing company, the financial spectrum has to be broader and therefore more complex as pointed out by the author of the WSJ article.  You want to consider a broad based and strategic CFO, one that picks up where the CPA or controller leaves off.  The CFO is your business partner and brings a strategic organizational mind set to the discussion and understands the importance of mapping out the corporate strategy into multiple roadmaps.  Given uncertain economic times, this is more important than ever.  Finance for emerging businesses brings a complexity that is more than accounting and number crunching.

The CEO needs to fully understand the financial ramification and bottom line each decision triggers. SOX compliancy has driven us too far towards the tactical aspect of finance forgetting the importance of looking forward, checking your Financial Headlights.  The CFO plays an important role acting as conduit to growth and walking the fine line between the risk-averse controller and the visionary CEO.  Your future CFO needs to have average appetite for risk, not too little and not too much, understand how to translate the corporate strategy and be a true value creator and not a gatekeeper of growth.

Rudi Scheiber-Kurtz, CEO
Next Stage Solutions, Inc.