Valuation Snapshot - Winter 2022

Valuation Snapshot Winter 2022

Welcome to the latest edition of Valuation Snapshot. In this regular publication we look at the trends and issues behind business valuations, and provide bite-sized advice that can help you and your clients when valuing a company.

A mixed picture In this edition we’ve lost older data looking back to the financial crash. We’ve added MarktoMarket, an index produced by a leading UK fintech data business that we use to inform our valuation and M&A work.

A confusing quarter with constituent indices moving differently. Argos reflects lower prices paid by PE funds in Europe, PCPI climbing strongly as trade buyers in

the UK close the gap with PE multiples, whilst MarktoMarket fell overall but reports multiple growth in the small to mid-market segment.

So while the index has sagged since June 2021, it’s underpinned by growth in SME trade sale multiples in the small to midmarket range, and is otherwise still higher than its been since September 2018.

Key valuation indices Q1 2017 to Q4 2021

The importance of valuation in succession planning Do your clients have a plan? A problem common for owner-manager clients is that their business represents too large a chunk of their total wealth. Yet surveys suggest between 70% and 90% of entrepreneurs don’t have an exit strategy or succession plan in place.

They need to work out what value they aspire to get from the business and to sanity check that against its true value. And that needs an outside independent view on valuation. The result often comes as a surprise and a disappointment to an owner who has overvalued their business.

When planning retirement or life after running the business

about half of those who expected to retire in five years didn’t have a successor.

Real insight into its worth can help entrepreneurs to prepare for a sale of their business. Or to prepare for a succession of ownership through a management buyout (MBO) or sale to an employee ownership trust (EOT).

It’s important to work out who the successor might be - from the family or not? If not, and the owner wants to preserve the culture and family feel of the business, a management buyout may be the best route. A valuation lets you see how much funding and of what type might be needed for an MBO.

Will the chosen route deliver enough value after tax and any transaction costs? If the answer is no, then their strategy must be revisited asking the questions “is my target valuation very likely?” and “what do I need to change in the business to make that happen?”

And “how long will it take?”.

Improving the business A good valuer will shine a light on where the value is coming from and what factors and risks will influence it. These are key to devising a plan to increase business value.

In family businesses A survey found that more than half of family business owners aspired to transfer to the next generation, but that

In addition, valuation can act as a catalyst for the planning not just of the business but also family wealth and plans to transition it between the generations,.

This can act to ensure fairness in the process and minimise family conflict.

Whether it’s a family business or more broadly held, it’s too important an issue to either neglect planning or to try to plan in the dark in the absence of a valuation opinion.

Lake Falconer lake@pemcf.com

A valuer focuses on...

Software In this article, I will focus on the technology sector which appears to be starting 2022 strongly. Growth is centred around cloud-based software (otherwise known as Software as a Service or SaaS) being widely adopted and hybrid working arrangements becoming the norm as an outcome of the COVID pandemic.

Basis for valuation Some industries are uniform when it comes to valuations with a handful of companies that may stray from the trodden path. This is not necessarily the case with software companies due to the highly competitive market and the level of intellectual property (IP) thus increased uncertainty over where the overall value of the business is derived.

Most valuations are likely to consist of an EV/Revenue multiple or an EV/EBITDA multiple.

There are additional metrics which a valuer would consider when appraising a software company: Customer Churn – This is calculated as a percentage of customers leaving the overall customer base in a given time frame. This metric is particularly useful in software where subscriptions and recurring revenue are rife so retaining customers is imperative in driving value in the business.

Annual Recurring Revenue (ARR) – Akin to the above, the annual recurring revenue itself is a metric which should be considered.

Average Revenue per Account (ARPA) – Total revenue divided by total number of customers, indicative of any dependence on a small number of customers.

Free Cash Flows (FCF) – Sufficient, reliable forecasting is required for expected profits in future years. This is likely to be a mature business with visibility over revenue streams, for example where subscriptions and recurring revenues can be accurately predicted. In essence, it’s a combination of Customer Churn and ARR where sufficient additional information is available.

Similar company transaction – Whilst this is indicative of what a purchaser may pay for the business, in terms of the company’s actual value, factors such as strategic premia or distress discounts would need to be considered in determining the sold company’s underlying value (and therefore its suggested multiple).

Further context The main, and most broadcast, cause for concern in the industry stems from supply chain issues – particularly relating to semiconductors. Whilst software itself may not depend on these, the devices required to develop and use the software does.

Samuel Reynolds samuel@pemcf.com

PEM Valuations From time to time, your clients may ask you how to value their business.

Such requests could be triggered by: ▪ ▪ ▪ ▪ ▪ ▪ ▪

Divorce Shareholder exit Probate Restructuring Share incentive schemes Tax and Accounting Regulatory reasons

Yet for many advisers, valuations are not their day job.

This is where the PEM Valuations team can help.

Why refer your clients to us?

Focused Our valuations are produced by a specialist, multidisciplinary team with a valuations focus.

Personal We have a flat structure so clients always receive cost effective senior level attention.

Commercial Our real world experience in company sale and purchase negotiation means we don’t just claim to be commercial, we have the transaction record to prove it.

Tailored We do not use a software driven or “form-filling” approach. Our reports are based on a thorough understanding of the business to be valued, and tailored to the specific needs of the owner.

Get in touch: 01223 728 222 pem-businessvaluations.com PEM Corporate Finance LLP is authorised and regulated by the Financial Conduct Authority, registered number 212875.

Registered in England & Wales, company number OC302288 at Salisbury House, Station Road, Cambridge, CB1 2LA. If you no longer wish to receive this publication, or if you have had a change of address, please email info@pemcf.com.