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Understanding a Vendor Initiated Management Buyout (VIMBO)

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For some business owners selling their business to a trade buyer or private equity investor isn’t always the preferred route, the right “fit”, or even viable.

For many companies, the senior management team have been heavily invested in, and they are just as passionate about the business as the business owner themselves. This is when a Vendor-Initiated Management Buyout (“VIMBO”) may be suggested as a way of selling the business to the management team who have been part of the valuation creation.

This resource details the VIMBO process, from the initial approach from the business owner to the management team, to the pros for both parties and what may be expected from any investment company post a transaction.

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Get Your House in Order Before You Sell Your Business

Digital Download

Prepare yourself for the sale of your business by ensuring the correct documentation and procedures are in place, doing so may prevent obstacles later at the due diligence stage.

This document covers topics such as:

  • Contracts
  • Working capital
  • Forecasts
  • Customer concentration
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The Benefit of Implementing Share Incentive Schemes

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Incentive schemes come in all shapes and sizes and it’s a fact one size does not fit all. This is not just related to company size or ownership structure, but to the nature of the people you are trying to incentivize.

In this resource we highlight the differences and benefits of:

  • Long-Term Incentive Plans (LTIP)
  • Enterprise Management Incentives (EMI)
  • Private Share Options
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Company and Minority Shareholder Valuation Checklist

Digital Download

There are many reasons to commission a valuation, it could be to prepare for a sale or to assess a potential acquisition, to raise funds or just to give you an idea of how your business is performing. At fds we are instructed to complete many company valuations for clients from a vast range of industries, however, it must be noted that no two valuations are the same and understanding the correct discount for a minority valuation can be a complex task.

This resource demonstrates the use of discounting for minority shareholdings along with information required to produce the valuation.

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Pre-Appointment Due Diligence Checklist for Directors

Digital Download

Agreeing to join any company as a director, whether executive or non-executive, should not be a task taken lightly.

Ensuring the company’s values and culture align with your own is an important factor, after all you will be a part of the strategic growth of the business. Jo has outlined a range of questions which should be taken into consideration when discussing/considering the opportunity.

Questions are categorised in the following (although some may not be applicable to all roles):

  • Financials
  • Legal
  • Strategy
  • Operations
  • People
  • Governance
  • Personal
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The Rise of Employee Benefits in the Workforce

Digital Download

With over 75% of participants who took part in a survey stating their workplace had a benefit scheme in place, compared to 46% in 2008, have you also recongnised the importance of having such incentives in place?

This free resource reveals which benefits are the most popular, what industry experts think make the schemes so popular and how employee benefits are being rolled out in other countries.

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New World Board Pack

Digital Download

In this "New World Board Pack" Jo has recreated and redfined the following items:

  1. Suggested New World Disrupter Agenda
  2. Notes on New World Agenda
  3. Past Board Paper Format
  4. Future Big Idea Board Paper Format
  5. Sample Board Paper Format - Key Strategic Goals
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Pre and Post Acquisition Integration Plan

Digital Download

Acquiring a business is no easy transaction. However, it may be a surprise to many that preparing for the integration is where the hard work actually begins.

75% of all acquisitions fail to add value to the acquiring company, so regardless of what you have bought and indeed how much for, the success of the integration will actually be the testament to the success of the acquisition.

Preparing, implementing and executing an integration plan is certainly a challenge for any business owner. Preparing for this particular challenge is crucial. The process may require you to oversee tasks which you do not necessarily deem to be an immediate issue, such as not recognising major cultural differences at the very start of the process which could prove disastrous.

Therefore, you may find our template of benefit to help assist you throughout the next stage in your journey.

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Reserved Powers / Managing Risk in the Boardroom

Digital Download

Reserved Powers for the board are nothing to do with the articles of association. They are a document that the board members create and of course should review annually, that details those items that the board only as a whole can decide on.

Such a list should be relatively short and well thought out and should be created with the following sentence in mind: “What would the outcome be if one director could make a decision unilaterally, rather than as a board”. This provides a number of additional legal protections for directors.

  1. It helps you comply with your company’s act duty of acting with care and skill
  2. It would allow you to bring an ultra vires action (beyond your powers) against the director who has breached the process

But more importantly, it creates a culture of accountability, making directors think before they act - which can never be a bad thing. This free download is a sample only, of what your board may consider and should be reserved to the board members.

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How To Choose a Strategic Option

Digital Download

Choosing a holiday destination can often be challenging, and the resulting arrival ranging from elation to severe disappointment. But unlike a holiday where we can, dependent on the experience, return for a future trip or simply cross it off of any future plans, a strategic corporate destination has more serious long-term complications. Once you have identified a number of options, you may like to use our simple matrix task to solidify a route.

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The Advantages & Disadvantages of an MBO

Digital Download

There are good and not so positive issues in every deal structure. If you dream of buying the company you currently work for, take a look at some headline positives and negatives. Equally if you are the vendor these points are also worth considering.

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Raising Finance

Digital Download

What are the different types of finance? - There is money available it's just a question of finding it and, importantly, making sure you borrow the right kind from the start.

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Communicating with Your Staff Throughout a Transaction

Digital Download

Deciding to sell your business is a massive step for any business owner and whilst you may be ready to move on to the next phase of your journey, your staff may be wondering what lies ahead for them.

However, if and when you choose to tell your staff (possibly in the final stages of the transaction) about the sale of your business you will inevitably be faced with many difficult questions.

Whilst some questions may seem obvious, there may be some which you probably hadn’t thought of yourself. Download our free resource to prepare yourself.

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Workplace Incentives

Digital Download

If you want to get the best from your workforce, sometimes an incentive is the way to go. Just for fun (and perhaps a little bit of inspiration) here are some examples of what some of the largest and most impressive businesses do to motivate their staff.

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Due Diligence Checklist

Digital Download

Whichever side of the table you are on in a transaction, data will need to be verified. The collection of this data is a mammoth task and will come at a point in a transaction when you are already overwhelmed with other responsibilities. Therefore, whether as a buyer or a seller, you may consider what you need to look at, or what you need to prepare for someone else to look at, sooner rather than later. This checklist can give you an idea of where to start.

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