The decision for entrepreneurs to sell their own company is a significant one, made for a variety of reasons. It is a decision that often involves a lot of thought and the careful development of strategies, especially in the context of SMEs in Switzerland. In this extended article, we comprehensively explain the aspects of selling a company, succession planning for SMEs, and buying a company.

Why should I sell my company? Reasons for selling

Companies, large or small, are often the result of years of hard work and dedication. Therefore, the decision to sell a company is not to be taken lightly. The reasons can be many and varied: A desire to retire, the pursuit of new challenges, or even the prospect of lucrative sales proceeds. Regardless of the reason, the sale process is often complex and requires thorough preparation.

Advantages and disadvantages of selling a company

Many advantages can be enjoyed when selling a company. Financial benefits, in particular, are enticing: a successful sale can generate a significant amount of money that can be invested or spent elsewhere. In addition, a sale can help establish or grow the company name.

However, there are drawbacks to selling a business. It can be difficult to find a buyer who is willing to pay the asking price and successfully continue the business. The selling process itself can be time consuming and stressful.

Prospective buyers: Who might buy my company?

There are many potential buyers who might be interested in purchasing a company. These include private investors, other companies, or potential buyers interested in growing their own business. The type of buyer you want to attract depends on the type of business you are selling.

For example, at 23.investments we consider ourselves a sustainable private investor focusing on digital transformation opportunities.

How and where do I quickly find buyers for my company?

There are numerous channels that can be used to reach potential buyers. Social media platforms, industry associations and local networks are just a few. Another effective method is placing advertisements in relevant trade publications and media.

Succession planning for SMEs in Switzerland

Succession planning is an important aspect of selling a business, especially for SMEs in Switzerland. It ensures that the company is successfully continued after the sale and helps the seller to retire with peace of mind. A successful succession plan offers many benefits, including a smooth handover of the business from one owner to the next and ensuring the continued existence of the company and its employees.

Handing over the business after it has been sold is usually done in stages so that the new owner has time to become familiar with the business, employees and customers. It is important to have a clear timeline for the handover and to ensure that all necessary legal steps are followed.

What else should be considered in a succession when the company is sold?

When a company is sold, there are still a few things to consider. Especially in the case of a succession in the form of a GmbH or AG, there are additional challenges. Here, it is not only about the legal and tax aspects, but also about the internal organization and employee management. As the owner of a company, you should not be discouraged by this, but rather see it as an opportunity. With careful planning and implementation of the succession, you can successfully continue your company and also master future challenges. For example, the transfer of business shares and the involvement of all relevant persons must be taken into account. It may also make sense to strategically position the company and adapt it to changing market conditions. It is important that you actively deal with this and, if necessary, seek professional support. After all, a successful succession requires a lot of time, energy and, above all, a positive attitude. See the opportunities and approach the changes with confidence.

Company valuation: How much is my company worth or how do I arrive at the purchase price?

An accurate valuation of the business is critical to the sales process. There are several methods for valuing the value of a business, including the multiples method and the discounted cash flow method. It is important to determine the values of the company’s various assets and ensure that all debts and liabilities are adjusted before the valuation is made.

The sale price depends on many factors, including the financial condition of the company, the potential demand, and industry dynamics. It is important to ask for a fair and marketable price so that the company can be successfully sold.

What are the valuation options when selling or succeeding a business?

As an entrepreneur, it is important to be aware of the various valuation options when selling a business. After all, you want to get the best possible price for your business, so you know that valuation is a critical factor in doing so. There are several methods to determine the value of your business, including the capitalized earnings method, the net asset value method, and the market comparison method. Each method has its advantages and disadvantages, depending on the type and size of your business. Therefore, it is advisable to use a combination of several methods to obtain a realistic valuation. Be brave and don’t be fooled by con artists who try to convince you of an inflated valuation. When you have a realistic valuation, you can price your business on a reasonable basis and focus on the sales process. Learn more how we are different in this perspective. With the right valuation option, you will be able to attract potential buyers and conduct eye-to-eye negotiations. Weigh your options carefully and make a decision that fits your business and gives you the best possible price. In summary, a thorough valuation is key to successfully selling your business. Seek expert advice and familiarize yourself with valuation options to maximize your chances of a successful sale.

Preparing for the sale: what do I need to do?

The preparation phase for the sale involves gathering all the necessary documents needed to value and sell the business. This includes balance sheets for the last few years, a list of all assets, a detailed list of employees, and a business plan. It is also important to clean up the company to make sure it is saleable and the process goes smoothly.

The sale process and transaction: how do I sell my company discreetly?

The sale process involves several steps, from finding a buyer to the letter of intent (LOI) to negotiations to due diligence and signing the contract. A specialist from 23.investments with years of experience in business sales can help cover all aspects of the sales process and successfully sell the company.

The most important documents needed for the sale are the purchase agreement and a comprehensive due diligence. Other important documents may include a company presentation, business plan and recent financial reports.

Conclusion

Selling a business, especially a Swiss company, is a complex process that requires careful planning and preparation. From the decision to sell the company, to the search for a buyer, to the successful transfer of the company to the new owner, there are many steps to consider.

Although the process can be challenging, successfully selling a business can be a rewarding experience!

By analyzing each company’s unique business model, we can better understand the underlying drivers of value and provide a more accurate valuation that reflects the business’s true potential.

Lukas Hertig

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1       Introduction

1.1    The Critical Role of Accurate Valuation in the SMB Landscape

Determining the accurate value of a small or medium-sized business (SMB) is essential for various reasons, such as selling or buying a business, securing financing, attracting investors, and for estate planning purposes. However, the valuation process can be complex, mainly due to the unique characteristics of SMBs. This guide will provide an in-depth look at various valuation methods and factors, enabling business owners and investors to understand better how to determine a company’s value accurately.

1.2    Key Valuation Methods and Factors: An Overview

Before diving into the specific methods and factors that play a role in SMB valuation, it’s important to provide a general understanding of the key methods and factors. The most commonly used methods include the Net Asset Value Method, Capitalized Earnings Methods (Simple Capitalized Earnings and Discounted Cash Flow), Mean Value Methods, and Market Value Methods. Each method has its advantages and limitations, which we will explore in detail throughout this guide. Additionally, the role of company size, industry, business model, and owner’s profit will be examined, as they significantly impact the valuation process.

2       Valuation Methods in Brief

Before diving into the specifics of each valuation method, it’s crucial to have a basic understanding of the most popular approaches used in SMB valuation. These methods provide a framework for determining a company’s worth, considering various financial and operational aspects. Each approach has unique features and limitations, so selecting the method that best suits your business’s specific circumstances is essential. In this section, we will offer a concise overview of the following methods:

• Net Asset Value Method
• Capitalized Earnings Methods
• Simple Capitalized Earnings Method
• Discounted Cash Flow Method
• Mean Value Methods
• Market Value Methods
• Impact of Industry, Business Model and other considerations
• Companies with no or even negative value

In the subsequent sections of this guide, we will explore these methods in greater detail, discussing their applications, advantages, and limitations.

3       Net Asset Value Method

3.1    Definition and Application of the Net Asset Value Method

The Net Asset Value (NAV) method is a widely used valuation approach that calculates a company’s worth by subtracting its total liabilities from its total assets. In essence, the NAV method represents the net value of a company’s assets, assuming all debts are paid off. This method is particularly suitable for businesses with significant tangible assets, such as real estate, machinery, or equipment.

3.2    Advantages and Limitations of the Net Asset Value Method

Advantages:

• Simplicity: The NAV method is relatively straightforward to calculate, primarily involving the company’s balance sheet data.
• Tangible assets: This method is suitable for asset-heavy companies, where most of the company’s value is derived from its physical assets.

Limitations:

• Intangible assets: The NAV method often overlooks intangible assets, such as intellectual property, brand value, and customer relationships. This can lead to undervaluing companies with significant intangible assets.
• Future earnings potential: NAV does not consider the company’s future earnings potential or growth prospects, which are crucial factors for many investors.
• Limited applicability: This method is less suitable for companies in industries that rely heavily on intangible assets, such as technology or services businesses, as it does not adequately capture their value.
• Static view: The NAV method provides a static snapshot of a company’s value, which may not be the best representation of its worth in a constantly changing business environment.

In contrast, the EBITDA multiples method discussed later, considers both tangible and intangible assets and reflects a company’s future earnings potential. This makes it a more comprehensive and accurate approach to valuation, particularly for SMBs that often have significant growth prospects and intangible assets.

4       Capitalized Earnings Methods

4.1    The Simple Capitalized Earnings Method

The Simple Capitalized Earnings Method, also known as the Capitalization of Earnings Method, is an income-based valuation approach. It calculates a company’s value by dividing its annual earnings (usually normalized to account for fluctuations) by a capitalization rate, which represents the required rate of return for an investor. The capitalization rate typically considers factors such as industry risk, market conditions, and the company’s growth prospects.

4.2    Discounted Cash Flow Method

The Discounted Cash Flow (DCF) Method is another income-based valuation approach that projects a company’s future cash flows and discounts them back to their present value using a discount rate, which reflects the investor’s required rate of return. The DCF method considers the company’s future growth potential and provides a more dynamic view of its value.

4.3    Advantages and Limitations of Capitalized Earnings Methods

Advantages:

1. Income-based: Capitalized Earnings Methods focus on a company’s earnings potential, making them suitable for valuing businesses with solid revenue streams and growth prospects.
2. Consideration of risks: The capitalization rate and discount rate account for various risks, such as industry risk and market conditions, making these methods more comprehensive.

Limitations:

1. Dependence on assumptions: The Simple Capitalized Earnings Method and the DCF Method rely on assumptions, such as projected earnings or discount rates. The valuation may be inaccurate if these assumptions are incorrect or overly optimistic.
2. Complexity: The DCF method, in particular, can be complex and time-consuming to calculate, requiring extensive financial modeling and forecasting.

In comparison, the EBITDA multiples method offers a more streamlined approach to valuation, using a widely accepted metric that captures both the company’s earnings potential and operational efficiency. This makes the EBITDA multiples method a more practical and accurate choice for SMBs looking to determine their value in a dynamic market.

5       Mean Value Methods

5.1    Company Value (net) Formula

The Company Value (net) formula is a mean value method that combines the results of multiple valuation approaches to derive an average company value. The formula is as follows:

Company value (net) = x × capitalized value (net) + y × asset value (net) / (x + y)

In this formula, x and y are predetermined weights assigned to capitalized and asset values, respectively. Using a weighted average, the Company Value (net) formula aims to balance the strengths and weaknesses of different valuation methods to arrive at a more accurate and comprehensive valuation.

5.2    Swiss Method (also known as “practice method”)

The Swiss Method is another mean value method that specifically combines the capitalized value (net) and asset value (net) to determine a company’s value. The formula for the Swiss Method is:

Company value (net) = 2 × capitalized value (net) + asset value (net) / 3

The Swiss Method places more weight on the capitalized value (net), reflecting the belief that a company’s earnings potential is a more important determinant of its value than its net assets.

5.3    Advantages and Limitations of Mean Value Methods

Advantages:

Comprehensive approach: Mean Value Methods combine multiple valuation methods to provide a more balanced and comprehensive assessment of a company’s value.

Flexibility: By adjusting the weights assigned to different valuation methods, the formulas can be tailored better to suit the specific characteristics of a company or industry.

Limitations:

Subjectivity: Assigning weights to different valuation methods can be subjective, which may introduce bias into the final valuation.

Complexity: Mean Value Methods require calculating multiple valuation methods, increasing the complexity and time required to complete the valuation process.

While Mean Value Methods can offer a balanced approach to valuation, the EBITDA multiples method has several advantages that make it more suitable for SMB valuation. By focusing on a widely accepted and comprehensive financial metric, the EBITDA multiples method provides a straightforward and accurate approach that can better reflect the unique dynamics of SMBs in a constantly evolving market.

6       Market Value Methods

6.1    Introduction to Common Multiples

Market Value Methods utilize multiples to determine a company’s value based on various financial metrics. These methods compare a company’s financial performance to similar businesses within the same industry or market.

Common multiples used in valuations include:

1. Turnover multiple (very rare)
2. EBITDA multiple
3. EBIT multiple
4. Net profit multiple

These multiples are derived from historical data and industry benchmarks, providing a relative valuation that accounts for the market context.

6.2    Calculating Company Value Using Multiples

To calculate a company’s value using market multiples, you multiply the chosen financial metric by the relevant multiple. For example:

• Company value (gross) according to turnover multiple = Turnover × turnover multiple
• Company value (gross) according to EBITDA multiple = EBITDA × EBITDA multiple
• Company value (gross) according to EBIT multiple = EBIT × EBIT multiple
• Company value (net = equity capital) according to pure-profit multiple = Pure profit × net-profit multiple

6.3    Advantages and Limitations of Market Value Methods

Advantages:

1. Market context: Market Value Methods consider the industry and market dynamics, providing a more accurate valuation compared to other companies in the same sector.
2. Versatility: Multiple financial metrics can be used to calculate the company value, allowing for a more comprehensive business analysis.

Limitations:

1. Dependence on comparable data: Market Value Methods rely on the availability of comparable data from other companies within the same industry, which may be limited or difficult to obtain, especially for niche businesses or rapidly evolving industries.

The EBITDA multiples method is a Market Value Method that has proven particularly effective for SMB valuation. The EBITDA multiples method offers a practical and accurate approach to determining a company’s value within the broader market context by focusing on a comprehensive financial metric that accounts for both earnings potential and operational efficiency.

7       The Role of Company Size in Valuation

7.1    The Difference Between Smaller and Larger Companies in Valuation

Regarding company valuations, the size of the business can significantly impact the perceived value and the valuation multiples applied. Larger companies tend to have more stable revenue streams, significant market share, and extensive customer base. This stability and market presence can lead to higher valuation multiples than smaller businesses.

On the other hand, smaller companies often face more significant risks and uncertainties, which may result in lower valuation multiples. These risks can include fluctuations in revenue, a narrower customer base, and a higher dependency on specific clients or suppliers. Smaller companies may face challenges in scaling their operations or adapting to market changes, further affecting their valuation.

7.2    Challenges Faced by Smaller Companies in Finding Buyers or Succession

Smaller businesses, especially those in the SMB space, can face unique challenges in finding buyers or planning for succession. Some of these challenges include:

• Limited pool of potential buyers: Smaller businesses may have a smaller pool of potential buyers due to their niche markets, geographic location, or specific industry requirements.
• Difficulty in securing financing: Buyers of smaller businesses may need help in securing the necessary financing to complete the transaction, which can hinder the sales process.
• Owner dependence: Smaller companies are often highly dependent on their owners, making it difficult for potential buyers to envision a successful transition and maintain the same level of business performance after the sale.
• Succession planning: Many SMB owners do not have a clear succession plan, which can create uncertainty and complications during the sales process.

In light of these challenges, SMBs must carefully consider the most appropriate valuation method for their business, considering their unique circumstances and potential hurdles. In many cases, a rather fair valuation rather than an inflated valuation (for example created by a broker) might reach your exit target expectations faster. Even if they might be slightly lower.

8       The Real EBITDA Multipliers

8.1    Explaining EBITDA Multipliers and Their Role in SMB Valuation

EBITDA Multipliers represent different tiers of valuation multiples applied to small and medium-sized businesses (SMBs) based on their performance, size, growth potential, and other vital factors. These layers help investors and business owners understand the value of a company within the context of the broader market, as well as the potential returns and risks associated with an acquisition or investment.

The EBITDA Multipliers range from lower multiples for smaller, owner-operated businesses with less growth potential, to higher multiples for larger, professionally managed businesses with solid growth prospects, established market positions, and significant barriers to entry.

8.2    Key Factors That Affect EBITDA Multipliers

Several key factors can influence the EBITDA Multipliers of a business, including:

1. Business size: Smaller businesses with lower revenues and earnings may be assigned lower EBITDA valuation multiples than larger businesses with higher revenues and earnings.
2. Industry of the business: Different industries have unique growth prospects, market dynamics, and risk factors that can affect the valuation multiples applied to companies within that sector.
3. Growth potential: Companies with strong year-over-year growth and promising market opportunities may receive higher valuation multiples.
4. Management, operations, and owner dependency: Businesses with professional management, well-defined niches, and operational optimization may attract higher valuation multiples. High owner dependency may result in a lower valuation.
5. Barriers to entry and intellectual property: Companies with significant barriers to entry, such as proprietary technology or intellectual property ownership, may be valued at higher multiples.
6. Seller motivation: A motivated seller who is eager to sell their business may accept a lower valuation multiple, while an unmotivated seller may demand a higher multiple.

Understanding the real EBITDA Multipliers can help SMB owners and investors make informed decisions about business valuations, considering each company’s unique dynamics and characteristics. By selecting the EBITDA multiples method for valuation, businesses can better capture their actual value and potential within the market.

9       The Impact of Industry and Business Model on Valuation

9.1    The Influence of Industry on Company Valuations

The industry in which a company operates can significantly impact its valuation. Different industries have unique growth prospects, market dynamics, and risk factors that can affect the valuation multiples applied to companies within that sector. For example, in the SMB space, technology-based businesses may attract higher valuation multiples due to their potential for rapid growth. In comparison, traditional brick-and-mortar retail businesses may receive lower multiples due to market saturation and slower growth prospects.

9.2    The Role of Different Business Models in Valuation

The business model a company adopts can also play a crucial role in its valuation. Some examples include:

• Asset-light businesses: These companies require minimal investment in physical assets, often resulting in higher valuations due to lower capital requirements and higher scalability.
• Asset-heavy businesses: These companies rely on substantial investments in physical assets, such as manufacturing plants or equipment. This can lead to lower valuations because of higher capital requirements and potentially lower margins.
• Subscription-based businesses: Subscription models with predictable, recurring revenue streams can attract higher valuation multiples due to their stability and potential for customer retention.

9.3    Key KPIs and Their Importance

Key performance indicators (KPIs) play a crucial role in company valuations, providing insights into the business’s performance, efficiency, and growth potential. Some important KPIs to consider include gross margin, customer acquisition cost, and lifetime value.

9.4    Product vs. Service Businesses

Product-based businesses often require more significant upfront investments in inventory and production but can achieve economies of scale with higher sales volumes. Service-based businesses, on the other hand, may have lower upfront costs but require ongoing investments in personnel and training. The valuation of these businesses may be influenced by factors such as market demand, scalability, and competitive landscape.

9.5    Customer Lifetime Value (CLV)

Customer lifetime value (CLV) is an essential metric in company valuation. It measures the net profit a business can expect to generate from a customer over the entire duration of their relationship. A higher CLV can lead to a higher company valuation, suggesting a greater potential for long-term revenue generation.

9.6    Customer Acquisition Cost

Customer acquisition cost (CAC) is a critical metric for determining the efficiency of a company’s sales and marketing efforts. A lower CAC indicates that the company can acquire new customers more cost-effectively, contributing positively to its valuation. Conversely, a high CAC may negatively impact the company’s valuation due to increased expenses and potentially lower profitability.

9.7    Recurring Revenues

Recurring revenues, such as those generated by subscription-based businesses, can positively impact a company’s valuation due to their predictability and stability. A business with a high percentage of recurring revenues will likely be valued more highly than one with more volatile income streams.

By understanding the impact of industry and business model on company valuations, SMB owners and investors can make more informed decisions and better assess the true value of a business within its specific market context.

10   The Importance of Owners’ Profit

10.1   Definition and Role of Owners’ Profit in SMB Valuation

Owners’ profit refers to the income available to the business owner for investing in future growth, paying out as a salary, bonus, or dividend. In small and medium-sized businesses (SMBs), owners’ profit plays a crucial role in determining the company’s value. This metric provides insight into the financial health and performance of the business, considering the unique dynamics of an owner-managed company.

10.2   Calculating Owners’ Profit on the EBITDA Level

To calculate owners’ profit on the EBITDA level, start with the EBITDA (earnings before interest, taxes, depreciation, and amortization) figure from the company’s financial statements. EBITDA is a widely used metric to assess a company’s performance, as it is not influenced by financing structure or investment cycles.

Next, add back the gross salary of the owner, including social security contributions, and make any necessary adjustments for other items affecting the owners’ profit, such as non-recurring income or expenses. The resulting figure represents the owners’ profit on the EBITDA level, which can be used to establish the company’s value.

10.3   The Relevance of Owners’ Profit in Small and Medium-Sized Companies

In the context of SMBs, owners’ profit is significant for company valuation for several reasons:

• Owner involvement: SMBs are often closely tied to their owners, who may play a significant role in the company’s operations and strategic decisions. Owners’ profit is a proxy for the financial performance and value of the business under the current owner’s management.
• Personal expenses: SMB owners may have their companies cover some of their personal expenses. Adjusting for these items in the calculation of owners’ profit provides a more accurate reflection of the business’s true financial performance.
• Comparison with industry peers: When calculated consistently across companies, owners’ profit allows for more accurate comparisons between businesses in the same industry and market segment.

By considering owners’ profit in the valuation process, SMB owners and investors can better understand the business’s actual value and make more informed decisions about potential acquisitions or investments.

11   Other Considerations in SMB Valuation: Financial vs. Strategic Buyers and the Role of Debt

11.1   Financial Buyers vs. Strategic Buyers

When selling a business, it’s essential to understand the difference between financial and strategic buyers, as this can impact the company’s valuation.

• Financial buyers: These buyers are typically private equity firms or individual investors primarily interested in the financial return on their investment. They may seek to improve the company’s performance through cost reduction, operational efficiency, or other measures to increase profitability and ultimately sell the business for a higher price.
• Strategic buyers: These are usually other companies that see synergies or strategic advantages in acquiring the target business. They may be interested in the company’s customer base, technology, intellectual property, or other assets that can enhance their existing operations or help them enter new markets.

11.2   Impact on Valuations

The type of buyer can significantly influence the valuation of a business. Strategic buyers may be willing to pay a premium for a company that offers synergies, competitive advantages, or other strategic benefits, leading to higher valuations. In contrast, financial buyers typically focus on the potential return on investment. They may be more conservative in their valuations, seeking opportunities for value creation through operational improvements or other measures.

11.3   The Role of Debt in Valuations

Debt can play a crucial role in company valuations. Businesses with higher debt levels may be viewed as riskier investments, which can negatively impact their valuation. Conversely, companies with low debt levels and strong cash flows may be valued more highly, as they have more financial flexibility to invest in growth opportunities or weather economic downturns.

When assessing a company’s valuation, it’s essential to consider its debt structure and overall financial health. This can provide valuable insights into the company’s ability to manage its obligations, invest in growth opportunities, and ultimately generate value for the owner or potential acquirer.

By considering these additional factors in SMB valuations, business owners and investors can gain a more comprehensive understanding of the business’s true value and the potential risks and opportunities associated with a sale or acquisition.

12   Understanding Companies with Zero or Negative Value and Turnaround Opportunities

Yes, In some cases, a company may have no or even negative value due to various factors such as financial challenges, legal issues, or an inability to generate future income.

Some situations that could lead to a company having no value include:

• More liabilities than assets
• No prospects for generating future income and liquidity issues in general, not being able to fund the needed working capital from revenues and profits
• Liquidation costs exceeding the value of the company’s assets
• Legal or reputational issues affecting the company’s viability

Although companies with zero or negative value may be poor investment prospects, some investors and firms, like ours, see potential in turnaround opportunities. Our firm carefully analyzes these opportunities, considering the potential for growth and the ability to manage risks associated with the distressed company.

When exploring turnaround opportunities, we employ a strategic approach that includes:

• Comprehensive due diligence: Rigorously examining the company’s financials, legal issues, industry position, and potential for future growth.
• Risk management: Identifying potential risks and implementing measures to minimize or mitigate these risks during the turnaround process.
• Strategic planning: Developing a tailored plan for restructuring the company, focusing on its strengths and areas of opportunity for growth.
• Resource allocation: Ensuring the company has the right resources, including capital, management expertise, and operational support, to execute the turnaround plan effectively.

By taking this cautious and strategic approach, our firm can unlock the potential of companies with zero or negative value, turning them into successful, thriving businesses and secure both the employees and customers of this business.

13   The Rationale Behind Our Company’s Focus

At our company, we understand that each business is unique and requires a tailored valuation approach. To ensure accurate and insightful valuations, we focus on four key factors: EBITDA multiples, industry, business model, and company size.

13.1   EBITDA Multiples

EBITDA multiples are widely regarded as one of the most reliable valuation methods. By using EBITDA multiples, we can accurately assess a company’s performance without being influenced by financing structure, investment cycles, or differences in accounting practices. This allows us to generate consistent and comparable valuations for SMBs in various industries and stages of growth.

13.2   Industry

We recognize that each industry has its dynamics, growth prospects, and competitive landscape, which can significantly impact company valuations. By considering the industry, we can tailor our valuation approach to the specific characteristics of each sector, allowing for a more nuanced understanding of the company’s position within its market and the opportunities and challenges it faces.

13.3   Business Model

A company’s business model plays a vital role in determining its valuation. Factors such as asset-light or asset-heavy operations, subscription-based revenue, and customer lifetime value can significantly impact a business’s value. By analyzing each company’s unique business model, we can better understand the underlying drivers of value and provide a more accurate valuation that reflects the business’s true potential.

13.4   Size of the Company

Company size can also have a significant impact on valuation. Smaller businesses may need help finding buyers or securing succession, which can affect their valuations. Considering the company’s size, we can better understand the unique dynamics of SMB valuations and adjust our approach accordingly.

13.4.1               Entrepreneurial Investors with Long-Term Focus

As a financial buyer, we identify ourselves as entrepreneurial investors. This means that we invest capital into the companies we acquire and bring our entrepreneurial spirit, expertise, and experience to help drive growth and success. We see ourselves as long-term investors, committed to providing more scale and a better customer experience across omnichannel platforms by implementing the needed digital transformation.

In conclusion, our company’s primary focus on EBITDA multiples, industry, business model, and company size, combined with our entrepreneurial approach and long-term investment horizon, allows us to provide accurate, insightful, and tailored valuations for SMBs. By considering these key factors, we can better serve our clients and help them make more informed decisions about the value of their businesses and potential acquisitions or investments.

14   Conclusion

Throughout this guide, we have explored the different methods and factors that play a critical role in determining the value of small and medium-sized businesses. By understanding the intricacies of various valuation methods, industry influences, company size, and the importance of the business model, you can make more informed decisions when it comes to assessing a company’s worth.

We have also discussed the unique situations where a company may have no value or even negative value, and how our firm recognizes the potential in carefully selected turnaround opportunities. We aim to transform distressed companies into successful, thriving businesses by leveraging our expertise and adopting a strategic approach.

Whether you are an entrepreneur seeking to value your business, an investor searching for promising opportunities, or a business owner considering a merger or acquisition, having a comprehensive understanding of SMB valuation will help you make informed decisions that can lead to long-term success. Remember that the valuation process is as much an art as a science, and a deep understanding of the various factors and considerations will allow you to unlock the actual value of any business

In a world where valuations can make or break deals, having a clear and accurate understanding of a company’s worth is invaluable.

Lukas Hertig

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Introduction

Succession planning for SMBs (small and medium-sized enterprises) is a crucial step for the continued existence of a company. It is important to find a suitable successor at an early stage and to plan the handover process carefully. In this article, you will learn more about the various aspects of succession planning for SMBs, including advice, strategies for successful business transfers and the special role of family businesses.

 

Steps for SMB succession planning

Successful SMB succession planning often begins years before the actual handover date. Planning should consider both organizational and financial aspects to ensure a smooth handover and continuity in business operations. Here are some steps to consider in succession planning for your SMB:

1. Analyze the company’s situation: before you start the succession planning process, you should evaluate the current situation of your company. This includes an analysis of the financial situation, employee structure and market position.
2. Determine succession criteria: Create a list of criteria that the future successor should meet. These criteria can include professional qualifications as well as personal characteristics that are necessary for the successful management of your company.
3. Identify potential successors: once you have established the criteria, start searching for potential successors. This can be done both inside and outside the company. Don’t forget to consider family-internal solutions as well.

 

Implementing business succession in SMBs

Company succession in SMBs is about more than just transferring management. A successful succession plan also includes the transfer of knowledge, experience and corporate culture. Here are some tips on how to successfully manage company succession:

1. Communication: open and transparent communication about the upcoming succession plan is crucial. Inform all relevant employees and business partners about the upcoming change early on and make sure that everyone involved understands the process and the reasons behind it.
2. Transition phase: A transition phase in which the previous owner still remains in the company can be helpful in making the handover process run smoothly. During this time, the successor can grow into his or her role and benefit from the experience of the predecessor.
3. Training and continuing education: Invest in training your successor to ensure they have the necessary skills to successfully lead the business. This can be done through internal training, external training or even by completing a mentoring program.

 

Use of SMB succession consulting

The process of succession planning in SMBs can be complex and challenging. That’s why it can make sense to seek professional advice. SMB succession consultants can help you with the following tasks:

1. Strategy development: a consultant will help you develop a succession strategy tailored to the individual needs and requirements of your business.
2. Successor evaluation and selection: A consultant can help you objectively evaluate potential successors and make the best possible decision for your business.
3. Accompaniment during the handover process: An experienced consultant can accompany the handover process and ensure that all necessary steps are taken and that the process runs smoothly.
4. Beware of advisors: often so-called advisors for succession are simply brokers. Unfortunately, many of them set unrealistic expectations of what a business is worth. Often based on the fact that brokers are interested solely in their own fees and commissions. These usually not only accrue in advance, but often have a minimal amount. As a result, many SMBs become disillusioned with brokers and only about 10% of companies are sold through brokers at all. It is therefore worthwhile to analyze carefully with advisors how the fine print is worded in the contracts.

 

Succession in family businesses – a special case

Succession planning in family businesses can be particularly challenging, as emotional factors and family ties play a greater role here. Nevertheless, it is important to carry out structured and professional succession planning in family businesses as well. Here are some tips for succession in family businesses:

1. Separate family and business: Try to leave emotional ties to the family out of succession planning as much as possible. Instead, focus on the needs and requirements of the business.
2. Involve the family: Communicate openly and transparently with all family members about the planned succession and ensure that everyone has the opportunity to voice their opinions and concerns.
3. Arrangements for emergencies: In family businesses, it can make sense to make arrangements in the event that the planned successor suddenly drops out. This can be achieved, for example, by naming a deputy successor or creating an emergency plan.

 

Requirements for an SMB successor

The ideal SMB successor is not only professionally qualified, but also brings personal characteristics that are necessary for the successful management of a company. These qualities include:

1. Leadership skills: a successful successor should be able to motivate and guide employees while communicating the company’s goals and values.
2. Willingness to innovate: A successor should be open to change and willing to implement new ideas and approaches in the company.
3. Conflict management: Conflicts are inevitable in companies. A good successor should be able to resolve conflicts constructively while keeping the company’s best interests in mind.
4. Digitization: Since many SMBs today are often still slightly behind in the digital area, it would be worthwhile if successors brought competence in the area of digitization to ensure long-term stability with modern processes.

 

Conclusion

Succession planning in SMBs is a decisive factor for the long-term success of a company. Well-planned and thought-out succession planning ensures that the handover process runs smoothly and the continuity of business operations is guaranteed. Both professional competencies and personal characteristics of the successor play an important role.

It is important to start planning the succession at an early stage, taking into account all relevant aspects – from the business analysis to the selection of a suitable successor. Professional SMB succession consulting can help you to make the right decisions and to optimize the handover process.

In family businesses, succession planning is of particular importance, as emotional factors and family ties play a greater role. Here, too, open communication and the separation of family and business can ensure successful succession planning.

Ultimately, succession planning is a continuous process that should be tailored to the individual needs and requirements of the respective SMB. With a structured approach and a long-term perspective, you can ensure that your company remains successful in the future and makes a smooth transition to the next generation.

In Switzerland, there are two ways to acquire a company: through an asset deal or a share deal. Both options have their advantages and disadvantages, which should be carefully considered before making a decision. In this article, we will discuss the differences between the two options and their respective pros and cons.

Asset Deal

In an asset deal, the buyer acquires specific assets and liabilities of the target company, rather than the company itself. This means that the buyer can choose which assets and liabilities they want to acquire, rather than taking on the entire company. The seller is then left with the remaining assets and liabilities, which can be transferred to a new company or liquidated.

Pros:

1. Reduced liability: By only acquiring specific assets and liabilities, the buyer can reduce their potential liability. This is particularly important if the target company has significant debts or liabilities.
2. Tax advantages: Depending on the assets being acquired, there may be tax advantages to an asset deal. For example, if the buyer is acquiring specific assets rather than the entire company, they may be able to claim tax deductions on those assets.
3. Flexibility: An asset deal provides more flexibility for the buyer to restructure the target company. They can choose which assets and liabilities they want to acquire, and can then reorganize the company as they see fit.

Cons:

1. Increased transaction costs: An asset deal can be more complex and time-consuming than a share deal. This is because the buyer must identify and acquire specific assets, which can involve negotiating with multiple parties.
2. Transfer of contracts: In an asset deal, contracts with third parties must be transferred to the buyer. This can be a complex and time-consuming process, particularly if there are multiple contracts with different parties.
3. Potential disputes: If the seller is left with assets and liabilities that are not desirable, they may dispute the terms of the transaction. This can lead to additional costs and delays.

Share Deal

In a share deal, the buyer acquires all of the shares of the target company. This means that the buyer is acquiring the entire company, including all assets and liabilities.

Pros:

1. Simplicity: A share deal is generally simpler and quicker than an asset deal. This is because the buyer is acquiring the entire company, rather than specific assets and liabilities.
2. Transfer of contracts: In a share deal, contracts with third parties remain with the company. This means that there is no need to transfer contracts to the buyer.
3. Synergies: A share deal can create synergies between the buyer and the target company. This is because the buyer is acquiring the entire company, including its employees and culture.

Cons:

1. Increased liability: By acquiring the entire company, the buyer is taking on all of the liabilities of the target company. This can be a significant risk if the target company has significant debts or liabilities.
2. Reduced flexibility: A share deal provides less flexibility for the buyer to restructure the target company. They must work with the existing assets and liabilities of the company, rather than choosing which assets and liabilities they want to acquire.
3. Tax implications: Depending on the structure of the deal, there may be tax implications to a share deal. For example, if the buyer is acquiring a company with significant assets, they may be subject to higher taxes.

Conclusion

In conclusion, both asset deals and share deals have their advantages and disadvantages. An asset deal provides more flexibility and reduced liability, but can be more complex and time-consuming. A share deal is generally simpler and quicker, but comes with increased liability and reduced flexibility. Ultimately, the decision between an asset deal and a share deal will depend on the specific circumstances of the transaction. It is important to carefully consider the pros and cons of each option before making a decision. Consulting with a legal professional with experience in Swiss corporate law can also be helpful in navigating the complexities of the transaction.

It is also important to note that the type of deal may impact the rights and obligations of the parties involved, such as the transfer of employees or licenses. It is important to ensure that all relevant legal and regulatory requirements are met in the transaction.

In addition, the valuation of the company is also an important consideration when choosing between an asset deal and a share deal. In an asset deal, the valuation is typically based on the value of the assets being acquired, while in a share deal, the valuation is based on the value of the entire company. This can impact the price and terms of the transaction, as well as the tax implications.

In summary, choosing between an asset deal and a share deal requires careful consideration of the specific circumstances of the transaction, including the potential liabilities and tax implications. It is important to seek the advice of legal and financial professionals to ensure that the transaction is structured in a way that meets the needs of all parties involved.