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TECHNOLOGY REPORT










































           Making a planned exit






                                            usiness owners looking for an exit have a num-  years in advance, bringing trusted staff into management as
                                            ber of possible options including the traditional   a form of succession planning. To her mind, the popularity
                                            routes to market, which often involve working   of MBOs comes from owners who “see a management buy-
                                            with corporate finance advisers or approaching   out as the conclusion of a long-term strategy to grow and
                                            competitors or colleagues in the industry. But   push the business forward whilst keeping it within the
                                    B there may be no successor within the family, or   hands of those that know it best.” And the example of
                                    the owners may not wish to hand their business, built up   Glossop Cartons illustrates this well (see case study boxout
           Every privately held     over years, over to the tender mercies of private equity.  on page 31). It’s the reason why Chaney says that “owners
           business will one          One solution, in this situation, is to sell the business via a   … want to make sure the business is passed to the right peo -
           day change hands.        management buyout (MBO). And as Printweek has high-  ple who have its best interest at heart, rather than a third
                                    lighted on a number of occasions, most recently with the
                                                                                party whose intentions are much more difficult to predict.”
           Whether through          May buyout at Nottinghamshire direct mail and digital   She adds, however, that “MBOs are also an option for
           retirement, family       printing business Eight Days a Week Print Solutions, MBOs   larger businesses led by a strong management team who
                                                                                have the skills, experience and the vision to take the com-
                                    are nothing to be frightened of.
           circumstance or                                                      pany forward without the continued involvement of the
           death, ownership         Defining an MBO                             current owners.”
           will move on.            Paul Taylor, a partner at Fox Williams, outlines that at its   Why an MBO?
                                    simplest, “a management buyout is the acquisition of a busi-
                                    ness, in whole or part, by its management team”. It usually   It’s perfectly logical that any route to sale is often linked to
           Words by                 involves the provision of debt and/or equity funding by a   the owner’s reason for selling and the structure of the busi-
                                    bank and/or private equity investor.
                                                                                ness itself.
           Making a planned exit      MBOs tend to involve a share acquisition where the man-  That said, Taylor reckons that there is no correct route to
                                    agement buys the entire issued share capital from the cur-  exit, and the format very much depends on a number of
                                    rent shareholders.                          variables. He says: “The current state of the business; the
                                      “Sometimes,” as Taylor explains, “a new management   appetite and resources of the management team; the attrac -
                                    team will be brought in – an MBI – or other times it can be   tiveness of the opportunity to debt and equity providers;
                                    a mixture of existing and new management, hence the   and tax structuring advice to name but some of the ele-
                                    uniquely named BIMBO.”                      ments.”
                                      But owner exits don’t always happen on the fly. In fact,   It’s also an option to use an MBO where potential trade
                                    Samantha Chaney, a partner in the corporate team at law   buyers are limited in number or the seller is nervous about
                                    firm VWV, has seen owner managers plan an MBO many   approaching competitors and disclosing sensitive informa-

           26 PrintWeek MENA October 2021                                                             www.printweekmena.com
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