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M & A Masterclass: The 10 Key Elements Required When Selling Your Agency to an Internal Team

Today, we discuss the essential elements of a plan agency owners can use to transfer a business to insiders that keep the owner in control until he or she is paid the sale price. If you suspect that the children, key employees, or co-owners you would pick to succeed you do not have the funds to cash you out, consider the following 10 elements that make insider transfers successful. Element 1: Time A transfer to insiders takes time: time to plan, time to implement, and time for successors to pay the departing owner. Typically, the more time agency owners take to transfer the company, the less risk they incur and more money they receive from the new owners. Thus, the first question an owner must answer is, “Am I willing to take time (typically three to eight years) to execute and complete an insider transfer (while maintaining control)?” If the answer is no, then it is probably best to consider other Exit Paths. Element 2: Defined Owner Objectives If owners are willing to devote the time necessary to transfer the business to insiders, they also must define and/or quantify their objectives. These may include the following.

  • Financial security and independence.
  • Departure/retirement by a chosen date.
  • Keeping family legacy or company culture intact.
  • Rewarding key employees.
  • Taking the business to the next level on someone else’s dime.
In a well-designed transfer plan, these objectives are met before control is transferred. Element 3: Cash Flow Healthy cash flow is critical to any sale. No buyer, whether outside third party or insider, wants to buy a company with anemic cash flow. However, in a transfer to insiders, cash flow assumes gargantuan importance, because initially, it is the major, if not sole, source of an owner’s sale proceeds. Element 4: Growth in Business Value Like healthy cash flow, buyers look and pay top dollar for companies that have the potential to grow in value. In transfers to insiders, ownership transfers generally occur only if cash flow continues to grow. Thus, it is vitally important that owners contemplating an insider transfer install and cultivate Value Drivers before and during their exit transition. (For a quick refresher on Value Drivers, please contact us for one of our Value Drivers white papers.) Element 5: Capable Management That Desires Ownership Having a motivated management team capable of replacing the owner is hugely valuable to any buyer, especially when that buyer is an insider. The management team that succeeds the owner must desire ownership and be willing to sign personally for any acquisition financing or ongoing company debt. Owners often assume that their management teams want to own their companies, but sometimes, management teams balk when they realize that they have to pay for ownership. Thus, assuring that the management team not only desires ownership but is willing Element 6: Minimize Taxes Most owners don’t want to pay any more taxes than they are legally required to pay. Owners who are contemplating insider transfers must take special care to minimize taxes. In an insider transfer, it is imperative that owners and their advisors structure the sale of their businesses to minimize taxes on the company’s cash flow (pre-tax income), because without planning, cash flow is taxed twice: (a) once when the insider receives it (as the new owner) and then pays taxes before paying the owner to purchase the company and (b) when the owner pays taxes on the proceeds received. One goal of tax planning is to subject the company’s cash flow to taxation only once. Accomplishing this feat takes considerable planning, but it’s worth the time and effort to save a third or more of the company’s cash flow from this type of double taxation. One-time taxation means owners receive more money more quickly and thereby reduces the risk that the exiting owner will not be paid in full. Element 7: Regulate an Incremental Transfer of Ownership One of the most important advantages of a well-designed insider transfer plan is that it gives the owner the ability to regulate how ownership is transferred, when it is transferred, and how much ownership is transferred. If company performance falters, employees stumble, or the owner chooses instead to sell to a third party, a well-designed insider transfer Exit Plan keeps the owner in the driver’s seat. Element 8: Increasing Control Means Decreasing Risk While business owners take risks every day, they don’t relish risking their own and their families’ future financial security. Therefore, we use strategies to keep voting and operational control in the hands of the owner. This shifts operational business risk from the exiting owner to the incoming owners so that exiting owners stay in control of their companies until they receive the entire sale price. (If you’d like to talk about the many ways we accomplish this for our clients, give us a call.) Element 9: Written Road Map With Deadlines To succeed, we believe that owners must put their transfer plans in a written document and communicate it clearly and regularly to the eventual owners. If the plan is not in writing, it simply is not credible, and neither the owner nor his or her employees will take it seriously. More importantly, the written plan is the playbook for owners’ exits. Owners will use their written plans to coordinate their actions with those of their advisors, thus reducing delays and costs. The plan should include a timeline and provide accountability (i.e., who will do what, when) for all participants, including the owner. Without incremental, staged checkpoints, it’s nearly impossible for owners to exit on their terms. You’ll never finish a marathon if you don’t have mile-by-mile goals to meet. Element 10: Owner Education Owners need to understand the ins and outs of insider transfers because, unlike sales to third parties, they will control their businesses and the Exit Process until they’ve been paid in full. That education begins as you read this newsletter. We would love to teach you more about the ins and outs of insider transfers, and share our experience and proven success in addressing these elements with you. Please contact us today to begin addressing the elements of an insider sale or to learn about which strategies we can help you implement to assure that you exit your business on your terms. Contact Alex at 310 936 3774 for an initial consultation

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Agency sales, Agency valuations, Mergers & Acquisition

Is Your Agency Sale Ready?

If you think that planning for the biggest financial event of your life is a good idea and prefer an approach other than “wait and see,” what can you do to make sure your agency is ready to sell when you decide the time is right? Step One: Define your Exit Objectives:

  • How much cash you need to fund a financially secure post-exit life.
  • When you want to leave.
  • Which kind of buyer you prefer (third party or insider).
Step Two: Convert your impression of what your company is worth into an objective valuation. Step Three: Build needed value into your company by making yourself an Inconsequential Owner. Step Four: Sale to a third party. Generally, agency owners are attracted to a third-party sale (rather than a sale to insiders, such as family members, co-owners, or employees) for one or more of the following reasons: When the market is favorable and strategic buyers are active in the marketplace, a sale to a third party can yield more cash. A sale to a third party usually is less risky than one to insiders. Sellers get their money more quickly than in a transfer to insiders. Insiders (children, co-owners, and employees) don’t have what it takes (usually cash and sometimes desire) to buy the company. If these statements apply to your situation, your next step is to ask the following: Am I personally and financially ready to exit? Is my business fully prepared for my exit? Is the mergers and acquisitions (M&A) marketplace favorable for sellers? To optimize the likelihood of a successful sale, owners should embark upon the sale process only if they can answer each of these questions with a confident “Yes!” Agency owners should seek answers and resolutions the moment doubts about whether to exit occur. They should not wait until they are burned-out, the M&A market declines, or an unexpected event forces their hand. Owners should begin their own process today to assure that they take their businesses to market only when they, the business, and the market are ready. They should seek out the advice of experts and read more about the entire sale-preparation process. Owners should start to assemble their Deal Team by interviewing prospective advisors. Depending on the size of the company, the transaction intermediary may be an investment banker or a business broker. Owners will need to find an attorney skilled in transaction work, but if the owner’s current CPA is skilled in tax-minimization techniques, he or she may be able to work on the Deal Team. Remember, while these advisors will cost money, they should make money as well. Asking them all how they plan to do that is critical. Using the expertise of the Deal Team can help owners create a plan that does the following: Minimizes the tax consequences of the deal. Accounts for an owner’s willingness to remain active in the company once the deal closes. Determines whether the transaction will best be conducted as a controlled auction or negotiation. Specifies which kind of payment owners will accept. Includes a strategy that allows owners to focus on their companies’ profitability while the transaction occurs. The Deal Team should also help avoid the all-too-common traps that await selling owners, including not minding the store, information leaks, prematurely rushing to market, and running off with the first buyer. John Brown, the CEO of BEI (our Exit Planning resource partner), gives owners an important piece of advice: “Whether your company is small or large, selling it to a third party is the biggest challenge—and opportunity— of your business life. I urge you to grab hold of this opportunity. Refuse the role of bystander or bit player. Instead take center stage as an active and full participant in the sale process and you will add value and minimize uncertainty and risk.” We'd like to add our experience and knowledge to your Deal Team, and we can help you screen candidates for other seats at the Deal Team table. If you would like more information to help you determine whether your business is a candidate for a third-party sale or your next steps in the third-party sale process, please contact us today. alex@prospergroup.net david#prospergroup.net

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Agency Development, Company sale, Company valuation, Exit planning, Mergers & Acquisition

Exit Planning For Agency Owners – Start With A Proper Valuation

Exit planning is something that many agency owners that we meet put off until it is absolutely necessary. In some cases they put it off so long that there are in risk of losing some of the value that they built up in their business. Excuses to avoid Exit Planning include the following:

  • The business isn’t worth enough to meet my financial needs. When it is, I’ll think about leaving.
  • I will be required to work for a new owner for years.
  • I don’t need to plan. When the business is ready, a buyer will find me.
  • This business is my life! I can’t imagine my life without it!
Assuming we are successful in persuading you that Exit Planning not only helps your business while you are in it but also is the best way to leave the company to the successor you choose, on the date you choose, and for the amount of cash you want, you might ask, “How do I, as the agency owner, jump into Exit Planning?” Let us suggest that one of the best places to jump in is to take some measurements. First, owners should retain a valuation expert to perform an estimate of the company’s value to find out what it is actually worth. (If you plan to sell to a family member, co-owner, or employee, retain a certified business appraiser. If you foresee a sale to a third party, ask a business broker or investment banker for a “sale-price estimate.”) The transaction advisor an owner chooses (an investment banker if the company’s likely value is at least $5 million and a business broker for smaller businesses) should be able to give the owner a range of value for the business in today’s mergers and acquisitions (M&A) marketplace. Regardless of the state of the M&A market, though best guesses and educated opinions are nice, they are weak foundations for Exit Planning. Second, owners should sit down with their financial advisors to figure out how much cash they will need to meet their financial goals. Tapping into the expertise of a financial advisor to help objectively analyze an owner’s future needs and make realistic, risk-sensitive assumptions about investment rates of return is paramount. To illustrate how assumptions, rather than objective measurements, can lead owners astray, let’s look at Sam Reed, a hypothetical agency owner who went into a transaction armed only with assumptions. When Sam Reed began thinking about selling his business, he started paying close attention to what competitors were getting for their companies. He applied his industry’s rule of thumb to his agency, compared his agency to others, and figured that his agency was worth about $20 million. He calculated that he’d take home about 75% of that after taxes. Since he needed $6 million to pay off business debt, he thought he could cash out for $9 million. Sam hadn’t put a lot of thought into what income he’d need for a comfortable post-exit life, but figured that at his age (50), $9 million, yielding 8% per year ($700,000+ annually), would be an adequate replacement for the $850,000 salary and distributions he currently took from the business. With the stars seemingly aligned, Sam put his agency on the market. Unfortunately, Sam’s telescope was out of focus: His idea of business value was unrealistically high, given the flatness of his company’s cash flow and the state of the M&A market. The best offer on the table was $14 million, of which $11 million was in cash, leaving him with about $2 million net at closing (after taxes and debt payoff), and another $3 million in future payments. When Sam learned from his financial advisor that the realistic return on the net proceeds ($2–5 million depending on whether he actually received the $3 million in future payments) was 4–5%, he had no alternative but to back out of the sale process. Sam made two critical mistakes: He miscalculated the proceeds he’d receive at closing and unrealistically overestimated the rate of future investment return. He would have saved time, effort, and money if he had (1) gotten a sale-price estimate that allowed him to realistically estimate how much he would net from the sale and (2) forecasted a realistic, risk-sensitive rate of investment return (as part of a financial needs analysis). With these two pieces of information in hand, Sam could have made a more informed decision. Many agency owners don’t have the luxury of time. We suggest that you at least stick your toe in the Exit Planning pool by obtaining these two simple measurements. Test your assumptions: You may be surprised by the results. Call us so we can help you get started on a plan that can make your company more valuable today and help you achieve the future exit you desire.

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How Do You Create An Agency Full Of New Business Rainmakers?

The biggest constraint to agency growth is the number of senior leaders that can qualify, develop and win a new business lead. Too often we see that the owner or CEO is critical to every pitch – limiting revenue potential and stifling team members from stepping up. Some agencies have no defined sales methodology or consistency for approaching new business. While others keep trying the same old way of putting together presentations and are surprised that they’re not translating to wins. So, what does it take to create a winning agency sales culture? We’ve created a business development and pitch coaching offering to help with one or all of the following: Create a sales culture by transforming participating and leading new business efforts from a chore, to an exciting career development opportunity Help agencies understand and design new business best practices for consistency of results from leader-to- leader and pitch-to-pitch Enhance the skill level of individual second tier leaders Differentiate the agency through creative packaging of proposals and prospect engagement Position the agency for greater growth by removing all of that burden from the owner’s shoulders Prosper Group’s highly effective business development training program is tailored to the unique dynamics of each our marketing communications agency clients – empowering the broader agency team and energizing the whole process and approach to new biz. Learn More About Prosper Group’s Services Our comprehensive approach includes analysis and training in the following areas: What should occur before receipt of an RFP? Qualification of leads Staffing and resources for the proposal Best practices for development of insights Development of the story and related deck Rehearsal and pitch prep Presentation training Pre-and-post pitch salesmanship The course is led by senior industry figure Rum Ekhtiar who has held senior development roles in international networks such as MSL, Porter Novelli and Ruder Finn. His proven methodology has translated into multimillion dollar assignments and has transformed teams into highly effective new business leaders.

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How Can Agency Owners Build up The Value Of The Business Before They Sell It?

In all likelihood, you are absolutely critical to the success of your agency. Without you, there is no business. We want to fix that. With a little luck and a lot of hard work, we can help you become an Inconsequential Agency Owner. At some level, all owners understand that they will someday leave the businesses they have created. Let’s assume for a moment that you leave your agency permanently tomorrow. If you are an Inconsequential Owner, your exit will have no impact on the business, and that’s good for business value. Buyers pay for business value, not for the departing owner. If you constitute a significant part of your company’s value (i.e., you are a Consequential Owner) and you have left the scene, there likely will be few buyers interested in your company, and those who are interested likely will pay significantly less than they would had you been an Inconsequential Owner. Exit Planning is a process you can use to transform yourself into an Inconsequential Owner for your sake, your family’s sake, and your company’s sake. While perhaps not the most flattering label, becoming an Inconsequential Owner not only increases your business’ value but also probably aligns with what your friends and children have been calling you for years! All Exit Plans should answer this question: “What has to happen in my business by the time I leave it to (1) enable me (and my family) to achieve financial security and (2) allow me to move forward with the rest of my life, confident that I have been a good steward of the business?” The details that constitute “what has to happen” are discussed in myriad newsletters, books, and white papers that we can share with you. For most agency owners, one of the first and most important things that “has to happen” after figuring out where they are (i.e., current business value) and where they want to go (i.e., Exit Objectives) is to create and sustain business value. When we talk about value in the context of Exit Planning (Step Three of The Seven Step Exit Planning Process™), we divide the discussion into three areas: building value, protecting value, and minimizing income taxes. The following is a summary of each area. Building Value When considering building value, we first will ask, “What do you, as the owner, need to do to create a successful agency that can operate without you?” Topics include developing a sector focus, creating a top management team, and adopting a proper financial focus and corresponding policies. Second, we ask, “Which characteristics will buyers pay handsomely for?” We call these characteristics Value Drivers, and they include (but aren’t limited to) the following: A stable and motivated management team. Operating systems that improve cash flow sustainability. Understanding and nurturing the agency’s positioning and competitive advantage. A solid new business strategy which is building a diversified customer base. A realistic growth strategy. Effective financial controls. Good and improving cash flow. Protecting Value Protecting value relates to both internal and external threats. Instead of handling these threats as they occur, owners must identify threats and know how to avoid them before they happen. Some examples include protecting propriety information and trade secrets; preventing employees from doing harm to the business when they leave by taking customers, employees, and business relationships; and anticipating and evaluating outside threats to owners’ companies. Minimizing Income Taxes The lifeblood of every agency—and therefore the best indicator of value—is cash flow. Our discussion includes how to preserve cash flow and value from income taxation (legally, of course). Income taxes collected on the sale of a business interest can range from 0 to over 50%. Of course, each tax-efficient design and the tools used to implement those designs usually have disadvantages along with their advantages. However, to date, we have not identified any upside to paying more than necessary to your silent partner, Uncle Sam. As you read articles about The Seven Step Exit Planning Process, we hope you begin to appreciate that while planning and preparing yourself and your business for your ultimate exit may seem to be a daunting task, it does not need to be. Indeed, if you approach the task systematically, you will use only small chunks of time and effort for a potentially enormous payoff. About Prosper Group Prosper Group was founded in September 2014 to bring the expertise of former agency owners and leaders of global agencies to independent agency owners looking for support in charting a course for their future. Prosper Group serves as performance improvement, succession planning and M&A transaction advisors to owners of marketing communications agencies. Prosper Group has offices in New York, Los Angeles, Washington, D.C. and San Francisco.

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Adjusting To The Social Media Realities Of 2017

Brands and their agency partners need to adapt to the social realities in 2017. In the last 5 years it had become a lot harder for brands to connect with their audiences organically in social media channels. As a result communications planners should recognize the dynamic changes happening on all social media platforms in order to deliver value for their clients in these channels. For example, Facebook prioritizes, using its own algorithms to auto-select what we see. Content from friends and family members takes precedence, meaning that company updates, more often than not, don’t make the cut. Facebook is hardly alone in elbowing companies to the social margins. Users of Instagram, which the social network owns, now have their feeds curated by algorithm, with the order optimized based on “relationship with the person posting.” Even Twitter, long celebrated as the place to see real-time, streaming updates in the raw, is increasingly algorithm-driven, with the “best Tweets” auto-selected to appear at the tops of users’ feeds. To lovers of the free-wheeling early stages of social media—where the only limit to a company’s reach was creativity and cat-GIF curation—these changes add up to nothing short of an obituary. The days of being able to engage with users for free on social media through so-called “organic posts” are undeniably numbered. This is hardly a secret or a news scoop. We’ve known it for years, in fact. But many of us have been in a state of denial. It’s time to come to grips with the hard truth that 2017 presents us with: social media as we know it may not be dead, but it’s surely dying. This doesn’t mean businesses should give up the ghost, though. In fact, it’s just the opposite. The social paradox Social media is more pervasive than ever and poised for a unique metamorphosis. It’s about to be reborn over the course of this year as a hyperfocused business tool—more targeted, simpler to use, and possibly more effective than before. A curious thing has happened as companies’ ability to reach users organically on social media has tanked: the power of social media to influence buying decisions has surged. In one of the most comprehensive studies to date, McKinsey recently surveyed 20,000 consumers in Europe and found that social recommendations are behind more than a quarter of all purchases made. This is well above the 10 to 15 percent that’s been estimated in earlier research. And in the majority of cases, the McKinsey report found, these social updates had a direct impact on buying decisions. For companies, this presents a thorny challenge. Social media has never been more influential, but getting updates in front of users has never been more challenging. To shun Facebook and other networks altogether is to ignore the more than 2 billion users around the globe who rely on social media for news and updates. But to embrace them requires jumping over ever-higher hurdles in the hopes of connecting with customers. But there are some viable solutions. Not surprisingly, paying for social media ads is a big part of the equation—just as Facebook, for one, has intended. There’s more to the story than bowing to the social network’s business model, though. Some of the most innovative companies are increasingly taking a three-pronged approach—blending paid social media ads with strategies that tap customers and even their own employees to spread content further and more effectively than before. It Pays To Advertise In a new report, Gartner’s industry analysts are unusually blunt: “Sustained success in social marketing now requires paid advertising.” And they’re right. It’s absolutely true that, like it or not, pay-to-play is becoming the foundation of effective social strategies, with more than 80 percent of companies reportedly planning to deploy a social ad campaign in the next year. All the major social platforms now have their own “native ads”—promoted posts and updates designed to look just like the real things, distinguished (sometimes barely) by tiny disclaimers. The good news is that once you get over the initial sticker shock of ponying up for Tweets and Facebook posts, paid social media actually presents some clear advantages for businesses. After all, the social platforms that are pressuring companies to pay for reach still want to keep them happy in exchange. So instead of blasting out updates, brands can now target both followers and non-followers with a high degree of accuracy. Yes, you have to pay for that, but the data captured by networks now lets companies zero in, not just on specific demographic groups, but on “lookalike audiences,” similar to those of competitors. Ads can then be optimized depending on a campaign’s goals—from views to click-throughs and more—and budgets can be allocated more exactingly. Paid social media analytics tools can give a real-time window into results, with instant feedback on the cost per view, click, and other metrics. While the work of creating and bidding on these ads has put off some users in the past, a host of online platforms can now simplify the process of deploying paid campaigns. Put simply, advertising on social media is effective, scaleable, and increasingly DIY. Mobilize the social media power on your payroll Paid ads offer a surefire way to reach a desired audience on social media—for a price. But there’s another critical and generally overlooked route to getting the message out that comes with no extra cost: your own employees. It’s one of the first things that we advise Prosper Group clients to do in elevating their social media strategies. Employee advocacy—inviting coworkers to share brand messages on their own social media accounts—can have a range of benefits. For starters, you expand your reach, often exponentially in the case of large companies. Plus, because messages are being shared from personal accounts (rather than the company’s), they generally reach a higher percentage of followers. Not to mention that content shared by employees reportedly gets eight times more engagement, on average, than content shared by brand channels—and is re-shared 25 times more frequently. But there’s a right way and a wrong way to encourage employee sharing. It should never be obligatory, for starters. Employees have to actually want to share company news, and it needs to be relevant to their own followings. And the process of sharing has to be dead simple. Asking employees via email or Slack to post something on social media, for instance, is a clumsy workaround and rarely sees results. As an alternative, we here at Hootsuite developed a “one-click” option where companies can send pre-approved updates via mobile app to employees, who then just tap to send. Inspire customers to create “User-generated content” has been a buzzword for a while now, but it’s worth understanding why it still makes so much sense on social media. On one level, it taps into users’ basic impulse—the one at the heart of social media’s appeal in the first place—to create and engage, rather than sit on the sidelines passively. For companies, it’s a way to build ties with customers while leaning on users for crowdsourced inspiration and creativity at the same time. Plus, encouraging your own customers to create and share branded content represents a sort of end-run around algorithms that limit the reach of posts from corporate accounts. But how do you incentivize users to generate all this clickable content? Well, an old-fashioned contest never hurts. The “reachpocalypse” is upon us. But for businesses, the decline of organic social media reach needn’t be a doomsday scenario—quite the contrary. The new social media order that’s taking shape in 2017 promises companies the kind of precision and measurable results long expected from traditional channels like print and broadcast. Social media had a rough year in 2016, but things are looking up. Prosper Group helps communications agencies improve their performance, plan succession and advises on major M&A transactions. Please feel free to contact me if you would like to know more.

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Agency Development, Exit planning, Mergers & Acquisition

Planning On Selling Your Agency in 2017? Make Sure You Know Your Exit Goals.

Selecting Your Exit Goals When a man does not know which harbor he is heading for, no wind is the right wind. –Seneca The starting point for any type of plan is defining its goals. In the case of planning a business exit, this means knowing what it means to “exit your business in style.” Philosophers, business owners, and successful people from all walks of life understand the critical importance of establishing goals, creating plans to attain those goals, and persevering to see their plans through to completion. Having worked with owners to create successful Exit Plans, we know that it is critical for owners to ask several questions to establish three principal Exit Objectives before moving forward with their Exit Plan. How much cash do they need when they exit to support the lifestyle they desire? (Do they want to be cashed out when they leave the business or are they willing to receive the purchase price over time?) When do they want to leave the company? (How much longer are they willing to remain active in the company?) To whom do they want to sell/transfer the company? (To a child? Key employee? Co-owner? An outside party that can pay top dollar?) Let’s look at an example of an owner who arrived at his exit date without a plan to reach his goals, as told by an Exit Planning Advisor. Ben, the owner of a 45-employee plastic-extrusion company, had long thought of transferring his business to a son and a key employee but had done little to prepare for that transfer. However, as tougher economic conditions challenged his company and he reached his 58th birthday, he decided it was time to retire and called me. I said, “Ben, it’s helpful that you’ve established two of the three Exit Objectives critical to all successful business exits. You’ve determined that you don’t want to work much longer in the business, and you’ve decided that you want to transfer the business to your son and a key employee. But what about the third Exit Objective: How much money do you want or need when you leave the business? Have you determined whether you need cash or can accept a promissory note?” At this point, Ben had two choices: He could retire immediately and try to sell the company for cash, but not to his son and key employee: They had no cash, and no bank would lend an amount even close to the amount of money necessary to close the deal. If Ben wanted to sell today and receive an amount that would support his post-exit lifestyle, he would have to sell to an outside third party with sufficient cash. Ben could sell the company to his son and key employee but would have to wait 6–10 years to receive the entire purchase price, which was not guaranteed. Ben’s situation illustrates why setting objectives or goals (and understanding how each affects other objectives and goals), creating a plan, and acting to reach those goals is critical to a successful exit. If you prefer to leave your business in style (which to us means leaving your business to the successor you choose, at the time you choose, and with the amount of cash you desire), you must take time to formulate specific, consistent, attainable goals and objectives. You must determine a course of action—a plan—based on those goals, and you must persevere with that action until you achieve your goal. Without setting goals at the outset of your exit journey, you may drift aimlessly until, like Ben, it’s too late. Don’t be an owner who is too busy working in your company to work on the most important financial event of your business life. We are happy to help you begin by providing you with more information about setting objectives and other Exit Planning topics. You can call David Bosses on 917 543 8839 for an initial free consultation

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Agency Development, Content audit, Content marketing, Content stategy

6 Reasons Your Agency Needs A Content Audit

There are a variety of reasons that a communications agency might need a content audit. First and foremost it is vital that agencies embrace content marketing as a way of demonstrating relevance in today’s marketing landscape. Having a content audit means that you can understand what kinds of content will help you communicate your thought leadership, and it could also help you to optimize your new business performance. Here are six specific reasons you should consider a content audit in 2017: Reason No. 1 – It Will Enable You To Identify What Is Needed To Develop Qualified New Business Leads Here’s a scary stat: one-third of B2B marketers don’t track where their leads come from. This clearly needs to be corrected in order to figure out what marketing channels work and which should be eliminated. Once your agency takes a look at lead generation, you may find that while more and more traffic comes in, none if it is really relevant to your brand. This is oftentimes a content problem. The content could be attracting the wrong target and therefore no one converts. 56% of survey respondents said they were doing content marketing without a plan. When qualified leads are not coming in, maybe the content was not written with a clear buyer persona; therefore, the content does not address a specific need or pain point of that audience. Reason No. 2 – It Will Enable You To Develop And Focus On A Clear Value Proposition This is one of the most frequent issues we see at Prosper Group when we are working with agencies that are struggling with their new business efforts. Only 7% of leadership teams can explain a clear, common value proposition, but 85% of agency CEOs say their employees can state the company’s value proposition. This dichotomy leads to very unclear content and thought leadership communication, which is vital for all agencies. If writers do not have a clear picture of the company’s value, then the content will reflect this and appear confusing to the reader. A value proposition helps build relevance for target buyer personas, helping to improve engagement, shares, conversions, and trust. Reason No. 3 – You Will Understand How Your Blog Can Play A Role In New Business Most agencies have come to realize that blogs are vital in developing traffic and articulating the agency's value proposition and specializations. B2B marketers that use blogs receive 67% more leads than those who do not. Many agencies, however, do not use the blog as part of the sales process, which means no leads or opportunities come through because of the blog. This can be because the sales and content marketing teams are not aligned. The blog should help push leads down the sales funnel, helping to produce qualified leads. An agency’s blog can also help provide new business teams useful nurturing content as they help prospects navigate the awareness, consideration, and decision stages of the buying process. Reason No. 4 - It Helps Align Your Content With Your New Business Goals If leads or new business metrics are falling behind, surprisingly this could be because the content strategy is not tied to the sales strategy. Before revising the sales process, performing a content audit could uncover why certain goals aren’t met. Content must aid the sales process, as 41% of businesses say curated content increased the number and/or quality of sales-ready leads. Reason No. 5 - It Will Clarify Why Blog Subscribers Are Not Reading Your Content If people that actively subscribed to your blog content are not reading it, then a content audit is desperately needed. By finding out why these people subscribed, you can start to get your content back on track. Perhaps with different leadership team members writing, blog content began to drift from its original purpose, making it no longer useful for the audience. Reason No. 6 – It Will Prevent You From Investing In Ineffective Content It is estimated that 70% of all content produced is either not utilized or is totally ineffective for the companies that produce it. The big issue is that search engines penalize sites that have large amounts of content that is not getting traction. A content audit will help you streamline your web and social interfaces and ensure that your agency invests in the kind of content that existing and new customers are looking for. In January 2017 Prosper Group is offering a two-day content audit program for agencies as part of our agency ‘Performance Improvement’ programs. Please contact alex@prospergroup.net for more details. Tel 310 936 3774screen-shot-2017-01-04-at-12-24-15

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Agency Development, Exit planning, Strategic planning, Succession

Failure To Plan Your Exit Carries A Price For Agency Owners

Failure to Plan Definitely Has a Price I never worry about action, but only about inaction. –Winston Churchill “I haven’t decided what I ultimately want to do with my business, when I want to exit, how much money I’ll need, or whom to sell to. So how can I plan my exit? Besides, I don’t want to exit right now.” If you’ve said or thought this, you are not alone. Many business owners are either overwhelmed by the thought of exiting or are so busy fighting daily fires in their businesses that they assume they cannot plan their exits. If you aren’t sure about what you want from an exit or when you want to leave, why is it so important to decide to act today? First, recognize that when owners have a passive attitude toward the irrefutable fact that they will—one way or another—leave their businesses someday, they are settling for less than the most profitable exit for themselves and their families. Second, understand that preparing and transferring a company for top dollar takes time: on average, 5–10 years. Most of those years will be spent preparing the business for the transfer or, if the owner decides to sell to employees or children (two groups who rarely have any money), giving them time to earn the money to pay for the owner’s interest. The more time owners have to design and implement income tax–saving strategies, build value, strengthen management teams, and begin a gradual transfer of ownership (not control) to key employees or children, the more likely they are to reach their goals. Third, if owners decide to sell to a third party, remember that the market does not operate on their schedule and may not be paying peak prices when they are ready to sell. If the prospect of leaving your company with little to show for it is unacceptable to you, let’s look at your three options. Wait for a Buyer Owners who wait for a third-party offer for their businesses believe that one day, a buyer will contact them, negotiate a fair price, and that will be that. This is certainly a course of action, but one that flies in the face of reality. There is a pent-up supply of businesses owned by baby boomers who, given strong interest from buyers, are clamoring to sell their companies. The simple law of supply and demand implies which kind of market sellers will face. In a buyer’s market, only the best-prepared businesses sell for top dollar. The owners of those well-prepared businesses will have made the decision to prepare their companies years ahead of the actual sale. Liquidate Liquidation is a common Exit Path for owners of companies whose cash flow is declining and has little probability of improving, absent the design and execution of an alternative Exit Plan. If this description fits your company, we recommend that you meet with your tax and other advisors to do the planning necessary to create the most tax-efficient liquidation possible. Decide to Exit and Plan Accordingly Start today and take the following steps: Fix a departure date. Determine your financial needs. Decide whom you want to succeed you. Have your business valued to see whether you should sell today and/or it has the value necessary to meet your financial and other Exit Objectives. Based on your objectives and the realities of your business, use a skilled Exit Planning Advisor to forge a plan with accountability/decision deadlines. Your failure to act can be fatal to your successful exit. You and your family depend on the success of your business exit. Can you afford to fail to act? Acting today to create your best possible Exit Path is not difficult. Simply pick up the phone and call us.

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Agency Development, Digital acceleration, Digital marketing

6 Rules For Adapting Your Agency To The Digital Agency in 2017

Thanks to huge developments like mobile technology, social media, data and analytics, marketing is an entirely different environment. It’s almost unrecognizable compared to what it was just a few years ago. This drastically different marketing landscape has quickly caught up to many marketing communications agencies that are having a hard time adapting. These new technologies, platforms and omnichannel environments present many fresh challenges that some agencies struggle to overcome. Aside from these new obstacles, there are many of the same age-old problems that have been plaguing marketers since the beginning. Being able to identify these problems early on and being able to quickly combat them can not only help your marketing agency continue to thrive, but it can also give you an edge over competing firms that are struggling from the same woes. Here are 6 Rules that marketing communications agencies can use to adapt to the new landscape and come out on top of the competition. Rule No. 1 – Make Sure Data and Analytics Are Front and Center Of Your Process And Service Offering Successful marketing agencies will attest to the fact finding the right segment can be a challenge. In fact, 72% of marketing agencies admit they do not know what their target is, yet 59% of CFOs claim that business intelligence is their number one priority. That means that the guys at the top are willing to spend the money to learn about what’s important to their buyers. So, as a marketing agency, you also need take advantage of the funds. Invest in Data. Data and analytics tools provide great assistance in choosing the right segment. Just remember, data is not just digital information and web behavior. There is value in looking at how you are targeting customers through several different lenses. • Online searches • Social buying signals • Web mining • Crowd sourcing • Transactional data After looking at the data through these lenses, you need to sort it into usable information. • Fast data: real time behaviors used to see if a purchase is going to occur. • On board data: data found offline that can be transformed into data to reach prospective clients online. • Foundational data: data mined from your business that you use to identify your customers. Studies show that companies that use data to help target the right customers outdo their competitors by 20% in every major metric. Leveraging your current, past and future data can help you compare your options more closely than traditional market research. With the right data and proper analytics solution, you can catch valuable insight into what target source makes the best sense for your organization and will provide the most long-term growth. Rule No. 2 – Make Sure That You Rapidly Adapt To The Digital Age Today’s digital age came upon us like a whirlwind storm. Marketers had little time to learn before the training wheels came off. Before the majority of us became comfortable marketing on social media, we started hearing about Big Data and analytics tools giving birth to previously unseen insights. Yet, many of us barely had time to look before we scrambled to try and accommodate the mobile boom. Worse yet, all of these technologies and new platforms are as fast-moving as the digital age itself. What was considered “best practice social media marketing” one day can look entirely different the next day. The 2016 predictions alone call for shifting trends that make it extremely difficult for marketers to adapt -- especially because emerging “trends” are a dime a dozen. Honestly, finding the ones that actually live up to their assumed potential is rare. Case and point, a lot of marketing agencies moved so fast into social media channels that they didn’t (and most still don’t) know how to measure its ROI. In a 2016, 66% of marketers said measuring social media ROI is a struggle. Only an abysmal 9% of marketers say they can quantify revenue driven by social media. This means that most don’t even know if their social media efforts are truly effective. The fix to this is largely a question of targeting. Part of the beauty of the digital age is that the lines of communication between brand and consumers are wide open; use this to your advantage. Talk to your customers. Rule No. 3 - Prioritize Your Channels of Delivery The digital age has brought a lot of new marketing channels to agencies. Marketing agencies have to determine which channels they need to be present on (or rather, which channels their target audiences are present on), how to uniquely use each channel and how the customer journey can be fluent across these many different channels. Determining what channels your target consumers are present on is the easiest part. Simple market research or basic analytics will tell you this. You can also just ask your customers. The difficult part is understanding how each channel can be used in a way that utilizes the unique characteristics of that channel. The more marketing channels you are using, the more difficult it becomes to maintain a cohesive brand voice and image. It also makes it harder to create a seamless customer journey across each touchpoint. Studies show that 87% of customers feel that brands need to put more effort into a seamless customer experience. For example, in terms of marketing materials, a consumer wants a new experience each time he interacts with your brand on social media. Thus, simply reposting content across all channels can have a negative impact. To rectify this negative experience, narrow your active channels down to the essentials. Figure out where your target consumers are most active and hit those channels hard, while ignoring the rest (as best you can). This will help ensure that all of your efforts are targeted in the areas that will yield the greatest returns. It also helps limit the amount of duplicate copy you post on various channels, which thereby will boost engagement. Rule No. 4 – Don’t Neglect the little stuff In the digital age, and 1.96 billion people are connected to social media. Nearly 80% of the time spent on social occurs as a result of the constant connectivity of mobile devices. Despite the close-knit nature of our social media circles and constant communication, we can sometimes forget the power of small, simple and personal gestures of goodwill. In marketing, these small gestures can have a profound effect on your ability to close consistently. These gestures can include anything from a thank you note after a consumer makes a purchase, to a small “We hope you are doing well” letter when a customer is inactive for a period of time or just thanking someone for their time. Little things can make a big difference. While we may be hyper-connected, social media interactions and even e-mails can be largely cold and impersonal. That little personal thank you or other gesture can make all the difference. These small tactics can help nurture prospective leads and turn them into high value clients. When you automate the process, it takes little effort and yields huge returns. Agencies have reported returns as high as 450%, when turning to marketing automation for these and other tactics. The beauty of doing the little stuff is that it requires very little effort. If you aren’t already performing some of these simple, yet important, tasks, then it is easy to set up an automated system to issue thanks or other small messages. Sometimes these can help play key roles in understanding the consumer’s behavior and where in the marketing funnel they lie. Rule No. 5 – Don’t Just Imitate Others - Pioneer Your Own Strategies Because digital marketing is relatively new and still evolving, there is a lot of monkey-see-monkey-do between marketers. By which I mean, if one digital marketer finds success in a certain social media campaign, mobile platform or some other strategy, there are sure to be others who try and replicate similar content and results within their own organization. There is nothing inherently wrong with this approach. In fact, it is a great method for discovering new and creative content ideas and new ways to use these newer platforms. That said, it isn’t without it’s risks. A lot of marketers run into problems when they try and mirror what others do, when that other business is unlike their own. A common example of this is when B2B companies try and engage their clients and customers on social media. These companies have a knack for imitating what they see their B2C counterparts doing. But it simply doesn’t work that way. The “right” strategies often don’t translate from one business type to another. A B2B company has a completely different customer base as a B2C company, so the target audience on social media is rarely the same. B2C companies sell directly to consumers where B2B companies sell to a person who represent a business. Copying the wrong social media marketing approaches are a large reason why B2B companies acquire customers from Facebook lower rate than B2C companies (43% to 77%). B2B businesses see better results when the invest their marketing efforts into more educational based marketing like webinars and blogs. Copying the social media efforts of businesses that sell directly to consumers is not practical. The same can be true if you adopt a similar approach to a company that is targeting a different audience. Just because a company is your competitor doesn’t mean they are after the same target audience. Their product or service, while similar, may focus on a different demographic. Attempting to mirror their approach could cause you to lose engagement from the consumers you actually want to connect with. If you are looking for new content ideas or want to adopt a new strategy, look at brands or companies that target the same segment(s) and have the same current marketing objectives as your organization. They may not be your direct competitors, but if you share the same target audience, you can find new ways to attract those consumers Rule No. 6 – Test, Iterate & Pivot These days it is all about how nimble you are as a brand. Your Agency needs to make sure that you have the right USP for the brands you are marketing. Arguably, the digital age has made the need for marketers to develop a unique selling point more important than ever because consumers have access to more companies to choose from than ever before (and vice versa). Studies show that the right USP can increase conversion rates by 33.8%. Your unique selling point doesn’t necessarily have to be something you offer that other competitors don’t. A lot of marketing agencies fail to close efficiently because they assume their business offers the same services as every other agency. While this is likely true, your agency may be more adept at SEO than your competitor. Or, you may have a specific niche you operate in a lot; perhaps you market restaurants and bars very well. Once you determine your selling point, the majority of your marketing materials should mention or cater to this edge. When looking for your unique selling point, you want to be strategic. Not only do you want something that your competitors don’t offer or can’t do as well, but you also want it to be something your target audience is looking for, but can’t find from other marketing agencies. When we work with our communications agency clients in developing their brand propositions we ask the following questions to help them develop a strong USP. • What are the businesses’ strengths? • Why do customers do business with you? • Who is your competition? • What do you do better than them? Test two different USPs with Google Adwords to see which one does better. Conclusion A lot has changed and a lot will continue to change, with regards to marketing in the 21st century. The digital age has rocked marketing to its core. When it comes to the unique challenges facing marketing agencies today, it is easy to get overwhelmed and hit obstacles trying to adapt to the constantly evolving “best practices.” Digital marketing trends seem to move at light speed, which can sometimes cause marketers to take a passive, wait-and-see approach, but this stagnant behavior can lead to poor performance and growth. Sometimes, you have to take risks and jump on trends that aren’t fully tested and proven. Prosper Group will show you how to develop digital resources and leadership. We’ve already helped many top communications agencies do this. Our exclusive Digital Accelerator Program will: • Teach you a proven, effective system for putting digital into your agency's DNA • Offer a unique strategy for your growth • Help you integrate digital into your client service offering • Deliver supportive, practical guidance • Empower you to rapidly land digital projects Learn more by downloading our ‘Digital Accelerator Program PDF: screen-shot-2016-11-25-at-09-24-58http://prospergroup.net/wp-content/uploads/ProsperGroup_7.pdf

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Agency Development, Agency valuations, Exit planning

The 5 Reasons Why You Need To Get A Proper Valuation Of Your Agency

In these competitive times most agency owners don’t want to spend money on things they think that they don’t need. So why would you need an estimate of your agency’s value if you don’t expect to leave for several or many years? You may not if you fall into one of two groups: • Owners who are sure that their business exits are more than 10 years away. • Owners who are certain that the value of their companies is miniscule compared to what they will need upon sale or transfer. However, many agency owners look to the value of their businesses as the chief source of liquidity for their post-exit lives. Owners intend to leave as soon as is feasible rather than when they are completely burned-out. Therefore, most owners need to know the value of their companies now so they can be smart about creating greater business value as quickly as possible. Knowing the value of your business today is critical, whether you plan to leave your business tomorrow or in five years, for the following five reasons: Reason No. 1 - An estimate of value establishes the starting line and distance to the finish. An estimate of value tells owners where their unique race to their exits begins. The owner’s job, whether the agency is worth $500,000 or $50 million, is to fill the gap between today’s value (the starting line) and the value he or she needs upon exiting (the finish line). Based on today’s value, an owner’s race to the finish line may be shorter, longer, or perhaps much longer than expected. Once owners know how far they and their businesses need to travel, they can begin to create timelines and implement actions to foster growth in business value. Reason No. 2 - An estimate of value tests owners’ Exit Objectives. An estimate of value helps owners determine whether their Exit Objectives are achievable. Let’s assume that an owner, Kate, decides that her finish line (i.e., financial objective) is to receive $7 million (after taxes) from the transfer of her business interest. Kate wants to complete her race in three years (timing objective). An estimate of value will tell her whether the distance between today’s value and the finish line is too great to reach in three years. If the growth rate is unrealistic for Kate’s business, she must either extend her timeline or lower her financial expectations. Reason No 3 - An estimate of value provides important tax information. An estimate of value gives agency owners a basis on which to analyze the tax consequences of Exit Path alternatives. Once an owner chooses a path, the value estimate provides a basis for the owner’s tax-minimization efforts. Taxes can take a significant chunk out of a business’ sale price; therefore, the value of the company (i.e., what a buyer pays for it) usually must exceed the amount of money owners need to fund their post-exit lives. The size of that excess depends on how owners and their Exit Planning Advisors design their exits. Exit Planning, in turn, begins with knowing the company’s starting value and the distance to the finish line. Reason No 4 - An estimate of value gives owners a litmus test. Knowing how much value they need to create to meet their objectives helps owners determine where they need to concentrate their time and efforts. Instead of growing value arbitrarily, dedication to a goal may enable owners to exit sooner than owners who do little or no planning, with the same amount of after-tax cash. Pursuing Exit Plan success always begins with a starting value. Reason No 5 - An estimate of value provides an objective basis for incentive plans. As owners design incentive plans for key agency employees (e.g., stock-purchase, stock-bonus, and nonqualified deferred-compensation plans) to motivate them to increase the value of the company (so owners can work toward a successful exit), they must base these plans on an objective estimate of value. Owners and their employees need a current value (or starting line) on which they can rely confidently. The Estimate of Value Is Not a Full-Blown Valuation! We know you are thinking, “How much is this going to cost me?” However, we’re suggesting that you only need an estimate of value to establish a benchmark; you do not need the opinion of value, which might precede your transfer of ownership years from now. An estimate of value typically costs about half as much as a standard valuation opinion and is the basis for the later, complete valuation. However, it lacks the supporting information contained in a written opinion of value and is used for planning only. It cannot be relied upon for tax or other purposes. Failure to Value On some level, all owners recognize that they will leave their businesses someday. While you might not yet have a vision for the second half of your life, you must understand that exiting your company is likely to be the largest financial transaction of your life. Does it make sense to go into that transaction and the second part of your life without an objective understanding of your company’s value? An estimate of value can save precious time as you build value and pursue the exit of your dreams. If you are interested in either a ‘Full Valuation’ or an ‘Estimate of Valuation’ Prosper Group has the expertise and experience to carry out these processes. You can contact me at alex@prospergroup.net to set up a call to discuss your needs.

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Agency Development, Leadership, Leadership Coaching

6 Reasons Why Your Agency Should Invest In Leadership Training

Having a highly developed and motivated leadership team is one of the most significant ways to improve an agency's wellbeing. Structured leadership coaching programs help empower leaders, executives, and managers to achieve and surpass their goals, by becoming more inspired and inspiring leaders. Regardless of the size and discipline of your agency you will benefit from investing in ongoing leadership development and training. Here are 6 reasons why it represents a great investment: Reason No. 1 - It helps your managers make the transition to leaders. Those leaders can then lead trusting, loyal, inspired, passionate followers, whom they encourage, motivate and inspire to achieve personal, group, and organisational goals. Reason No. 2 - Leadership coaching build a greater sense of teamwork among their staff, driving improved results for your agency. Reason No. 3 -It is critical in enabling your staff to feel supported as they step up to the most senior parts of their jobs, and prepare themselves for the next step in their desired career paths. It will also help you the agency owner to more easily and effectively delegate appropriate assignments to the next level, allowing the executive to bring greater value to their team and the organisation. Reason No 4 - Effective leadership coaching programs help your senior staff create practical action plans, deliverables, and timetables for goal achievement, while helping them identify and remove the blocks to their desired achievements, outcomes and success. Reason No. 5 - It has helps your staff to become more effective at leading Up (the CEO or other “Bosses”), Across (Peers), and Down (Those they supervise, whether internal or external). Reason No. 6 - It helps you to start to design and build a legacy of leadership. At some point you may decide to exit the agency and it is vital that you have developed the second tier of leadership who are capable or running the agency themselves, or on behalf of a buyer. This will be a critical factor for any prospective buyer. We help our clients to tap into their inner purpose and passions, and connect those with their outer goals, to bring about sustainable breakthrough results. We offer leadership development programs as well as strategic counsel and other performance improvement programs to our communications agency clients. For more information please contact alex@prospergroup.comscreen-shot-2016-10-17-at-16-39-31

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