Thinking of selling your business? Better get started

By: James S Cassel
To view original article click here.

To sell or not to sell? That is the question on the minds of business owners who didn’t sell their businesses in 2012 and are concerned about the possible impacts of rising taxes and other economic issues this year. Middle-market mergers and acquisitions activity seems to be picking up in 2013.

Fact is, if you’ve been thinking of selling, the time to begin the process was, frankly, “Yesterday.” Starting the process does not necessarily mean that you will pull the trigger and sell.

If your business is likely to be affected by any of the following factors, then it would be a wise move now to consult your trusted advisors, weigh your options, and begin taking the necessary steps to protect the best interests of your business. Timing is key to ensuring you maximize the value for your business.

Higher taxes and rising prices. Some economists are saying that the recent expiration of payroll tax cuts and spikes in food prices could subtract 0.8 percentage points from U.S. economic growth this year. According to a Reuters poll, the economy is expected to expand 2 percent this year, down from 2.1 percent last year. In light of this, households are more cautious about spending and acquiring new debt, are worried about having enough retirement savings, and are concerned about the rising prices of gasoline and almost everything else.

Choppy market conditions. While the stock market may be up at new highs, it generally does not move in a straight line and we can’t sit back and assume it’s going to continue heading north. The rebound that we’re seeing in the stock market is due in great measure to political factors, including the size of the deficit and Federal policy, making the 2013 market potentially quite a risky place.

Sales taxes for online retailers. Online retailers and other online businesses are likely to get hit with more sales taxes. In time, everyone will have to pay sales taxes for their online purchases, which will neutralize to a certain extent the competitive advantage that many online retailers currently enjoy and will seriously hurt some of margins.

Capital investments and new technologies. The continuous introduction of new technologies that we’re seeing is great in many ways, but purchasing these new technologies can often be quite expensive and require additional investments in terms of training and/or hiring employees who are able to use them.

Rising interest rates. Interest rates are expected to increase at some point and will hurt margins for some business owners.

Industry consolidations. Many industries, such as technology, travel and manufacturing, are experiencing consolidations. It’s critical for business owners to know when to take advantage of good offers to sell their businesses. I’ve seen some business owners who, after missing out on opportunities to sell, have gotten stuck holding the bag with their floundering businesses while their better-capitalized competitors have continued to grow.

Expansions. For some business owners, expansion is critically important to remain competitive and keep up with growing demands from clients, etc. However, this requires both capital and stomach – which not all business owners may possess in the right quantities.

Emotional considerations. Just as important as the practical considerations mentioned above are the emotional factors. Some business owners find that they’ve been through so many trials and tribulations during the past four years that, simply put, they’re tired. They want out. When these feelings hit, it’s usually wise to begin looking for ways to move on, as businesses require a great deal of energy and commitment to succeed.

In addition to selling 100 percent of your business to a strategic buyer, there are a myriad of other options that you can consider, such as selling your business to a private equity firm or family office. This would enable you to retain some of the upside and give you capital to grow your business while helping eliminate some of your risk by taking some of your money off the table.

Indeed, in today’s uncertain marketplace, business owners have many considerations and options to weigh, and it’s important to work with trusted advisors such as investment bankers and attorneys to find the solutions that are best for every situation. As always, it’s all about strategic planning – something that unfortunately some business owners are great at doing for their clients and customers but not so good at doing for themselves. Without doubt, business owners who roll up their sleeves and take the right steps at this time are likely to put themselves in the strongest position going forward into 2013.

James S. Cassel is co-founder and chairman of Cassel Salpeter & Co., LLC, an investment-banking firm with headquarters in Miami that works with middle-market companies. www.cassel salpeter.com

Financial salaries on rise as sector bounces back amid a slow recovery

By: Meisha Perrin
Week of Thursday, March 21st, 2013

To view original article click here.

CS - Media Clip - Miami Today - 3.21.13

Cassel Salpeter & Co. Named Winner of 7th Annual M&A Advisor Turnaround Award for the Firm’s Work on Airline Restructuring Deal

7th-annual-winners-logo

 Top M&A Deals and Professionals honored March 6th at the Colony Hotel 

7th_annual_turnaround_winners-pic

“The award winners represent the best of the M&A industry in 2012 and earned these honors by standing out in a group of very impressive finalists,” said Roger Aguinaldo, CEO of The M&A Advisor.

MIAMI – March 19, 2013 – James Cassel, chairman and co-founder of Cassel Salpeter & Co., an independent investment banking firm that provides advice to middle-market and emerging growth companies in the U.S. and worldwide, today announced that the firm has been named a winner of the 7th Annual M&A Advisor Turnaround Awards. The firm, which was honored this month at an awards gala at the Colony Hotel in Palm Beach, FL,  was selected from among more than 175 nominations, representing more than 300 companies nationwide.

Specifically, Cassel Salpeter was named a winner in the “Sector Deal of the Year: Consumer Services” category for its work in the restructuring and sale of Silver Airways (formerly Gulfstream International Airlines) to Victory Park Capital.When Gulfstream International Airlines filed for bankruptcy, Cassel and his colleague Scott Salpeter, the firm’s president and co-founder, assisted in the $30 million sale to Victory Park Capital.Other winners who worked on deal: Berger Singerman; Gulfstream International Airlines; RAM Capital Resources; and Vedder Price.

“The award winners represent the best of the M&A industry in 2012 and earned these honors by standing out in a group of very impressive finalists,” said Roger Aguinaldo, CEO of The M&A Advisor. “From lower middle market to multi-billion dollar deals, we have recognized the leading transactions, firms and individuals that represent the highest levels of performance.”

Added Cassel: “Our sincere thanks to our clients and team of professionals who enabled us to earn this prestigious recognition, which is testament to our firm’s commitment to provide objective, unbiased, results-focused services to middle-market and emerging growth companies in the U.S. and worldwide.”

About The M&A Advisor

Since 1998, The M&A Advisor has been presenting, recognizing the achievement of and facilitating connections between the world’s leading mergers and acquisitions, financing and turnaround professionals with a comprehensive range of services including M&A SUMMITS; M&A AWARDS; M&A CONNECTS; M&A ALERTS, M&A LINKS, and M&A MARKET INTEL. More information is available at www.maadvisor.com.

About Cassel Salpeter & Co.
Cassel Salpeter & Co. is an independent investment banking firm that provides advice to middle market and emerging growth companies in the U.S. and worldwide. Together, the firm’s professionals have more than 50 years of experience providing private and public companies with a broad spectrum of investment banking and financial advisory services, including: mergers and acquisitions; equity and debt capital raises; fairness and solvency opinions; valuations; and restructurings, such as 363 sales and plans of reorganization. Co-founded by James Cassel and Scott Salpeter, the firm provides objective, unbiased, results-focused services that clients need to achieve their goals. Personally involved at every stage of all engagements, the firm’s senior partners have forged relationships and completed hundreds of transactions and assignments nationwide. The firm’s headquarters are in Miami. Member FINRA and SIPC. More information is available at www.CasselSalpeter.com

See the slide show below for photos from the 2013 M&A Advisor Distressed Investing Summit and 7th Annual Turnaround Awards.


Thinking of selling your business? Better get started

By: James S Cassel
To view original article click here.

To sell or not to sell? That is the question on the minds of business owners who didn’t sell their businesses in 2012 and are concerned about the possible impacts of rising taxes and other economic issues this year. Middle-market mergers and acquisitions activity seems to be picking up in 2013.

Fact is, if you’ve been thinking of selling, the time to begin the process was, frankly, “Yesterday.” Starting the process does not necessarily mean that you will pull the trigger and sell.

If your business is likely to be affected by any of the following factors, then it would be a wise move now to consult your trusted advisors, weigh your options, and begin taking the necessary steps to protect the best interests of your business. Timing is key to ensuring you maximize the value for your business.

Higher taxes and rising prices. Some economists are saying that the recent expiration of payroll tax cuts and spikes in food prices could subtract 0.8 percentage points from U.S. economic growth this year. According to a Reuters poll, the economy is expected to expand 2 percent this year, down from 2.1 percent last year. In light of this, households are more cautious about spending and acquiring new debt, are worried about having enough retirement savings, and are concerned about the rising prices of gasoline and almost everything else.

Choppy market conditions. While the stock market may be up at new highs, it generally does not move in a straight line and we can’t sit back and assume it’s going to continue heading north. The rebound that we’re seeing in the stock market is due in great measure to political factors, including the size of the deficit and Federal policy, making the 2013 market potentially quite a risky place.

Sales taxes for online retailers. Online retailers and other online businesses are likely to get hit with more sales taxes. In time, everyone will have to pay sales taxes for their online purchases, which will neutralize to a certain extent the competitive advantage that many online retailers currently enjoy and will seriously hurt some of margins.

Capital investments and new technologies. The continuous introduction of new technologies that we’re seeing is great in many ways, but purchasing these new technologies can often be quite expensive and require additional investments in terms of training and/or hiring employees who are able to use them.

Rising interest rates. Interest rates are expected to increase at some point and will hurt margins for some business owners.

Industry consolidations. Many industries, such as technology, travel and manufacturing, are experiencing consolidations. It’s critical for business owners to know when to take advantage of good offers to sell their businesses. I’ve seen some business owners who, after missing out on opportunities to sell, have gotten stuck holding the bag with their floundering businesses while their better-capitalized competitors have continued to grow.

Expansions. For some business owners, expansion is critically important to remain competitive and keep up with growing demands from clients, etc. However, this requires both capital and stomach – which not all business owners may possess in the right quantities.

Emotional considerations. Just as important as the practical considerations mentioned above are the emotional factors. Some business owners find that they’ve been through so many trials and tribulations during the past four years that, simply put, they’re tired. They want out. When these feelings hit, it’s usually wise to begin looking for ways to move on, as businesses require a great deal of energy and commitment to succeed.

In addition to selling 100 percent of your business to a strategic buyer, there are a myriad of other options that you can consider, such as selling your business to a private equity firm or family office. This would enable you to retain some of the upside and give you capital to grow your business while helping eliminate some of your risk by taking some of your money off the table.

Indeed, in today’s uncertain marketplace, business owners have many considerations and options to weigh, and it’s important to work with trusted advisors such as investment bankers and attorneys to find the solutions that are best for every situation. As always, it’s all about strategic planning – something that unfortunately some business owners are great at doing for their clients and customers but not so good at doing for themselves. Without doubt, business owners who roll up their sleeves and take the right steps at this time are likely to put themselves in the strongest position going forward into 2013.

James S. Cassel is co-founder and chairman of Cassel Salpeter & Co., LLC, an investment-banking firm with headquarters in Miami that works with middle-market companies. www.cassel salpeter.com

Family businesses require special handling to succeed

By: JAMES S. CASSEL

To view original article click here.

One of the greatest challenges of running family businesses is that they contain, well, family. Based on my experience working with and being a part of family businesses, I’ve learned that success requires everyone to work together harmoniously and as if they are not related.

This can sound difficult, particularly for parent-child or husband-and-wife teams, but it’s possible if everyone agrees upfront to set aside their egos and family relationships, roll up their sleeves and work toward a common goal of ensuring the business’ success. How can you do this?

It is important to recognize that your issues are probably not unique and you can learn a lot from others. Currently, family businesses comprise 90 percent of all business enterprises in the U.S. and 62 percent of total U.S. employment, according to the Small Business Administration. So take advantage of the vast knowledge, tools and other resources available today by working with consultants and business coaches who specialize in helping family owned businesses. This is a good idea for non-family businesses as well.
Having seen the good, the bad and the ugly when it comes to family businesses, I can offer some practical advice:

• Put in place the right employment policies and job responsibilities, including detailed job descriptions and goals, and enforce them consistently. Get buy-in and support by reviewing the policies with everyone.

• Routinely measure performance. Employee evaluations are helpful. Hire a non-family Human Resources Director or business coach, for example, to lead the evaluations and approve things like salary increases and vacation time. This can also help with family members who need to be fired.

• Put outsiders in positions of power. Smart business owners have independent boards of directors to give advice and often put non-family members in management who have no allegiances to anyone in the family. It is wise to employ non-family members with the strength of character to stand by their convictions and focus on what’s right for the business. This helped one of my firm’s clients when she had to make decisions that contradicted the wishes of her mother, who was a silent investor.

• Establish a clear chain of command for everyone to follow. In addition to helping reduce the likelihood of people feeling entitled to special privileges and abusing their family ties, it also helps other employees feel more comfortable with their jobs when they know the same rules apply to all. Giving family special privileges will cause problems and tensions among others and possibly undermine the success of the business.

• Reward results rather than genetics. Some of the people who matter most to family businesses – including employees, clients, referral sources and even potential buyers of the businesses – often assume that the business owners give preferential treatment to their kin. For a business to be taken seriously by all parties, everyone must believe its run fairly and with the best interest of the business at heart.

• Don’t hire your children unless they have sufficient interest and aptitude, and don’t give them too much responsibility too quickly before they have proved they’re ready. When there are problems with children, face them head on. It’s also wise to encourage your children to get experience working at another business before joining yours. My son, Philip Cassel, for example, acquired good training and experience at two other firms that made him a stronger asset when he joined Cassel Salpeter.

• Invest in employee education, including training related to people skills and communication.

• Be careful what roles you give your family members. What happens when your relative keeps the company’s books? To outside observers, including potential buyers of your business, this can create misperceptions and concerns. It’s always smart to have outside accountants review or audit your books.

• Over-communicate. Family dynamics can infuse unnecessary emotional drama. Maintaining clear, open communications channels can help neutralize touchy situations.

• Develop succession plans. Data from peakfamilybusiness.com show that only 30 percent of U.S. family businesses will successfully pass the reins to the next generation, despite the fact that approximately 70 percent of those surveyed said they would like the business to stay in the family. Almost half of the U.S. companies surveyed had no succession plans and, by the third generation, only 12 percent are still viable. It’s critical to work with experts, such as attorneys, coaches and investment bankers, to develop customized succession plans. Don’t wait until a crisis strikes – by that time, it’s usually too late. I’ve seen too many families end up in court fighting over things that could have been discussed amicably in advance.

• Show your love. Although you should forget family ties when you’re working, you should take time out of the office to nurture your family.

For family businesses, it’s important to be realistic about the potential challenges and put in place the right systems to mitigate them. A little planning now can go a long way toward ensuring long-term success – and happy family relations for all.

James Cassel is co-founder and chairman of Cassel Salpeter & Co., LLC, an investment-banking firm with headquarters in Miami that works with middle-market companies. www.casselsalpeter.com

Whatever you do, don’t be like Congress

congressBy James S. Cassel
To view original article click here.

For an example of how not to run a business, look no further than our U.S. Congress. Simply put, you don’t want to run your company like Congress runs the country.

It’s common sense and should be as simple as this: A company should have a board of directors acting for the benefit of the shareholders, like Congress is supposed to do things for the benefit of the citizens. And if your company’s board of directors acts to the detriment of your shareholders, then the shareholders should fire the board the same way we should fire Congress and replace the entire lot with people who will take their fiduciary obligations seriously and make the tough decisions.

Here are a few of the many learnings we can glean from the mistakes of our Congress:

Make decisions. When running a business, it is critical to make decisions rather than keep kicking the can down the road the way Congress is dealing with the reduction of expenditures. Rather than trying to blame others, you must take ownership and take action to remedy the situation. It’s never easy. Avoiding or ignoring problems doesn’t make them go away. It makes them get bigger. If you are bumping up against your credit limits and have cash-flow problems the same way the government bumps against the debt limits, you should work with your creditors to develop a plan rather than waiting until the last minute to scramble for solutions or face dire consequences like bankruptcy. Unlike the government, you cannot print money, but you may be able to sell equity and raise cash.

•  Be efficient. Much like our government needs to become more efficient, your company should continuously look for ways to increase efficiencies. Evaluate every expenditure and eliminate things you don’t need. Allocate the most resources to things that bring the most value to your firm. Invest in consultants who can help you save money, grow your business or streamline operations.

•  Don’t sugarcoat. We’ve all seen our government trying to change the definitions of things in order to make them look prettier. Don’t change your accounting methods to make problems look better or try to hide things. It is important to be clear. When there are challenges, make sure the appropriate people know so they can help find solutions. When we acknowledge the issues and problems and are willing to work together with all constituencies, we can generally come up with a solution that is acceptable by all those involved.

Take advice. Smart business owners recognize the value of smart advice. Take advantage of outside advisors to help you. However, success requires a collaborative effort in which you work with your advisors and consultants, and then take and implement their advice. I once worked with a business that hired a great advisor, but when the report was complete, it was shoved into a drawer. Reminds me of the way Congress and the president ignored the Bowles-Simpson deficit-reduction plan.(Maybe they will dust off Bowles-Simpson as a framework and surprise us all.)

•  Focus on what you can control. Effective business owners know how to prioritize and focus on what really matters. They know to deal with things that are within their reach. Understand what you can’t control, and deal with what you can control.

•  Keep a close pulse on the healthcare climate. Stay abreast of the healthcare laws this year and develop a plan for how you will handle the changes when the new healthcare law fully goes into effect next year. While it’s always better for employees to stay insured, you may have to tweak terms of your coverage to make the plan financially viable for your business. Not every business can afford Cadillac plans. Moreover, make sure you understand the law better than Congress does. I have read that very few, if any, of them read the entire bill before they voted. Before you sign any document, you should read it entirely and make sure you understand it.

•  Tackle problems head-on. If your business is losing money, don’t just keep pumping in outside money. You need to take a step back and deal with the problem by figuring out what’s causing the problem and then take the right measures to put your business back on track. For example, when it comes to employees, you need to know when to fire bad workers. Keeping these employees just means more work for everyone else, increased liability because they could make serious mistakes, and an unfair environment for other employees who have to cover for them.

•  Plan. Many middle-market business owners mistakenly assume that business plans with budgets are for bigger businesses, and they are too “small” to need business plans, succession plans, etc. They say they’re too busy with day-to-day work and don’t have time to stop and think ahead. By taking a reactionary approach and not planning for the future, they reduce the likelihood of getting what they want from their businesses. Do not be like Congress, which keeps dealing with matters piecemeal rather than adapting a budget.

•  Get help. Thankfully, there is no shortage of places where you can get help. In addition to contacting colleagues, consultants and advisors, you can get personal coaches or peer advising from companies like Vistage. Just because you’ve successfully owned a business and have done things a certain way for 20 years doesn’t mean you should keep doing things the same way today.

There’s no question that running a business is not easy. Indeed, it can feel like running a country. By taking the right steps and getting good advice along the way, business owners can minimize the challenges and increase their chance for success.

James Cassel is co-founder and chairman of Cassel Salpeter & Co., LLC, an investment-banking firm with headquarters in Miami that works with middle-market companies.www.casselsalpeter.com

Don’t let economic uncertainty prevent business decisions for 2013

To view original article click here.

Despite concerns, things are actually looking pretty good for the middle-market, but there are issues to keep in mind.

BY JAMES CASSEL JCASSEL@CASSELSALPETER.COM

Forget sugar plums. The visions dancing in the heads of South Florida’s middle-market business owners this holiday are looming recessions, cliffs and general uncertainty for the New Year. With this skeptical outlook, they’ve been holding off on major moves, including capital spending and hiring, until they’re certain the government is likely to chart an effective plan for strong, sustainable growth – or at least provide some rules so everyone knows how to play the game.

From afar, the world now can look pretty topsy-turvy. Europe is tangled in debt, and China is troubled with slowing growth, an expanding housing bubble and unreliable data. Here in the U.S., Capitol Hill has been debating plans on how to stave off controversial tax hikes and budget cuts known as the fiscal cliff, and although compromise seems to be in the air, the abundance of speculation and the scarcity of facts are keeping most people feeling uneasy.

However, from a different vantage point closer to ground level, things are actually looking pretty good for the middle-market in 2013. Here are some of the reasons we can feel optimistic as we move into the New Year:

Jobs are making a comeback: Despite the uncertainty, some middle-market business owners are hiring and expanding. National unemployment is well below its 10 percent peak, and the National Association for Business Economics estimates that by next year, the economy should be adding 173,000 jobs a month, up from 157,000 this year.

The latest Labor Department report shows the economy is picking up a bit, with employers adding 146,000 jobs in November – more than expected – and the unemployment rate dropping two-tenths of a percentage point to 7.7 percent.

Consumer debt has been shrinking: Consumers have been deleveraging and paying off their debts. Consumer confidence, which continues to rise, is as high as it was in 2007 before the crisis.

Housing is making a comeback: Demand is expected to increase as the Fed keeps buying bonds so mortgage rates remain at historically low rates. In addition, more construction means more jobs, and more people spending more money to furnish their new homes and enhance their lifestyles. In fact, the latest buzz in South Florida is: The extinct “tower crane” makes a comeback.

While many middle-market business owners will likely remain in their current wait-and-see mode until they have more clarity and confidence about the future, they should recognize that not making major business decisions is a major business decision, and there can be significant costs to missing opportunities. Therefore, it’s critical to consider how your business may be impacted by the expected new developments in 2013, and work with trusted advisors to develop a plan of action that’s custom-tailored to fit your business needs. Toward that end, here are a few key things to look out for in 2013:

Recession: Experts are debating whether there will be a recession, and some experts are warning of a mild one. If we go over the cliff, it is more likely to occur. Therefore, now is the time to consider how a recession could impact your business and work with your advisors to prepare your business for this possibility. Whether we go into another recession, it is always good to keep your company lean in terms of implementing sound inventory controls and weeding out bad, unprofitable customers. Cultivate relationships with your good customers to help minimize the possibility of losing business. Invest in hiring employees, not firing them. Now is a good time to look for good workers who have been laid off by other companies. Also, avoid the instinct to cut your marketing expenses, which could make things worse. Continue spreading the word about your business and, just as important, stay positive and look for ways to bring in new customers. Look at additional products to sell and other markets to enter.

• China: How will China’s economic issues affect your business? With an increase in production costs, even companies in China will start looking for lower-cost producers. Should you consider moving production back to the U.S. (what I like to call “re-shoring”). The cost of labor is becoming less of an issue than getting products on time, and having lower shipping costs can help off-set that.

• Government business: Look at how much business you are doing with the Federal Government, the Defense Department, etc. It is difficult to imagine that there will not be spending reductions at the federal level irrespective of what happens. Some people think that as states begin to recover and receive increased tax revenue, there will be more opportunities to do business with state and local governments. There is much pent-up demand for matters that have been deferred during the past few years.

• Loans: Despite today’s low interest rates, middle-market business owners have continued to sit on their cash reserves rather than deploying the cash or borrowing to make investments while keeping their cash safe for other purposes.

Unless they are extremely confident about an opportunity, they are not likely to invest. However, it’s important to keep in mind that U.S. banking regulators are likely to begin implementing higher standards for reserves. Although they make the banking system safer by providing greater cushions for banks against market fluctuations, they may make it more difficult for banks to lend money. So, if you’re considering getting a loan, you might want to secure your loan before the new standards go into effect.

There’s no doubt that middle-market business owners are in much better financial shape today than they were back during the credit crisis. By planning ahead, consulting their advisors, positioning their businesses correctly and, just as important, adopting the right perspective, middle-market business owners can stand to benefit greatly from emerging opportunities in the New Year.

James Cassel is co-founder and chairman of Cassel Salpeter & Co., LLC, an investment-banking firm with headquarters in Miami that works with middle-market companies.www.casselsalpeter.com

 

Onion Crunch received equity financing from strategic investors

 

  • Background: Headquartered in New York, NY, Onion Crunch is an all-natural and Kosher crispy, crunchy, fried onion topping in the United States. Onion Crunch is a consumer product goods company specializing in building a brand in the foods industry.
  • Cassel Salpeter:
    • Served as financial advisor to the Company
    • Identified and introduced strategic investors
  • Challenges:
    • Introduction of international product into U.S. market under a new brand
    • Novelty food products in a highly-focused segment
  • Outcome: In January 2013, Onion Crunch received equity financing from strategic investors.