Transeo E-newsletter October 2015 : News from Transeo and its Members

IN THIS ISSUE

NEWS FROM TRANSEO:

Baby news

The Transeo-team wants to congratualate Marie and her family with the birth of Gabriel. The little boy was born on the first of August. Both Marie and her son are doing very well.

New Member

We would like to welcome our new Transeo members
Legaltree, mr Linda Mantel en mr drs Bart Wilton.

Legaltree is an innovative Dutch law firm, in which seasoned partners have joined their forces. As a team, but also when acting solo, Legaltree partners deliver top performance. Each Legaltree partner has acquired many years of experience and expertise at leading law firms.
Legaltree offers the high quality work of partners, not that of associates or trainees. Legaltree is committed to personal contact and a pleasant way of working together. In addition to being lawyers, all partners at Legaltree are entrepreneurs. This significantly adds to the cooperation between the Legaltree partners and clients.

Legaltree's over 20 partners provide all legal services relevant to entrepreneurs. With 8 dedicated corporate/M&A partners, Legaltree has vast experience in all aspects of Dutch and international business transfers.

www.legaltree.nl/en, linda.mantel@legaltree.nl, bart.wilton@legaltree.nl

Your news in the E-newsletter?

As a Transeo member one of your privileges is that you can have your news published in the Newsletter. This E-newsletter will be sent to over 5.500 key players in the field of business transfer.
Whenever you have interesting news with a connection to business transfer you can send this to us.
Probably needless to say, but better safe than sorry, it should be in English.

New working group

Every two years Transeo is responsible for coordinating a new European study. One of Transeo's missions is to exchange good practices in different areas of business transfer, in order to improve business transfer conditions at European scale and develop the expertise of its Members. The new study will contern external growth by acquisition.

Beginning of October, the Board of Directors will meet up in order to prepare the start of this new study. Following, more information about the content and the next steps will be communicated to the Transeo members. A working group will be organized soon to deal with this topic. Further information about this working group will be send asap.

Update EU4BT

Due to the General Assembly in May we were able to make some big steps for EU4BT. Both the market based criteria report as well as the evidence based report have been updated and reviewed.
We have a pear group of 14 platforms whom we met in June and will meet again in the beginning of 2016.
In the next month we will contact other platforms in Europe. If you know any platform in your country which could be willing to cooperate (the questionnaire only takes like 25 minutes), please contact us: marie.depelssemaker@transeo-association.eu, or check our website www.eu4bt.eu

Transeo on youtube

There are many good reasons why to become a member. If you missed the beginning of Transeo you can check this video
or have a look at our website.

If you have questions about becoming a member, please contact us
Marie DEPELSSEMAKER
+32 (0)4 220 01 80
marie.depelssemaker@transeo-association.eu

Tell a friend

As you know Transeo is non-profit organization. That's why we ask our partners to help with the visibility of Transeo. We are always open to meet with your business partners to tell them about Transeo. Or maybe you want to send this E-letter to some partners, please feel welcome to do so.

Do you think Transeo is interesting for one of your business-partners of friends?
Please let u know
Marie DEPELSSEMAKER
+32 (0)4 220 01 80
marie.depelssemaker@transeo-association.eu

NEWS FROM TRANSEO MEMBERS

HU Business School Utrecht- Lex van Teeffelen Fast Growing Impact of Business Transfers on the Dutch Economy

Fast Growing Impact of Business Transfers on the Dutch Economy

Business transfers are important triggers for innovation, renewal and economic growth. The first Dutch study on the economic impact was performed in 2011 (Van Teeffelen, 2012). The situation of 2011 is compared to the present situation. The scope of research is SMEs up to 100 FTE.

The total number of SMEs in the Netherlands is 1,32 million of which two thirds are self-employed firm owners. The average firm size of SMEs is 3,2 FTE. The total Dutch labour market in FTE is 5,75 million, 60% provided by SMEs. A random sample of 4350 SME owners was drawn from the panel of the Dutch Chambers of Commerce. 2428 owners participated in this study. The size and characteristics of the new sample are similar to the 2011 sample. Both samples are representative for the SME population, though women, younger entrepreneurs and lower educated entrepreneurs tend to be under represented.

The number of firms for sale has increased from 23.500 in 2011 to 55.700 firms at the turn of 2014. 10% of all firms with employees, 46.000 firms, are for sale now. The majority of the firm owners indicate that retirement is their main motive for selling. Now 7,1% of all fulltime jobs are at stake with business transfers. The quality of firms for sale has increased compared to 2011. The number of employees has grown from 5,8 to 7,3 FTE. Selling owners have more prior experience with selling or buying firms than in 2011, the firms are less dependent on the owner. The initial price for sale seems to have dropped. Firms for sale are as innovative and even more export oriented than firms that do not come to the market. Finally the success index for sale - constant or growing turnovers while having a wide customer base - increased from 44% to 53%. Distressing though is the increase of firm owners age at the time of succession from 52 years in 2011 to 60 years now 2014/15. More than 60% of the firms are family firms, generally postponing succession longer and needing more time for succession than non-family firms.

The author signals market failure in higher education to provide for successors and takeover entrepreneurs. Furthermore succession support services for micro firm owners are inadequate and expensive. There is also a total lack of access to (takeover) financing for smaller firms in the Netherlands, substantiated by recent reports of the Worldbank, the ECB and the European Commission. Combined with the strongly increasing age of entrepreneurs in business transfers, the estimation is that 30% of all firms in succession will fail and end up in liquidation. The consequential loss of jobs, turnover and assets have been calculated from balance and profit sheet information provided by the SME owners. Compared to 2011 these loss of jobs has doubled, the loss of revenue and assets has fourfolded.

Key recommendations to increase innovation and to limit negative economic consequences are:

Increase succession and takeover entrepreneurship education.
Improve support of micro-firm owners by group support programs.
Start campaigns on succession and takeover entrepreneurship.
Improve access to takeover finance.
Register business transfers systematically.

Cepor- Mirela Alpeza

In May 2015 CEPOR conducted first research Business Transfer Barometer in Croatia. In this research 200 entrepreneurs that are 55 years or older were interviewed. The objective of the research was to identify the level of their awareness on the complexity of business transfer issues and the level of their preparedness for the business transfer process.

The specifity of Croatian economy lies in the fact that one third of all SMEs are owned by the entrepreneurs who are aged 55 or older. Majority of those companies were founded in the beginning of 1990-ies when Croatia announced its independency. In the next five years Croatia will be facing first huge wave of business transfer processes of the first generation entrepreneurs in these companies. However, many of the important linkages in business transfer ecosystem in Croatia are missing, like on-line platforms, bank loans and quarantees.

M&A experts, brokers, specialized lawyers and tax counselors. Based on the results of Business Transfer Barometer research CEPOR is developing its training and consultancy expertise. CEPOR is also conducting intensive promotional and advocacy actions in order to raise awareness among all relevant and responsible stakeholders that need of taking actions and create programs and support measures aiming to raise the success rate of SME business transfer processes in Croatia. The results of the research will be announced in September 2015 and promoted in cooperation with Croatian Ministry for Entrepreneuship and Crafts, PBZ bank - part of Intesa Sanpaolo Group, Croatian Employers' Association and Croatian branch of Deloitte Ltd.

Luxvaluation- Jean-Luc Illi-Jacob The thorny issue of acquiring and selling businesses in Luxembourg

A wide variety of opportunities
In its September 2014 study, the Idea Foundation estimates that between 2020 and 2030, 3.569 SME (10 and 250 employees) will be up for acquisition in Luxembourg. This excludes the agricultural, financial and insurance industries.
Among the on average 200 businesses for sale annually, 50 operate in the building industry, 45 in retail, 21 in specialized, scientific or technical areas, 20 in manufacturing and 19 in the catering industry.
It is estimated that 30% of these businesses will be transferred to family members. As such, an average of 140 SME are seeking a new acquirer each year.
Exclusive of the agricultural, financial and insurance sector, 87,9% of Luxembourg's businesses are composed of less than 10 employees.
Luxvaluation has observed that an important and exciting number of acquisition opportunities exist in exactly this niche of very small businesses. And although transfers intra-family in this niche is still prevalent, the trend is declining.

No company transfer without prospective buyers
We observe in Luxembourg, just as in other European countries, an increasing number of SME that don't find an acquirer. This results in a direct potential loss of 6.500 to 8.000 jobs each year.
According to Idea Foundation, the obstacles to taking over businesses are: an aversion to risk, the ageing of the population, the refusal to sell a business to a competitor and an inadequate groundwork before selling a business.
Luxvaluation would like to add to those obstacles, the overwhelming attractiveness on the Y generation (born between 1977 and 1994) of the well-paid and stable employment prospects offered by the public administration.
Unless the necessary adjustments are made to these employment conditions, the Z generation (born between 1995 and 2012) will follow the same route.
Medium and long-term solutions

One of the recommendations to improve this situation is an awareness campaign by the Ministry of Economy seeking to sensitize SME's to the need for preparing their business transfers.
Other recommendations are for the professional associations to promote the offer of Luxembourg's businesses for sale or to create fiscal incentives linked to such take-overs.
Lastly, it has been suggested that companies for sale be advertised in networks outside of Luxembourg.

An immediate solution
It is precisely in this area that Luxvaluation can support sellers of businesses.
Luxvaluation uses its extensive network to promote cross-border sales and acquisitions with the strictest discretion and confidentiality, to provide information relating to a potential sales transaction in five countries: France, Germany, Belgium, Holland and Italy.

A customized matching process brings sellers and buyers together through selective interviews. This service represents a substantial added value for sellers, who are deeply involved in and absorbed by the daily operational management and corporate development.
Before any business transfer, it is necessary to establish the right corporate value, or at the very least, the value beneath which a company should not be sold.

To determine this, Luxvaluation disposes of an internal pool of skills completed by an external network of experts who can evaluate all companies and intellectual property internationally.
Luxembourg, the place to be
Without going into excessive detail, we would like to add that an entity acquired in Luxembourg can be an ideal hub for a company to extend its activities in Western Europe.

It should be remembered that Luxembourg's social dialogue processes are deeply anchored. Luxembourg has little debt, its social coverage is optimal and its pension scheme compares favourably to that of its neighbouring countries. Social charges are low and the VAT rate is 17%. The overall tax rate on companies is around 30%, depending on the municipality where a business is established. There is also the possibility of a tax credit related to capital expenditure.

These elements should motivate potential buyers to seek out acquisition opportunities in Luxembourg. Luxvaluation also offers support in selecting acquisition targets with predetermined characteristics in this beautiful country.

M&A Strategie GmbH- dr Hartmut Schneider German Broker extends its business to comprehensive consulting services in the Pre & Post M & A Phase:

Frequently, it is hard to sell a company due to a lack of attractiveness for potential buyers. Reasons might be outdated products, missing innovation, inappropriate organisational structure, etc. Tax consultants made a good work to reduce profit in order to achieve a low tax rate for the owner.

But the selling price of the company is determined according to earnings value methods. And a low EBIT means in the end a low selling price which is highly unsatisfactory for the seller. If, in addition, the company has further faults and deficiencies then a sale will be more than difficult.

Consequently, M & A Strategie GmbH extended actually its business to comprehensive consulting services focussing on the Pre & Post M & A Phase.

With our own team backed up by a consulting and interim manager network of highly competent and qualified experts in the fields:

Strategy Consulting
Business Model Innovation
Process Management
Finance / Controlling
Marketing / Distribution
HR Management

In the 1st step consultancy is focused on the Pre M & A Phase before the sale of the company. Our examination starts with a general Company and/or Strategy Check - an examination instrument elaborated by M & A Strategie GmbH.
Resulting from this overview we generate recommendations for action - e.g. further examination of stocks with the aim to reduce bound capital and increase liquidity. The owner decides which of these recommendations finally should be examined and by whom. M & A Strategie GmbH then does not leave the owner alone: We support the company actively in the implementation of the measures deemed necessary.

Final target is the sustainable increase of profit of the company which results in a higher selling price for the owner.
Read more on this topic on our recently completely revised website: www.ma-strategie.com/english

CEROS WORKSHOP

The first worshop on family business governance and financing organized by CEROS, the Paris Ouest Nanterre La Défense research lab in Management Science, was held last July 9 in Paris.
This first edition brought together world-class researchers, experts in the field, our Key Note speaker, Peter Jaskiewicz from Concordia University in Montreal, scholars from different schools and Universities in France and professional associations developing applied research for practitioners, like TRANSEO. The aim of the workshop was to present results, raise issues that are not well developed concerning family business topic and build up project researchers and practitioners together. Therefore, Kathleen Randerson presented a new branch of research in family entrepreneurship; Anne-Catherine Moquet and Eric Pezet, presented a paper in human resources which is a very little explored field in family business ; Bochra Aouadi focused more on human issues in the transmission context. Céline Barrédy and Emmanuel Boutron focused on financing issues and in particular in equity financing whereas Stéphanie Serve presented results on the specificity of family firms in banking relationship. Then Bernard Jehin from Transeo made the link between all those issues, presenting TRANSEO missions and results.

One of the major findings lies in the observation that financial questions remain relatively unexplored in the field of family business although each author agrees on the existence of specific behaviors of those firms revealing different issues.
The presentations of authors will be soon available on the website of the CEROS lab: ceros.u-paris10.fr
A new edition of the family business workshop organized by the CEROS laboratory is forecasted for 2016. The information will be issued shortly.

COMING EVENTS:

Policy Forum on Business Transfer

The Policy Forum on Business Transfer will take place the 18th of November at the preconference day of the RENT Conference in Zagreb.
For more information, please visit the website www.rent-research.org/rent-2015

CONTACT:

13, Avenue M. Destenay | 4000 LIEGE | BELGIUM

Nicolas Pirotte | npirotte@sowaccess.be
Marie Depelssemaker | marie.depelssemaker@transeo-association.eu