Recently, World Financial Symposiums (WFS) hosted a Growth & Exit Strategies virtual conference focused on women leaders in tech. The conference was highlighted by three panels comprised of women executives representing investors, buyers, and sellers of tech companies, respectively. The panelists shared insights and tips on a variety of topics such as which sectors investors are excited about, what buyers want to see in companies for purchase, and how to prepare for an exit.

Part 1 of this three part series highlighted some of the recommendations provided by the Investors panelists. Part 2 highlighted some advice from the Buyers panelists. This last part of the series, Part 3, covers some of the insights from the Sellers panelists.

Sellers Panel

Corum Executive Vice President of Marketing, Heidi Owen led the Sellers panel, which included the following two women entrepreneurs who have built and sold their companies:

• Ulrika Kjellberg, CEO of Vitec Appva, a Swedish provider of healthcare and elder care solutions.

• Aušra Čiuplienė, CEO of Viena saskaita, a Lithuania-based operator of an online platform that helps users collect, submit, and pay household bills.

The panelists were asked various questions of particular importance to prospective tech company sellers, such as what attracted buyers, how long it took to sell their company, and how did they keep their company running smoothly during the process?

What attracted buyers?

The panelists were asked what attracted the attention of the buyers of their companies. In 2020, Swedish software company Appva AB was acquired by Vitec, a Vertical Market Software provider in the Nordic region. Appva AB's product, Medication and Care Support System, MCSS, is a mobile and digital signature app for medication tracking within the municipal care system. Kjellberg, one of the founders and CEO of Appva AB, noted that what attracted Vitec were Appva AB's SaaS business model and their position as a market leader in their area. Kjellberg added that MCSS was viewed as critical software for Appva AB's customers, and that, she said, was also a primary attraction for the buyer.

In 2021, Aktiva Finants, an Estonia-based provider of credit management services in the financial, telecommunications, and utility sectors, acquired Viena saskaita. Čiuplienė said a primary driver in the acquisition was Viena saskaita's services, which she said perfectly complemented Aktiva Finants’ services. Viena saskaita's business model was also highly attractive, with the company having 400,000 registered customers and approximately 20% of Lithuania's recurring payment collection market share. Viena saskaita was planning to expand into other European markets with consumer bill payment consolidation services, and with the introduction and sale of third-party financial products on its platform, such as insurance, deposits, consumer financing, pension and investment funds. Aktiva Finants operated in the Estonian, Latvian, and Lithuanian markets, and their experience in those European markets was seen as helpful in Viena saskaita's expansion plans.

How long did it take to sell?

Getting into more depth about their experience with their company sale, Owen asked the panelists how long it took to go through the sale process, and what they felt was the most difficult part of the process.

For Čiuplienė, the process took approximately ten months. Interestingly, she had been hired as the CEO of  Viena saskaita with the main goal of finding a buyer. Viena saskaita's primary shareholder wanted to exit, and so the company needed to find new investors. Čiuplienė said she found those investors about six months after she joined the company and closed the deal in another four months. As far as the main difficulty with the process, Čiuplienė pointed to what she termed change management. By that she meant building a relationship with the new shareholders, sharing her attitudes and values, and convincing them that she could deliver positive results in the future. Change management also meant Čiuplienė needed to assure her existing team that the sale would not result in disruptive change to their operations and that key people would stay on with the company.

Kjellberg's recalled that her company, Appva AB, sold very quickly. Vitek initially contacted her in April 2020, and the sale was completed in June of that year. What streamlined the process according to Kjellberg was the fact that other potential buyers had previously contacted her, and that stimulated her team to ensure that the necessary documentation was available for buyers to do their due diligence. Kjellberg said her team always kept the documentation in good order ‒ whether it was commercial contracts or code documentation. She also said those early contacts prepared her and her team mentally for a sale. The transaction took place during the height of the COVID pandemic, and that Kjellberg noted was another thing that made the process easier. Few people were in the office at the time and that allowed Kjellberg to get the information she needed to satisfy due diligence requests without anyone on her team wondering what she was doing or asking too many questions about it. However, the pandemic did prevent her from meeting the buyer’s team in person.

Although she couldn't point to anything that she would consider difficult in the sale process, Kjellberg did say that selling a company was a new experience for her. For the first time she found herself needing to evaluate an offer, analyzing its financial aspects and assessing whether she was going to re-invest in the company or cash out. She admitted that those activities can be complicated, depending on who is buying the company and what their expectations are. But in her case, the process went smoothly, and she stressed that she and her team were very happy with the buyer and their ownership.

How did they keep their company running smoothly during the process?

Keeping a company running smoothly during an M&A process can be challenging. In that vein, Owen asked the panelists what things they did to keep their company running smoothly between LOI and close.

Čiuplienė agreed that it can be difficult to keep things running smoothly during the M&A process. Typically , a company needs to ensure it is hitting its KPI targets during this timeframe. Additionally, because Viena saskaita is a regulated financial institution, it made the legal aspects of the sale more complicated The company also needed to show their shareholders as well as the buyer, that they were on track ‒ whether it was in terms of the number of active customers or their revenue and costs. "If we could not deliver on those targets," Čiuplienė stressed, "then the deal would end."

On the personnel side, Čiuplienė worked hard to ensure that the team understood the benefits of the sale, and that it was being done to enable geographical expansion. That communication helped. "When the deal was signed and all that was left was to close, everyone took it in a good way," said Čiuplienė.

Kjellberg's approach was to keep things as normal as possible during the process, because, she said, "That's the way to keep suspicions down and avoid distractions. Anyway, you never know if you're going to close the deal or not." In her case, it also helped that the sale process was a short one.

How did they manage the process?

Owen asked if the panelists had any advice for CEOs regarding the M&A process. In particular, could they suggest anything that helps due diligence go smoother?

Kjellberg's advice was be prepared, especially have the necessary documentation in order for due diligence. Because her company is in the medical business, a business where information security is critical for their customers, the information was already in good order. And that, Kjellberg said, made it very easy for her to share information with the buyer during due diligence. She also noted that she was in charge of the sharing process by deciding what information to share and when ‒ something she advises CEOs to do.

Kjellberg also pointed out that she never signed an NDA during the M&A process because she wanted to be able to talk to several buyers at the same time and compare their offers. She noted that buyers typically put pressure on a seller to sign an NDA, attempting to get an exclusive right to the seller's company. However, she wanted to be flexible and compare different alternatives and be in control of things. Her main point to CEOs is, “Be in charge of the process as a buyer. Either take control yourself or do it together with your advisors.”

Čiuplienė's advice is to rely on advisors who can help even in the initial phases of the process. Advisors can help in drafting needed documentation, she said. They can also help calculate the company's value, something that can be useful in negotiating with a prospective buyer. Advisors can also point out some of the key risks and make cogent arguments about covering those risks. Čiuplienė stressed the danger of not having advisors assisting the seller. She noted that the buyer will typically have a team of advisors, and if the seller doesn't have advisors on their side it could complicate the process.

How did they choose advisors?

Delving further into Čiuplienė’s previous response, Owen's asked the panelists what advice they have for CEOs about choosing and managing advisers, including legal and M&A advisors?

For Čiuplienė, choosing the right advisors is a matter of finding people with the right experience, especially in the niche or sector the seller’s company is in. She advised sellers to approach the market and find a few good potential candidates. Then determine what deals, especially recent deals, they were involved in, and whether those deals closed successfully. The best advisors are those with deep knowledge of the pertinent sector., she said. Those advisors can help the seller answer questions about future trends and help position the seller properly within those trends. After all, she said, “When you're selling a company, you're really selling the buyer on future results.”

Čiuplienė also said structuring the remuneration part of the arrangement with advisors is important. She advocates giving advisors a small fixed fee to cover initial costs, such as costs for document preparation, and then building in what she called a success fee if the advisor’s participation results in a higher selling price for the company.

Kjellberg recalled that surprisingly her advisors did not offer the same advice. And that was a benefit to her because it helped uncover various potential weaknesses in her company, such as tax and legal issues, which were corrected by her team together with the advisors. Kjellberg said uncovering and fixing those weaknesses made her presentation to the buyer much stronger. She also noted that the advisors came from different companies, something, in retrospect, she said was helpful because it elicited different viewpoints.

Another piece of advice to sellers from Kjellberg is to do their own due diligence of the buyer. She stressed, “Find out the buyer's financial expectation and what kind of ownership they represent.”

Did the acquisition meet their expectations?

Given that a number of years have passed since the panelists sold their companies, Owen's asked whether the deals met their expectations?

Both panelists were clear that the acquisitions definitely met their expectations. Kjellberg said her company at the time was still a young business and her team was very enthusiastic and engaged. She said they wanted to keep their independence and the freedom to continue developing their solutions. "The buyer told us that life would be better in the new family, and it turned out exactly as they predicted," said Kjellberg. She added, "We all keep working together as a strong team, and we still keep the entrepreneurial spirit of the company, even though we are now in a larger company group."

Čiuplienė viewed the result almost poetically, as something highlighted in bright colors. She stressed that what was especially important is the  close alignment of her vision and her team's vision with those of the new shareholders. "I came here to help the company expand geographically,” she said. “That is what I'm doing and feeling valued by it. Everything is fine and we are growing rapidly."

What is next for them?

With agreement that the deals were positive, Owen asked the panelists what's next for them.

Čiuplienė pointed to her company's exciting future plans. "We have lots of ideas in the pipeline," she said. "We're launching new products and new functions, and we're launching into new markets. We're aiming to be well known as a pan-European player. Our ambitions are huge."

Like Čiuplienė, Kjellberg noted that her company is looking to expand into new geographical markets and widen their business footprint within the healthcare sector locally in Sweden. She indicated that her company now has great support for that expansion. She put it this way: "It's great to still be a small company, but benefit from the experience and market knowledge about different countries that being in a bigger group offers."

WFS Growth & Exit Strategies Conferences

WFS Growth and Exit Strategies Conferences give you the opportunity to learn about a variety of topics and trends in Tech M&A. Get insights from private equity, VC, angels, strategic and financial buyers, M&A advisors, and CEOs who’ve had a successful exit. Attendees attest to the value of these conferences. Here are some recent comments:

• I loved the live panels - was refreshing to hear “real life” examples and situations described honestly as well as opinions from the panelists (all women in this case) who work day-to-day in the industry.

• I was very impressed, many useful topics were covered.

• The investor panel was just awesome!

• Excellent buyers & sellers panel.

Tech M&A Master Class

Join us at the next WFS Conference: Tech M&A Master Class, on May 14, 2024. The Tech M&A Master Class is a 2-day/2-night interactive workshop designed to cover all the must-knows of M&A for Tech CEOs and Founders. For further details, see https://www.wfs.com/conferences/tech-m%26a-master-class