Jeremy Hall – Confessions of a serial entrepreneur

Three years to build a company and then sell it for over £1m…follow the journey

Archive for February, 2010

28 February
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Analise the analytics

I decide to look at my Google Analytics (re www.jeremyhall.co.uk) for the month of February to see if anyone is logging in onto this site other than a few friends and family. As I have noted earlier, this diary is primarily for me and I will not openly tell the world about the website until I celebrate 100 days, by which time there may be hopefully some interesting content, should people have the time and inclination to look.

My Google Analytics went live on the 17th February and since then 39 visitors have made 111 visits. 67% of visits have been from new people and they are averaging 3.98 pages per visit. I even have one friend in India and someone in Argentina! 8% of these visits came from referring sites and 6% from search engines.

I compare this to Who’s Who for the last month. We had 5,865 visitors making 7,345 visits viewing 29,228 pages, spending just under 4 minutes each on site. Our target for the year is 75,000 visits and 500,000 page impressions, so we are over target with visitors but under for the number of pages each person views.

Google Analytics is a powerful tool. If you do not use it, you should: there are many benefits.

  1. Selling advertising space on your site
  2. Joint ventures with companies: we have been speaking to an invoice discount and factoring company and they need to know how many people will see their details on our site
  3. Viewing the success of the website over time. Are your visitors increasing, is the bounce rate staying the same, getting better or worse?
  4. Exit strategy: it is another very important part of your “Information Memorandum” (IM) when you come to sell the company. The IM reviewed the other day reported only 30% of visitors were from the UK. That was the key reason for dismissing the potential acquisition.

There are numerous other benefits to this free service. My advice to all business leaders is if you are not already using it, get signed up immediately. If you are using the service, analise the results on a monthly basis. It can tell you a lot about your business.

We have used the services of a company called Solve The Web. They not only set us up with Google Analytics but also spent two half days training us on how to use it and how to interpret the results.

Money and time very well spent.

27 February
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Creating the blueprint

We all might have our own blueprint, our own successful formula for creating wealth.  For me this is to be buying companies or at the least the intellectual property and customer base. The blueprint that I am putting together can be used in any business, within reason. It’s the mechanics of buying a business in a legal framework that is tax efficient.

The meeting with the solicitor, accountant and corporate finance advisor was a lengthy process yesterday. We did get stuck on some key legal issues. My opinion is you need to take a pragmatic approach and think about the commercial situation at times and step away from what a contact states. What is the big picture, what are we looking to achieve, will other parties think it is fair?

I assumed that the best course of action was to buy the company, the main benefit being to the person who sells is that if they own over 5% of the shares and have been a working director, they are eligible Entrepreneurs Relief, a 10% tax position up to £1m in a lifetime. However, any goodwill we acquire does not give rise to any tax breaks our end, be it this intangible asset will be depreciated over time. 

So what does this mean? Whereas I was expecting the brief (solicitor) to produce an SPA (sale and purchase agreement), he was talking about a business sale agreement. Here we buy the business of the company, not the company. My long standing accountant of 18 years told me the seller receives the sale income into the company and his company has to pay corporation tax. We on the other hand depreciate the investment over its life and receive full tax relief on it. It sounded too good to be true from our perspective.

So how will we fund this? We can devise a contract with the seller where we pay them over time as and when we receive income from the business. In effect it is a loan note where repayments are deferred. The accountant was at pains to say this has to be worded correctly and clearly there are restrictions to how it works, but in effect, we can start to acquire companies with little cash up front in a tax efficient way that will stand up to the scrutiny of HMRC.

May be this diary will not last three years….

26 February
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Friday 8:19pm – Stella time

A long day and I have only just got back from a meeting. Disaster has struck; the diary has not been done.

Friday 26th is the last working day of the month, one of the best month’s we have had in a long time. A profitable and cash generative month. Most importantly, mentally I have closed the door on entrepreneur’s wasteland and am heading off on my journey.

It is time for a bottle of beer and time with the kids. We finish the week with a visit to the local Chinese restaurant to pick up  the take away where Pauline Quirke is having a meal.

25 February
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Coffee shop meeting

This week I have done my last meeting in Costa Coffee / Starbucks.  The meeting did not start well. I was very late, not because of poor timekeeping; I just got the wrong time completely. The place was packed, it was noisy. Is this the environment to meet a customer and send out a professional message? No, from now on I am to meet on neutral territory in a swanky hotel.

24 February
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Fire or just hot air – Who is the real Dragon?

Our much loved faithful Amazon delivered my outstanding Dragon books, ready for the review to begin. I am sure I am not the only person to have reviewed all these books and rate them.

It’s been an interesting start. Firstly one of Duncan’s books has not been released yet. Secondly, I managed to order Peter’s book twice. An innocent mistake, it is featured twice on Amazon, one is just called Tycoon and the other Tycoon : How to turn dreams into millions. One hardback, one soft back  both with different ISBN numbers. How many other people fell for this as well?

So why am I doing this? I enjoy reading this genre of books, they often do offer some good bits of advice, but most importantly, I intend to meet the winner in person and get some publicity for Who’s Who.

23 February
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Mr. M&A meets Mr. M&A

Shredding the NDA

Received an e-mail from my main contact who works in M&A asking if I was selling Who’s Who. He had seen a company for sale via another Mr. M&A which looked suspiciously like my business. It wasn’t, but if there was then we could buy the company, bolt it on and make one and one three.

So, yet another NDA to be signed. I deleted the section on “indemnities” and initialled by the side of the document. They also signed and e-mailed me the 20 page prospectus.

Some interesting points I noted;

  1. Read the NDA and remove parts you do not like, the other party will probably sign it anyway
  2. We went from a four line top line review of the company to a 20 page report. I could have made my decision with a four page overview highlighting some key facts and business sector. As it happens I now have access to 16 pages of confidential information that is of no use. To be fair, I made the same mistake when I wrote my 40 page business plan for Who’s Who and sent it out to potential investors. I would have got a much better response with a cut down version, the Executive Summary
  3. I made a quick decision on the acquisition. I speed read the document and focused on one point, the volume of traffic to the website. The majority of the traffic was outside the UK, my core market. The fit would not be good enough.
  4. Decision made, I replied declining my interest and destroyed all the paperwork. Having sold companies before, you would be surprised at how many people do not show the basic courteousy of replying.
22 February
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Good to Great – The magical formula

Over the weekend I thought about what we need to do to make this following week “great.” I suppose I expected to come up with a plan to make an extra £10,000 profit through this process. Expectations were set for a stroke of genius.

Reality is very different, there has been no master plan created over Sunday lunch or an episode of 24. What would make this week great though is if I completed my most important task properly.

  1. I have a couple more hours work left on the blueprint of Project Lightning
  2. Tax advice is required to ensure what is proposed is legal from a HMRC position
  3. We have an advert to be placed in a trade magazine
  4. We need to complete the list of acquisition targets
  5. Solicitors need to be appointed
  6. Legal documentation has to be drawn up, the “Sale and Purchase” agreement
  7. Lastly, a meeting needs to be held to detail the plan with Steve Frazer of Frazer Hall Mergers and Acquisitions. Steve is skilled in buying and selling companies and will offer some very useful commentary on the plan.

If at the end of this week, all seven areas were addressed and I had done everything feasible to drive this project further, then we would be one step closer to making us a great company.

21 February
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Honey, I’ve just blown up the hamster

This is my business diary, it is a record of for me to read in three years time of all the experiences and events I went through in order to build and sell a company for a minimum price tag of £1m. I do not do a personal diary; I just don’t get the time and do not expect to start sending out a Twitter message saying “I’ve just got out of the bath” –  that’s valuable minutes wasted that could be spent developing a new customer relationship.

Saying that, using an experience in my personal life to illustrate a business rule will be allowed in this diary.

Lightning our hamster and I have become great buddies since my seven year acquired him at Christmas. The little devil managed to squeeze through a hole the size of a 2p piece and went behind the back of the cupboard and I believe through another small gap where the cavity wall installation is. He was lost, well and truly gone, forever.

Business lesson No1, have faith. I knew she would be found alive.

Business lesson No2, have determination. Nothing was going to get in my way of finding her. So when we heard Lightning behind the wall, I started digging. Off came the plaster, electrical socket dismantled and then the brick was to come out.

Business lesson No3, have a plan. I shut down the electricity as we could hear her behind the plug socket. Was she chewing through the live wire? Close the door, put out a big lump of cheese to lure him towards the exit.

Business lesson No4, be focused. My mind was 100% on finding her, sorry George, I could not watch your football match.

Business lesson No5, review and implement change, do not allow the same mistake to happen again.  Fill the gaps!

Business lesson No6, celebrate your success.

20 February
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Reflection

Reflecting back over the week a lot of good has happened. Sales have been promising, new enquires coming in. I have been doing some serious work with regards to Project Lightning and collating a lot of competitor information.  A few very interesting ideas are taking shape that will hopefully result in some positive PR.  With the cash rolling a lot more freely, pressure points have been reduced.

I have not heard back from the administrators yet regarding the competitor that went under, this will be chased next week.

But what single thing can I document that has really set this week apart from all others – unfortunately nothing.  To build a great company, great things need to happen every week.  Good is good, but not good enough to be great.  “Good to Great” is a tall order. (Can recommend this book, a great read, not just a good read)

This weekend, I will set out a task for next week that we will complete, and prove to myself and our team we are a great business.

19 February
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The “Plant”

Many years ago a management consultant came into Wyse Leasing and spent some time with our board of directors. With our personalities dissected, we were reliably informed the sort of people we really were. It was a very useful exercise as the five/six of us had completely different skills which did make up a highly effective board. Understanding these skills is critical.

Now I was the plant, the ideas man. I have many poor ill-conceived ideas, but s0me on the other hand are quite clever. Plotting new ideas is great fun, interesting and very well rewarding. You can mix dreaming with reality which can give rise to some amazing results.

We all think up ideas in different ways. The founder of Flying Flowers came up with the idea of petrol stations selling flowers whilst recovering from a hangover in his bath on a Sunday morning. Many companies put a team into a room and have a brainstorming session.  For me, I like connecting many bits of A4 paper together and drawing a mind map.

Yesterday I met up with the lady who is working with me on profile development. This one to one conversation exposed some very sound ideas, to be fair, not even mine. Two things I will note here: one – always speak to people outside of your business and industry sector when trying to come up with new ideas. Secondly, take the idea, document it, and then undertake research.  Do not act on it immediately.

This idea I have will require an investment of £25,000 plus a lot of time – the downside. The upside is a significant amount of PR far in excess of the investment. I will keep you posted on the outcome of the decision.