Pictured above: Andy Kay, Corporate Finance Director at
Crowe Clark Whitehill
VIAMBO deals are indeed gathering pace, according to national
audit, tax and advisory firm Crowe Clark Whitehill.
Andy Kay, corporate finance director at the firm's Midlands
offices in Kidderminster and Walsall, confirmed that owners were
increasingly using the method - Vendor Initiated Assisted
Management Buy Out - to exit their businesses.
"We have used the model successfully before," said Mr Kay.
"There are many different structures but they typically involve
a cash payment, loan notes or deferred consideration payments, and
possibly a small minority stake going forward.
"The attraction is that it reduces reliance on securing third
party funding at a time when it is very tight.
"Often owners are selling to the teams that have been running
the business successfully anyway. Potential drawbacks include the
limited cash element of proceeds and the risks involved in future
underperformance faced by the exiting owners.
"However it can involve interest payments on loan notes/deferred
consideration at better than deposit rates and owners may be able
to secure the outstanding consideration on the company's assets as
first ranking charge holder.
"The need for extensive warranties and indemnities is diluted,
which assists owners if they are not as close to the business as
they used to be. And ten per cent Entrepreneur's Relief makes such
a deal an attractive proposition if correctly structured"
Mr Kay said the eventual exit price under VIAMBO should still be
at "a reasonable multiple of profits".
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