We all are interested in the value of our company or perhaps just part
of it – a single portfolio for example. But what’s it worth? You can
get as many answers to that question as people you ask. But there is
only one answer that matters – the right one from a qualified buyer.
There are certain unchanging laws of financial gravity at work in the
world which dictate what things are worth.
Let’s start here with this bedrock principle: A business asset is worth
the value of its cash, future cash flows, discounted for cost of
capital (usually interest rates), risk and a return to the buyer. That
means that if you take the expected free cash flow of your business for
a reasonable period, discount it back by the cost of capital, discount
it further for risk and a reward to the buyer, you get the current cash
value of the business.
A static portfolio of merchants can be valued this way. But first you
have to know the expected cash flows – and that means knowing the real
attrition rate of those cash flows. Attrition can be measured three
ways: The number of merchants falling off each month, the card charge
volume falling off each month or the residual dollar volume falling off
each month. Clearly, the last one is the one that counts when it comes
to portfolio valuation. There is no replacement for the dollars coming
in, they are the foundation of your value.
Your business is probably composed of at least two parts–one or more
static portfolios of merchant residuals. In addition, there is the
ability to produce additional cash flows in the future to consider.
This capacity is normally called “sales,” but I want you to think of it
as the ability to produce new cash flows. Asking how much cash flow and
when is the start of the valuation process. Normally, sales capacity
does not have the same valuation as a proven cash flow stream because
there are risks attached to it – like market conditions changing or
people leaving the business. However, the future cash flows of this
part of your business can be estimated and valued as well. Usually,
this kind of analysis results in an “earn-out” structure where the
seller has to earn his way to the desired price over a period of time
through producing a certain cash flow stream acceptable to the buyer.
This is a way for buyers to shift execution risk onto sellers – the
equivalent of calling your bluff.
There may be a third component to value which is your administrative
capacity. This only has value if it allows for or enhances the creation
of cash flows in some measurable way. Perhaps your back office is so
good that it lowers the cost of each merchant sale and therefore drops
more to the cash flow. That’s great, and presumably would be rewarded
through the earn out structure – if your cash flow is bigger, your earn
out payoff will be bigger as a result. But, don’t expect that your
administration will command huge value. More often than not,
acquisitions are made because the buyer intends to dismantle all the
overhead the seller created in order to maximize cash flow from the
purchase.
You might have other valuable parts of the business such as brand
names, or software which can add value to the sale of an entire
business. But in all cases, these valuations should have some basis in
cash flow creation, even indirectly.
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