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The Art, Science, and Finance of Buying Out a Competitor

Jan 10, 2020 • 10+ min read
A small business buying out their competitor
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      If you can’t beat them, buy them. And even if you can beat them, maybe still buy them. 

      When it comes to the top dogs, we’ve seen successful competitor acquisitions like Facebook buying WhatsApp, T-Mobile acquiring Sprint, and Amazon purchasing Zappos. But we’ve also seen other not-so-successful competitor acquisitions like when Sprint bought Nextel or when Google acquired Motorola.

      When the giants fall, it makes a big bang. However, most of these behemoth companies are still alive and kicking.

      For small businesses, the margin of error is much thinner. An acquisition flop doesn’t usually end in a setback—it ends in layoffs and bankruptcy.

      But if you get it right, wow, can your small business hit the jackpot. You could score customers, increase revenue, accelerate growth, win top-notch employees, and ultimately secure a more concrete piece of the market.

      If you’re considering buying out a competitor, a few critical questions have likely come to your mind. Should you buy out a competitor or crush them instead? If you decide to buy them out, how will you finance the acquisition? What will you need to do to make sure the acquisition ends up a major success rather than an epic fail?

      All great questions, and that’s why we put together this definitive guide to buying out a competitor. Read through this guide, and you’ll find all the answers you need to make the best acquisition decisions for your business.

      Why Should You Buy a Competing Company?

      Any merger or acquisition is risky—so why should any business gamble with it?

      Well, with great risk comes great reward. Here are a few reasons you might want to buy out a competitor:

      • Reduce competition. With the competitor gone, your customers have one less alternative. You won’t have to keep lowering your product prices or paying more in pay-per-click (PPC) bidding wars. You may be able to raise prices for your products (without upsetting customers), or the economies of scale might reduce costs and allow you to lower prices while maintaining a profit.
      • Acquire a competitive advantage. If your competitor has intellectual property, digital marketing leverage, or prime real estate that gives them an advantage, you could buy the company and all the assets. This way, you won’t have to use employees and money to build the technology yourself, compete for digital prowess, or fight for locations.
      • Accelerate growth. Organic business growth can be painfully slow. By acquiring a company, you could double your revenue, customer base, and team overnight. 
      • Grow your team. If your competitor has a group of stellar engineers or salespeople, acquiring their business could get the dream team on your side (if they decide to stay, that is).
      • Expand your customer base. Acquiring your competitor gives you instant access to their customer base. If your product is a complement, then there are tremendous cross-sell and up-sell opportunities.

      The Disadvantages and Challenges of a Competitor Buyout 

      Buying out your competitor isn’t all unicorns and rainbows, though. There can be significant challenges and downsides.

      Before you rush into anything, be aware of these potential backlashes:

      • Loss of key employees. Founders, leaders, and other tenured employees may use a buyout as a catalyst for an exit. You’ll need to have worst-case-scenario plans and resources ready to replace them. The acquired business likely heavily relied on these key players—you can’t just go with the flow if they leave.
      • Increased debt. Buying out a competitor isn’t cheap. You’ll likely need to borrow money (sometimes a lot of it), and that will affect your profitability and capacity to invest in other areas of your business.
      • Integration conflicts. Integration struggles are real. Some integrations will come Day 1, and others will roll out slowly over months and years. Keep in mind everything that will be impacted: software, personnel, salaries, benefits, processes, offices, titles, culture, and the list goes on. 
      • Broken processes. A company’s go-to-market strategy or product road-mapping process may work for their business and employees but not work somewhere else. If you buy out a competitor, make changes very slowly. Forcing a new acquisition to operate exactly as the parent company could break what they’ve built. If it ain’t broke, do you really need to fix it?

      None of these consequences should stop you from buying out your competitor, but they are factors you should keep in mind.

      Top 5 Questions to Ask Before Buying Out a Competitor

      Buying out your competitor could establish you as the top dog, or it could send your business spiraling out of control.

      When the timing is right, the most critical factor is not if you should make an acquisition, it’s who you should acquire. Just like when you open a restaurant menu, you don’t want to start salivating over the first thing you see. Especially if you’re at Cheesecake Factory—you have a whole book to read first!

      If your industry and market resemble a Cheesecake Factory menu, you’ll want to take your time and consider the options. When dining, there are usually good, better, and best possibilities. When acquiring a competitor, there’s likely a good, bad, worse, and worst option.

      To make sure you make the right decision, weigh these 5 critical factors first:

      1. What do the financials say?

      We’re not just talking about current revenue and expenses. Dig deep into the numbers.

      Numbers help you detach emotionally from the acquisition to take a more objective approach. Don’t fear the numbers—embrace them!

      Your competitor may be boasting some impressive figures, but a more in-depth look into the financials might reveal that numbers are trending down in the past few years. Or maybe you notice the business is profitable, but expenses are accelerating faster than revenue growth.

      You’ll also want to examine the cost of the acquisition. Will your competitor’s revenue offset the price of buying them out? Do they currently have any expensive debts? How long will it take to recoup the cost and start seeing a profit?

      Finally, you’ll want to make sure the numbers the business provides are legit. “I’ve lost a lot of money on acquisitions in the past by not making sure that their books, sales, and other systems match up,” said John Rampton, founder of Due. “Have a firm go in and audit everything. Then audit it yourself. Any company that doesn’t allow you to take a look at everything and take the engine apart isn’t worth your time.”

      2. How will the customers react? 

      Imagine if Pepsi bought Coca-Cola or if Microsoft acquired Apple. How do you think legacy customers would respond? Not well. Not well at all.

      Even if all the numbers add up, you’ll still need to consider the emotional impact on customers and employees. Direct competitors, like Nike and Adidas, will have a more difficult time converting customers and employees. Indirect competitors, like YouTube and Vine, would face less of a challenge.

      “I like to think about my company and our acquisitions as many chapters in a detailed overarching narrative,” said Rob Fulton, founder of Exponential Black Labs. “Does it make sense to the customer, and do our products and acquisitions flow from one chapter to the next?”

      Make sure your competitor’s customers and your customers will be on board with the acquisition. The last thing you want to do is add jet fuel to another competitor’s marketing fire.

      3. Do the company culture and values fit?

      Typically, when companies look at acquisitions, all they think about is money, money, money. But meshable culture has financial value, too.

      Take BerylHealth, for example. A private equity firm tried to acquire BerylHealth for 9x its EBITDA (Earnings Before Interest, Tax, Depreciation, and Amortization). CEO Paul Spiegelman declined the deal, but he left with a firm resolve to improve his company’s culture. His focus and investment in culture paid off—2 years later, a company offered 22x the EBITDA to acquire BerylHealth.

      “We were able to sell our culture,” said Spiegelman. “They weren’t buying us just for the business we had or the platform we would build for them; they honestly believed in what we had built.”

      When you look to acquire a competitor, make sure you’ll be able to integrate the 2 company cultures. If it’s a sizable acquisition, you won’t get away with forcing the acquired employees to fit your mold—you’ll need to reevaluate and realign to make sure the culture fits the new combined business.

      Be thoughtful and intentional with this process. “Most leaders want to complete the integration process as quickly as possible in order to reap the financial benefits of the transaction,” said Debbie Shotwell, Chief People Officer at Saba. “This can come back to bite them. I believe in taking a step back, planning, and taking your time with your integration strategy.”

      4. Why is the company willing to sell?

      If the owner is experiencing a major life event (illness, relocation, retirement, divorce, etc.), then it makes sense to sell the business. If that’s not the case, why are they willing to sell their business?

      There are right and wrong answers.

      If the company believes in the combined vision and future of your business, then that’s a good reason. If things are slipping and they’re looking to abandon ship, that’s a scary reason.

      You need to know precisely why the business is willing to be acquired so you can avoid any unpleasant surprises down the road.

      5. What is the market overlap?

      You want to acquire a competitor with as little overlap as possible. Your competitor’s clients chose an alternative over you once already, and they may decide to go with another company instead of sticking with you post-acquisition.The best target for an acquisition is a competitor in nearby markets instead of the same market. This play allows you to expand your market rather than force your product or service on customers.

      How to Finance a Small Business Acquisition

      It’s (almost) never a good idea to buy out a competitor with cash. Business acquisitions are a pricey business. You don’t want all your working capital thrown at the investment, especially after a buy out that will require additional integration costs. 

      So, where will you find the money for the acquisition? You have a few options:

      • Your business’s capital. Like we said before, it’s not a great idea unless you have mountains of cash sitting idly in the bank.
      • Seller financing. The business you’re acquiring provides you with a loan that you pay back over time.
      • Small business loan. You find a business acquisition loan to finance the buyout.
      • Leveraged buyout. You leverage the new business’s assets to help finance the acquisition, but you’ll usually need to pair this with a loan or seller financing.

      As America’s leading marketplace for small business loans, we’re a tad biased, but we believe a business acquisition loan should be one of your top financing considerations.

      Using a Business Acquisition Loan

      A business acquisition loan is pretty straightforward—it helps you buy an existing business or franchise.

      No stacks of cash, crazy-rich uncles, or convoluted financing schemes required. There isn’t a “business acquisition loan,” per se, but there are small business loan products that work perfectly for acquiring businesses. Here are the top 4 options.

      1. Business Term Loan

      Business term loans are the classic financing you think about when you hear the word “loan.” You get a lump sum of cash that you pay back with predictable monthly payments, usually at a fixed term and a fixed interest rate.

      2. SBA 7(a) Loan

      With an SBA 7(a) loan, you could get up to $5 million in financing for whatever your heart acquires. Contrary to the name, the government (Small Business Administration) does not actually lend the money—they just guarantee all or a portion of the loan to decrease the risk for lenders.

      3. Startup Loan

      If an opportunity to buy out a competitor arises but you don’t have years of business experience under your belt, a startup loan may be your best bet. They’re not too different from term loans, but they’re offered by lenders who are willing to accept borrowers with lower revenue, credit scores, and years in business.

      4. Equipment Financing

      In some situations, the purchase price of the business you’re acquiring might be majorly determined by the value of the equipment you’re purchasing. When that’s the case, equipment financing should be a top consideration. Plus, you get to use the equipment as collateral for the loan, so there’s less risk for you.Fortunately, you don’t have to go from bank to bank inquiring about all these loans to find the best deal. Just use our free 15-minute application, and our nifty sci-fi algorithms will find you the perfect business acquisition loan with the perfect lender. Simple, quick, free—the way it should be.

      Tips to Make Your Business Acquisition a Success

      Despite being long and painful, the actual transaction of buying out your competitor is just the first step in a successful business acquisition. That’s not to say you can’t pop the champagne and enjoy the victory (you earned it!)—just know the hardest part comes next.

      Once the bubbly starts to fizzle, it’s time to get back to work. To make sure your business acquisition doesn’t end up like poor ol’ Motorola (who?), follow these post-acquisition tips:

      • Have capital on hand. Don’t drain all your money on the acquisition—you’ll need capital for everything that comes next: integration, onboarding, travel, rebranding, legal fees, and so much more. If you don’t have one yet, go ahead and secure a business line of credit to deal with additional expenses and any surprises. 
      • Communicate, communicate, communicate. When it comes to acquisitions, there’s no such thing as too much communication. Make sure employees, customers, and stakeholders are all on the same page. Get these communications prepared, reviewed, and revised in advance so you’re ready to go on Day 1. Take the initiative and provide answers to predicted FAQs as soon as possible.
      • Integrate slowly. Don’t rush into forging one team immediately. Take things slow. Let the teams and businesses continue to operate independently at first. Then, begin to roll out changes gradually. Sometimes, complete integration isn’t necessary—don’t force anything. You acquired your competitor because they’re doing something right—don’t break it.
      • Study the culture. After the acquisition, take some time to analyze the culture of the business you bought. What’s going right? What’s going wrong? “It’s important to understand and respect that regulations and processes are in place because they have led to success in the past,” said Glen Willard, franchise owner of River Street Sweets. “Develop a plan that includes how your suggested changes or improvements will benefit the business as a whole, and take it to the top.”

      Ready to Buy Out Your Competitor?

      Now that you know what to expect from a business acquisition, how are you feeling? Are you confident about your decision to acquire a competitor?

      If not, don’t worry. You’ll never be 100% sure of the outcome. That’s the life of a small business owner—always weighing risk and reward.

      While you can’t guarantee a flawless acquisition, you can do everything in your power to set your business up for success. Take your time and do it right—a top-notch competitor acquisition could change the course of your small business forever.

      About the author
      Jesse Sumrak

      Jesse Sumrak is a Social Media Manager for SendGrid, a leading digital communication platform. He's created and managed content for startups, growth-stage companies, and publicly-traded businesses. Jesse has spent almost a decade writing about small business and entrepreneurship topics, having built and sold his own post-apocalyptic fitness bootstrapped startup. When he's not dabbling in digital marketing, you'll find him ultrarunning in the Rocky Mountains of Colorado. Jesse studied Public Relations at Brigham Young University.

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