| Successfully
obtaining debt helps a company achieve short- and long-term
objectives and allows management to concentrate on successful
operations and growth. However, avoiding the pitfalls along
the way is critical.
Ed Stevens, a Partner at
Focus Enterprises, has placed a wide variety of bank debt
structures - from LBO and acquisition debt; to straight forward
working capital lines of credit; to troubled debt restructurings;
to unsecured, multi-currency, syndicated facilities. Through
over 20 years of obtaining and managing bank debt relationships,
Ed has learned a number of valuable lessons, some the hard
way, which he shares in a new article, “Obtaining and
Maximizing Bank Debt.”
Ed, a seasoned financial and operations veteran, was the CFO
and Board member of four publicly traded companies and has
directed over 50 merger and acquisition transactions in the
United States, Canada and Europe.
Successful companies spend a great deal of time
and effort developing and nurturing customer and key supplier
relationships. Unfortunately, many of these same companies
don't take the same approach to developing positive relationships
with their bankers/lenders. Building a strong relationship
with a lender is a critical element in the success of any
company. Lenders, like everyone else, hate surprises.
Companies need to schedule regular updates with
their bankers, including obtaining exposure to all key management.
Don't hesitate to bang your own drum on good news, but always,
always be up-front about bad news and have solutions ready.
COMPANIES WITH EXISTING
BANK DEBT
Successful companies also put heavy emphasis on prospective
new customers and targeted suppliers, but once again, often
don't follow this path when it comes to banking relationships.
Over time, bankers change positions and lenders change strategy.
Despite my company’s strong performance,
I have been in a situation where another borrower in a somewhat
related industry located 1,500 miles away hit the wall, resulting
in a knee-jerk reaction from my bank’s credit officers.
One lesson learned - always nurture and build at least two
other potential banking relationships which fit your business.
If you're not certain which other banks fit, ask a trusted
advisor for help.
As companies grow and succeed, many times debt
structure falls behind their success. The natural tendency
is to "bump the facility a bit" each renewal. As
companies grow, change and succeed, so should the structure
and terms of their debt. This includes not only the level
of the facility, but also issues such as interest rate, need
for full guarantees, availability, term and so on. Begin by
talking to your lender, but if you're not sure of the appropriate
structure, reach out and seek advice from financial professionals.
COMPANIES SEEKING NEW
OR REPLACEMENT BANK DEBT
The first step in seeking new bank debt is to make sure the
company understands its capital needs, both in terms of amount
and structure. While that sounds elementary, the process should
start with laying out the strategic and tactical plans of
the company, which are then reflected in financial projections
looking forward for the next three years. This doesn't require
"rocket science," just basic planning and modeling.
Next, I highly recommend clear understanding
of the appropriate structures, terms and conditions for the
type of debt you are seeking. Companies do not launch a new
product or service without understanding the marketplace and
the economics, and bank debt should be no different.
Once again, when in doubt, ask for help - other
business owners, management and advisors are usually willing
to share their experience. In many cases, the terms and conditions
of debt are far more important to a growing company than shaving
that last quarter point off the interest rate - I learned
this lesson the hard way.
Do your homework. Find lenders who are a solid
match with your business in terms of size, expansion capability,
industry focus, business stage, owner objectives and so on.
While finding a bank with money to lend is important, it is
critical to find a lending partner capable of developing with
the business - through both good and not-so-good times. In
the past, my strongest banking relationship began when I learned
how proud the lender was of having assisted another company
through dramatic growth, change, turmoil and success.
Prepare a three to five-page data-rich executive
overview about your company to share with prospective lenders.
Most bankers won't take the time to fully sift through a 40-page
business plan. The executive overview also needs to be tailored
to address the requirements of lenders.
Approach this document the same way you would
approach a proposal customized to the needs of a prospective
customer. This tailoring includes the areas typically found
in a business plan executive summary. Also, it should address
items such as asset quality (for loan security), other debt
(for possible subordination), ability and timeframe to repay
and so on.
Understand and anticipate potential issues for
lenders and address these issues up front. Remember, bankers
hate surprises. These questions go beyond broad business trends
to issues such as billing cycles, deferred or unearned revenue,
customer concentrations, receivable dilution, future expansion
needs and so on. In this regard, the best compliment I ever
received was from a lender who wanted to know the name of
the banker who helped prepare our company overview –
which resulted in four banks vying for our loan.
Seek out a variety of alternatives among multiple
lenders. I am not suggesting a broad email blast here, but
rather a very professional and controlled process with a limited
selection of lenders who, from your homework, you know will
have an interest in the business and the opportunity.
Just like any other business situation, a little
professional competition, structured the correct way, can
dramatically level the playing field. If you don't know the
prospective lenders, find someone to make an introduction,
which carries an immediate badge of credibility.
Be reasonable. This goes back to the earlier
point about understanding the lending landscape and appropriate
terms and conditions for your company's situation. Even if
you are successful in creating some competition, don't be
greedy - remember that one of your objectives is a long-term
partnering relationship that is rewarding to all parties.
Lastly, don't burn any bridges in the process.
As discussed earlier, bankers change positions and lenders
change strategies. In another past experience, a lending officer
with a bank who flatly turned us down moved to another bank.
Because we didn't take the turn down personally and continued
to foster the individual relationship, two years later the
new bank joined our lending syndicate and brought a significant
increase in capacity for acquisitions.
THE BOTTOM
LINE
Companies should approach their banking and lending relationships
with a mindset similar to the way they approach customers,
key suppliers and new markets. This is a key lesson that I
learned from an early mentor. With that approach in mind,
reach out for the experience of others to assist and guide
you through the process, whether it's other business owners,
management or trusted advisors.
By leveraging a varied network of banking relationships,
Focus Enterprises is able to assist a wide variety of firms
-- including portfolio companies of private equity groups
-- in successfully obtaining debt and expanded banking relationships.
Companies utilizing Focus investment banking
services can expect to accomplish three important objectives:
(1) management remains focused on operational execution; (2)
the company gains access to and credibility with a broad range
of financial institutions and, through Focus, (3) the company
leverages years of operating level experience in placing debt
to meet long-term company objectives.
For more information about obtaining
and maximizing bank debt, contact Ed Stevens at 202-785-9404,
301-926-4903 or ed.stevens@focusbankers.com.
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