Company succession in Corona times becomes more challenging

Compa­ny succes­si­on in Corona times becomes more challenging

KFW’s current SME Succes­si­on Monito­ring, from Decem­ber 2020, confirms that business succes­si­on works even in times of crisis, but that a planned compa­ny sale does not become any easier.
Successful compa­ny succes­si­on has never been a daily business. Especi­al­ly in the current CORONA ? crisis, entre­pre­neurs willing to succeed, but also poten­ti­al buyers, are facing comple­te­ly new challenges.

Insol­ven­cy filings rise in Q1 2021

A current survey by the German business exchan­ge DUB from January 2021 shows that the majori­ty of insol­ven­cy adminis­tra­tors survey­ed alrea­dy expect a signi­fi­cant­ly increased number of insol­ven­cy appli­ca­ti­ons for the first quarter of 2021. The Adler clothing stores were obvious­ly just the begin­ning here.

Basics webinar presen­ted by Nils Koerber


Compa­ny sale (M&A) without risk and loss of value

Promi­sed subsi­dies and bridging loans cannot help many compa­nies to survi­ve the current crisis. This can also quick­ly affect compa­nies in sectors that are not yet feeling the negati­ve effects of CORONA. Sudden, unexpec­ted payment defaults by custo­mers and suppli­ers can quick­ly lead even suppo­sedly healt­hy compa­nies into considera­ble liqui­di­ty problems. 

The suspen­si­on of the obliga­ti­on to file for insol­ven­cy cannot be exten­ded perma­nent­ly. Most of the experts inter­view­ed are extre­me­ly scepti­cal about the current suspen­si­on of the obliga­ti­on to file. It leads to distor­ti­on of compe­ti­ti­on and ultim­ate­ly does not save compa­nies that have been strugg­ling for a long time.

State aid influen­ces future follow-up projects

It is alrea­dy becoming apparent that for current succes­si­on projects, but also for future planned business succes­si­ons, bridging aid and subsi­dies granted in the past will lead to considera­ble problems. No one can say exact­ly today whether the funds granted may not have been granted without justi­fi­ca­ti­on (at least from the point of view of the autho­ri­ties) and will be reclai­med at some point.

This leads to considera­ble uncer­tain­ties in the purcha­se price deter­mi­na­ti­on and to a signi­fi­cant­ly higher risk sharing of the sellers in the future.

Half of the entre­pre­neurs have no concre­te conside­ra­ti­ons for a business succes­si­on and the time afterwards 

In past surveys conduc­ted as part of the KfW SME Panel in 2017-2019, it was only about 41-45 % of all SMEs.

The reason for the signi­fi­cant increase in ?unpre­pared entre­pre­neurs? is acute concerns about the company’s existence in the current crisis, but also the incre­asing­ly uncer­tain future. This develo­p­ment is direct­ly related to the first lockdown in spring 2020 and will proba­b­ly be further exacer­ba­ted by the current lockdown.

The signi­fi­cant­ly decli­ning number of succes­si­on ? adver­ti­se­ments of entre­pre­neurs willing to sell on the Inter­net platform www.nexxt-change.de, a succes­si­on exchan­ge, confirm this trend. In April 2020, over 50 % fewer such adver­ti­se­ments were placed than in the avera­ge month.

Incre­asing likeli­hood of compa­ny closures due to the crisis 

The current survey also shows that the share of small and medium-sized enter­pri­ses planning succes­si­on falls from 39% to 31%, i.e. by more than 20%. At the same time, the share of planned closures rises from 14% to 17% of respondents.

Short-term succes­si­on needs increase due to ageing 

The pressu­re to organi­se one’s own compa­ny succes­si­on is there­fo­re incre­asing signi­fi­cant­ly. On the other hand, the founding spirit of young entre­pre­neurs is clear­ly decli­ning. The 7% of small and medium-sized enter­pri­ses alone that are looking for a succes­sor within the next two years amounts to a total of 260,000 companies.

Intra-family business succes­si­ons are also becoming rarer. Threat of inheri­tance tax can prevent intra-family succession. 

While five years ago more than 40% of businesses were passed on within the family, now it is only 34%. This is related to demogra­phic develo­p­ments, as the outgo­ing genera­ti­on of entre­pre­neurs histo­ri­cal­ly has fewer child­ren. In additi­on, the profes­sio­nal and priva­te interests of the child­ren and founding genera­ti­on are often signi­fi­cant­ly diffe­rent from those of the current entrepreneurs.

In additi­on, the current­ly appli­ca­ble exemp­ti­on rules for the intra-family trans­fer of compa­ny share­hol­dings massi­ve­ly hinder planned succes­si­ons. In parti­cu­lar, if compa­nies are current­ly sever­ely affec­ted by the CORONA crisis, they can no longer guaran­tee the requi­red wage totals in order to be spared inheri­tance tax. Short-time work is not taken into account in the wage totals. Politi­ci­ans urgen­tly need to impro­ve this situa­ti­on! Inheri­tance tax due is current­ly claimed by the tax offices even in the case of insol­ven­cy, if neces­sa­ry even by the owners privately.

Finan­cial risks and family burdens are often obsta­cles to setting up a business

The finan­cial risks for compa­ny buyers are incre­asing, as the willing­ness of banks to provi­de finan­cing is tending to decli­ne due to the current crisis situa­ti­on. Even if finan­cing is promi­sed, it is hardly granted without perso­nal securities/guarantees from the succes­sor genera­ti­on. Moreo­ver, finan­cing commit­ments are dragging on.

Trans­fer­ors are also expec­ted to take on a signi­fi­cant­ly longer and higher share of the risk after the actual trans­fer of the business. Granted subsi­dies and bridging aid can, as indica­ted above, lead to considera­ble diffi­cul­ties in the future.

No one can say today to what extent the aid granted will be review­ed and who will have to repay what aid and when. This leads to a clear­ly uncer­tain purcha­se price determination.

Compa­ny succes­si­on, well prepared and accom­pa­nied by experts, can succeed even in times of crisis!

This is also confirm­ed by the current KfW ? Mittel­stand Panel. Many succes­si­on manda­tes concluded in recent months prove that even in times of crisis good soluti­ons can be found that satis­fy both the seller and the succes­sor genera­ti­on. Even if the prepa­ra­ti­on should be much more thorough and the negotia­ti­ons are often longer and more inten­si­ve, in the end sustainable soluti­ons can be designed for both sides.

As entre­pre­neurs are current­ly more invol­ved than ever in day-to-day business, it becomes even clearer: Compa­ny succes­si­on is not a day-to-day business.

In any case, initi­al succes­si­on plans should be concre­ti­sed early on and the compa­ny should be made fit and crisis-proof. Hando­ver proces­ses there­fo­re tend to take longer. Entre­pre­neurs willing to succeed should expect the process to take at least 2-3 years.

Conclu­si­on for business succession: 

The Compa­ny sale proce­du­re in corona times has not become easier. Especi­al­ly when selling a compa­ny, transac­tion securi­ty takes prece­dence over maximi­sing the purcha­se price. 

The sales process is usual­ly prolon­ged by many impon­der­a­bles on the market. A parti­ci­pa­ti­on of the previous owners in the future success of the compa­ny is now the rule in many sales negotia­ti­ons when setting the purcha­se price. Finan­cing discus­sions with credit insti­tu­ti­ons are much more protra­c­ted and diffi­cult than was previous­ly the case.

But the crisis also offers opportunities.

With an experi­en­ced ‘entre­pre­neur at eye level’ who has experi­en­ced and shaped succes­si­on, good compa­ny succes­si­ons can be shaped both within and outside the family, even in the current CORONA crisis. What counts more than ever: good prepa­ra­ti­on and support are demons­tra­ble success factors.

Sources:

KfW ? SME Panel 2017-2020 Number 308, 17 Decem­ber 2020Succession ? SME Monitor Ring 2020 well prepared for the crisis ? Corona exacer­ba­tes start-up bottlen­eck https://www.kfw.de/KfW-Konzern/KfW-Research/KfW-Mittelstandspanel.html

German Enter­pri­se Exchan­ge DUB ? Survey on the insol­ven­cy situa­ti­on in Germa­ny ? 13 January 2020 https://www.dub.de/insolvenzboerse/insolvenz-und-konkurs/wann-beginnt-die-grosse-insolvenzwelle/

Image: Fotolia.com

TIPS for further reading: 

Oppor­tu­ni­ties and challenges posed by Corona in the genera­tio­nal transition

Selling your business - How to increase the value of your business!

What is the best way to sell my compa­ny? The process