July 18, 2023
Towards the end of 2019 and into the New Year, I had eye surgery twice. As if once wasn’t enough — Do it again! The operations were a success, but I had to take two full weeks off post-surgery. It was a slower return than I expected for both the office and the gym. I shared a separate blog about being humbled and terrified by this. My eyesight dropped to 30% within a six-month period. The cataracts were aggressive and I didn’t trust myself driving or even crossing the road in the run-up to the diagnosis.
There were other challenges, providing me with the title for this chapter: Expect the unexpected. It could probably have a subtitle of anything can fucking happen in this game. The ‘on paper’ dream was definitely becoming a reality, and it was exciting to be driving it. As we’re now learning in this story, there’s always some form of conflict around the corner just waiting to create the drama.
Everything was in place, everything was working, and it was all down to nailing it in those early planning sessions. What wasn’t going to plan was my relationship with Steve. We were butting heads more regularly than not. I think the direction the business was travelling in was so far from what he’d initially built that he was struggling to understand what it was evolving into. This, in turn, caused him to wonder where he’d fit in, and where and how he’d operate. And undoubtedly, just like the emotions I would experience when selling the business in the not-too-distant future, Steve felt the same apprehension. This had been his baby after all: he’d founded the recruitment company we’d based Difrent on, and I’m sure that would’ve played on his mind. We weren’t there to criticise anything Steve had done up ’til then — I mean, the entire reason for us being there was because of him getting it off the ground and making a success of it. Sometimes it’s difficult to realise that when you’re at odds with each other, and you need to talk things through. Which we did. Discussions and conversations were often tense, and keeping frustrations away from the staff could be challenging. Pardon the eyesight pun here, but with things being a tad rocky in the office, we couldn’t afford to get sidetracked and lose sight of our potential.
Where we were as a business at this time was absolutely incredible. I went out to Arab Health in Dubai with Alan Lowe from Visionable in January 2020, just before the pandemic hit. I sneaked in to join the NHS delegation of some of the most influential people in healthcare. I met Hassan Chaudhury and a plethora of other superstars for the first time, including Omar Butt and the Doc. I did a couple of speaking gigs while we were there — it was a bit of a dream come true if I’m honest — sunshine, networking, we were having a lot of fun, and I was representing my own company. We couldn’t have predicted that we were on the brink of a global pandemic! I was at the largest event I had ever been to, with 100,000 attendees and 20,000 of them were from China and Wuhan!
As we travelled back to the UK at the end of January 2020, it was pretty obvious we were heading into dangerous territory. As a business in healthtech, it was crazy busy with calls late on a Sunday evening, mobilising teams within 24 hours, and split shifts working 35 days straight to build national services in the fight against Covid. Nothing gets more real than that.
The pandemic changed everything for us all — and continues to do so. We’ve all had to become more flexible by trying out different things, discovering what works and what doesn’t… and it seems like we’ll be adapting both our professional and personal lives constantly for some time to come. It was when the pandemic hit that I moved out of London, choosing to stay with my parents in Camberley for a few months. I’m incredibly asthmatic and I had to self-shield during the first wave. It was surreal being home for a chunk of time after what, something like 25 years? Firstly, my parents’ gaff is like a five-star hotel so that was a massive result! And secondly, it felt just like being in a disaster movie! The stress of watching those daily press conferences, coupled with running a business was a heady combination. We were working anywhere from 12 to 16-hour days, so keeping on top of the ‘business as usual’ stuff was super stressful!
The external press around Difrent and the work that we were doing really catapulted us into a new league — totally uncharted waters for us. We were working with the senior teams across Deloitte, Blenheim Chalcott and many, many others. Little did I know, building some of these relationships was going to move us into the sale of Difrent. But at that time, and like everyone else, we had all the Groundhog Day parallels and were really just working with our heads down, rarely coming up for air to take in what was happening.
I had an initial meet with Neal Gandhi from Panoply (recently renamed TPX) around Christmas 2019, and told him about how we’d been moving forward and some of the work we were doing. Panoply’s business acquisitions were aligned to our values, what we’d achieved, and the direction we were going in. Healthcare was an area of the Panoply portfolio that they wanted to double down on, and we started some tentative conversations about what it would look like if they acquired Difrent. It got the ball rolling and really kick-started the momentum in me.
There was the obvious need to build out a proper sale pack and get an independent valuation of the business. What I hadn’t understood at that time was that much of the valuation depends upon the person who’s running it — possibly the founder — and them being tied into the process post-acquisition. As we got more interest from other potential suitors, we ended up with three clear offers on the table. One common denominator was that they all wanted me to hang around. All while we were in the midst of supporting the NHS in the heart of the pandemic. It was absolute carnage! Building up the sale pack involved collating a lot of information. I was super excited but, if I’m honest, it was more of a huge unwelcome distraction, because I was trying to put all my time and effort into supporting the NHS as best I could.
Juggling my work with the sale was incredibly tough. Adding to the stress was the growing distance between me and Steve. It was obvious he wanted to sell and move on to his next challenge. I debated taking some investment and actually buying him out of the business, but I just didn’t have the experience to feel comfortable in doing that. It was a short lived idea. My other consideration was around bringing in a chairperson and just getting on with business, but I knew the tensions would continue to bubble up and, most likely, over. It’s a shame this didn’t happen as the chap I had in mind as Chairman, I really fancied working with. Maybe it’ll happen one day! (You know who you are!)
My head was swimming, my inner monologue was saying one thing then contradicting itself in the next breath. The work was ramping up, the pandemic kicking off, the valuation ongoing, the tension with Steve building… I was even feeling tension at home because I felt like I was a teenager all over again. It was relentless, and it’s easy to get caught up in a negative circle when it was supposed to be a positive thing for us both.
Control and solve the problems you can deal with. And breathe… just breathe. Expect the unexpected is always something that gets said after the unexpected thing has happened. Usually by some smartarse who thinks it’s a revelation to state the bleeding obvious, and saying it is no help whatsoever. In this case, it’s definitely something to have on your list of things to be aware of.
Although the global pandemic was unexpected, the company sale, or the initial talks, were not. It was definitely planned for and, although a bit surreal, challenging, and all the rest of it, I felt I understood the process even though it was new territory.
In terms of the sale, the independent valuation came back at £10m and I was gobsmacked. I mean, I knew we were in good shape and we had a substantial chunk of cash in the bank, but it took some time to sink in. Services companies are usually valued based on a multiplier of EBITDA. And yes, even the initials are a mouthful. This is Earnings Before Interest, Taxes, Depreciation, and Amortisation — one of the more accurate financial metrics used to understand how profitable a business is, without taking into account daily operating expenses.
To see the result of all that work laid out in a valuation was a nice moment of clarity. It was a very welcome unexpected. When it did sink in, it gave me the much-needed baseline for the discussions with potential suitors.
This is what I’d planned for from the beginning — the sale was on!
My takeaways
- Expecting the unexpected is a lot easier said than done.
- Attending a 100,000 person event just before a pandemic probably wasn’t a safe move!
- Shaping up a ‘sale pack’ was essential to get the independent valuation of the business.
- Don’t let any valuation of your business go to your head — it’s wooden dollars ’til it’s a done deal.
- Nerves of steel are needed for this stage of the process
What helped me expect the unexpected
- Using an expert organisation to undertake the valuation of the business. These were the chaps we used and I would recommend.
- Creating a sale pack was another essential. I later discovered this selling your business and creating a business sales pack after the sale but worth a read.
- Having the personal and professional support around me to support me personally during my shielding and a large network who have been through this process and were on speed dial to answer my growing list of questions.
