iGB Affiliate 62 Apr/May | Page 46

THE NORDICS Q&A: BEN ROBINSON, DIRECTOR, RB CAPITAL NPDs, FTDs, EBITDA or KPIs; no acronym can explain or shed light on the complexities of selling a business. With more and more affiliates looking to cash in by selling their companies to groups such as Catena or GIG, iGB Affiliate speaks to Ben Robinson, co-founder of corporate and M&A advisory specialist RB Capital, to hear about the key drivers behind the current M&A wave and how affiliates can best prepare their business for a sell. What is the current state of play when it comes to M&A in the affiliate space? the activity, looking to cash in on their many years of hard work. The recent upward trend in M&A activity has mainly focused on the larger affiliate groups attracting investment for the purpose of stimulating growth through non-organic means. There are several reasons for this but our top three are as follows: First, the profitability of affiliates using link-building and content-based SEO is usually high, with many small affiliates achieving margins of between 60% and 90%, this compares with operators whose EBITDA margins range from 10% to On average how much business structure or advice does an advisor provide to affiliates looking to exit? When we are engaged by affiliates, it is usually after they’ve been approached by one or more interested parties. Evaluating and selling your business can be a daunting process, although many affiliates are enticed by the allure of a quick process and (potentially) large amounts of money in the bank. They jump in head first “Operators such as Cherry and GIG are recognising the importance of having their own traffic source – this is symptomatic of larger affiliates charging such high rates for traffic” 30%. Thus the interest in this category of affiliates, specifically if they can be easily integrated into the acquirer’s business and their platform. Second, operators such as Cherry and GIG are recognising the importance of having their own traffic source – this is symptomatic of larger affiliates charging such high rates for traffic, effectively extracting all the value from the player and leaving very small margins for operators. Finally, affiliates themselves are fuelling 42 iGB Affiliate Issue 62 APR/MAY 2017 without properly assessing the business, leaving themselves open to a problematic due diligence process. Affiliates are multi-taskers who are primarily digital marketers, but also web developers, graphic designers, managers and accountants… many of the acquirers we deal with have specialist M&A teams who will place all aspects of the business under a microscope in order to identify possible risks, many of which the affiliate is likely to have missed. Our job is to identify all the underlying mechanicals that power a business as well as the possible risks/pitfalls before entering the process. The aim here is to either ‘rightsize’, or at least have an explanation as to why and how the business is addressing the issue. Our analysis covers financials, traffic, IT & infrastructure, geographic and market breakdown. This analysis also reveals the unique selling points of the business and helps us determine which acquirer is likely to be most interested, based on our extensive network and understanding of their businesses. While potential buyers carry out due diligence (DD) to identify risks, they are also doing so to drive the value of the affiliate business down, so it’s vital that a proper analysis is applied before handing over financials and traffic data to the inquiring party. What are the key issues/sticking points you encounter during the whole process, whether valuation, DD or key performance indicators? I’ll break this question up into two parts: pre- and post buyer engagement. Pre-buyer engagement is the analysis phase where most of the issues will surface and are ironed out. The majority of these stem from financials (revenue and costs) which will determine the earnings before