SELLING MY DIGITAL AGENCY: 
THE JOURNEY 
ALEX COWELL
THE BEGINNING OF THE JOURNEY 
Degree in Oceanography with Marine Biology, University of Southampton 
Worked for dot com boom agency 2000-02 
Moved to Brighton & founded Cubeworks 2002
THE NEXT CHAPTER 
Sold Cubeworks to MBA in June 2013 
In middle of ‘earn out’ with MBA until January 2016 
Founded a new business - Sponsorworks, global SaaS sponsorship 
management platform 
LONDON - MIAMI - BRIGHTON
THINGS I’LL COVER (BRIEFLY ) 
1. What’s your strategy? 
2. Planning for sale 
3. The sale process 
4. Merging 
5. My top tips
1. WHAT’S YOUR STRATEGY?
“It’s almost like the military: before you go in, you want to know how 
you're going to get out.” 
–TED THOMAS 
MANAGING PARTNER, SUN EXIT ADVISORS
WHAT ROUTE WILL YOU TAKE? 
Trade sale 
Succession plan 
Lifestyle business 
Transition e.g. services to product 
IPO
2. PLANNING FOR SALE
“You only sell your business once.” 
– ONE OF MY ADVISORS
QUESTIONS TO ASK YOURSELF 
1. Who might buy your business? 
2. What products & services would add value to their business? 
3. What size business would suit these buyers? 
4. What do you need to change or add to your offering?
ON A PERSONAL LEVEL 
★If you are critical to the business, can you extricate yourself in advance? [No 
= earn out (probably) / Yes = you’re free!] 
★What are you going to do next?
KEY FACTORS TO MAXIMISE VALUE 
1. Profitability 
2. Maintaining competitive edge 
3. Resilience 
4. Scalability & growth potential 
5. Culture 
6. Brand equity (esp. if brand name will remain)
“If you've got all this, people will be banging down the door to buy 
your company.” 
– JACK GARSON 
! 
AUTHOR, HOW TO BUILD A BUSINESS & 
SELL IT FOR MILLIONS
GET ALL THIS TIDY (NOW!) 
Detailed forecasts & quick access to business data 
Contracts for all client projects 
Staff contracts up to date 
Contractors - be careful of NI liability 
Operations & staff manuals - get it all down 
Office lease - be aware of potential costs, break clauses etc. 
Office environment - spick & span 
Expenses - no messy personal expenses
3. THE SALE PROCESS
ADVISORS YOU’LL NEED 
1. Deal broker - critical for a trade sale, less so otherwise 
2. Accountant / Tax advisor - may be same person or two people 
3. Specialist lawyer - in digital & M&A
DOING THE DEAL AT THE BEST TIME 
When is the right time in the market to sell? 
★Find & stay in touch with an industry M&A broker. Get to know one a few 
years before you plan to sell. 
What is the minimum deal for shareholders & when could you achieve 
this? 
★You must be prepared to walk away if you don’t get this.
THE ACTUAL PROCESS 
Your #1 aim: get an offer (ideally more than one to create competition) 
1. Prepare short sales prospectus 
2. Send it to target buyers & arrange meetings 
3. Present really tight story to buyers 
4. Get offers
BUT DO NOT FORGET… 
★The deal might not happen… 
★…so don’t ever take your eye off your business - it can take 6-12 months, a 
long exhausting time
THE NEGOTIATION 
Broker is key in initial stages 
Might want a second advisor to complement the broker for any sticking 
points 
Question the buyer as much as they question you. (Get business plan & 
forecasts. Ask around in the industry to see what they are really like.) 
After heads of terms, you need a great lawyer. Still a lot to negotiate.
4. MERGING
QUICK TIPS ON MERGING 
★Remember during any tough negotiation you might have to work with 
these people 
★Ensure deliver unified message across board - internal & external 
★It’s all about relationships - avoid any ‘them’ & ‘us’ - throw some parties! 
★Use social technology to unite multiple locations - we just replaced 
Yammer with Slack (it’s brilliant)
IN SUMMARY
MY TOP TIPS 
1. Be clear on your strategy 
2. Start preparing your business today 
3. Be clear on what you want 
4. Rally trusted advisors around you 
5. Enjoy the ride! It’s an exhilarating experience.
THANKS 
alex.cowell@mba.co.uk 
@alexcowell 
Feel free to send me any questions. 
LONDON - MIAMI - BRIGHTON

FuseBox Session #9: Exiting a Business - Alex Cowell, MBA

  • 1.
    SELLING MY DIGITALAGENCY: THE JOURNEY ALEX COWELL
  • 2.
    THE BEGINNING OFTHE JOURNEY Degree in Oceanography with Marine Biology, University of Southampton Worked for dot com boom agency 2000-02 Moved to Brighton & founded Cubeworks 2002
  • 3.
    THE NEXT CHAPTER Sold Cubeworks to MBA in June 2013 In middle of ‘earn out’ with MBA until January 2016 Founded a new business - Sponsorworks, global SaaS sponsorship management platform LONDON - MIAMI - BRIGHTON
  • 4.
    THINGS I’LL COVER(BRIEFLY ) 1. What’s your strategy? 2. Planning for sale 3. The sale process 4. Merging 5. My top tips
  • 5.
  • 6.
    “It’s almost likethe military: before you go in, you want to know how you're going to get out.” –TED THOMAS MANAGING PARTNER, SUN EXIT ADVISORS
  • 7.
    WHAT ROUTE WILLYOU TAKE? Trade sale Succession plan Lifestyle business Transition e.g. services to product IPO
  • 8.
  • 9.
    “You only sellyour business once.” – ONE OF MY ADVISORS
  • 10.
    QUESTIONS TO ASKYOURSELF 1. Who might buy your business? 2. What products & services would add value to their business? 3. What size business would suit these buyers? 4. What do you need to change or add to your offering?
  • 11.
    ON A PERSONALLEVEL ★If you are critical to the business, can you extricate yourself in advance? [No = earn out (probably) / Yes = you’re free!] ★What are you going to do next?
  • 12.
    KEY FACTORS TOMAXIMISE VALUE 1. Profitability 2. Maintaining competitive edge 3. Resilience 4. Scalability & growth potential 5. Culture 6. Brand equity (esp. if brand name will remain)
  • 13.
    “If you've gotall this, people will be banging down the door to buy your company.” – JACK GARSON ! AUTHOR, HOW TO BUILD A BUSINESS & SELL IT FOR MILLIONS
  • 14.
    GET ALL THISTIDY (NOW!) Detailed forecasts & quick access to business data Contracts for all client projects Staff contracts up to date Contractors - be careful of NI liability Operations & staff manuals - get it all down Office lease - be aware of potential costs, break clauses etc. Office environment - spick & span Expenses - no messy personal expenses
  • 15.
    3. THE SALEPROCESS
  • 16.
    ADVISORS YOU’LL NEED 1. Deal broker - critical for a trade sale, less so otherwise 2. Accountant / Tax advisor - may be same person or two people 3. Specialist lawyer - in digital & M&A
  • 17.
    DOING THE DEALAT THE BEST TIME When is the right time in the market to sell? ★Find & stay in touch with an industry M&A broker. Get to know one a few years before you plan to sell. What is the minimum deal for shareholders & when could you achieve this? ★You must be prepared to walk away if you don’t get this.
  • 18.
    THE ACTUAL PROCESS Your #1 aim: get an offer (ideally more than one to create competition) 1. Prepare short sales prospectus 2. Send it to target buyers & arrange meetings 3. Present really tight story to buyers 4. Get offers
  • 19.
    BUT DO NOTFORGET… ★The deal might not happen… ★…so don’t ever take your eye off your business - it can take 6-12 months, a long exhausting time
  • 20.
    THE NEGOTIATION Brokeris key in initial stages Might want a second advisor to complement the broker for any sticking points Question the buyer as much as they question you. (Get business plan & forecasts. Ask around in the industry to see what they are really like.) After heads of terms, you need a great lawyer. Still a lot to negotiate.
  • 21.
  • 22.
    QUICK TIPS ONMERGING ★Remember during any tough negotiation you might have to work with these people ★Ensure deliver unified message across board - internal & external ★It’s all about relationships - avoid any ‘them’ & ‘us’ - throw some parties! ★Use social technology to unite multiple locations - we just replaced Yammer with Slack (it’s brilliant)
  • 23.
  • 24.
    MY TOP TIPS 1. Be clear on your strategy 2. Start preparing your business today 3. Be clear on what you want 4. Rally trusted advisors around you 5. Enjoy the ride! It’s an exhilarating experience.
  • 25.
    THANKS [email protected] @alexcowell Feel free to send me any questions. LONDON - MIAMI - BRIGHTON