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Management buyouts and buy ins

What is the difference between an MBI (management buy in) and MBO (management buyout), and how can we help?

As a senior manager, you’ve scaled the ladder and steered your company true. You’ve proved your ability tenfold and now you’re ready for the next step: business ownership.

Management buy ins and buy outs – or an MBO or MBI, can give you the opportunity, and all the independence, recognition and reward that comes with it.

Are you a business owner selling to management? If so, go to our succession planning and succession management buyouts page.

What is a management buyout (MBO)?

A management buyout allows you to take over the company you’re working for. An essential aspect of a successful MBO is determining the optimal management buyout structure, which outlines how the transaction is organised and financed. For example, in a family-run business, a family buy out can allow the company to pass from an older generation to the new generation, all whilst allowing the older generation to extract some business capital.

An MBO is very flexible – our Cambridge-based corporate finance advisers can structure a buyout to suit your needs and capabilities. You have plenty of options for funding an MBO, too.

For example, a leveraged management buyout uses assets in the company as collateral, while loan notes are essentially an IOU to the owner. Or you could consider raising finance from a bank or private equity firm.

As well as giving managers a once-in-a-lifetime opportunity, an MBO can be attractive to the existing owner too. Among other reasons, they may feel happier leaving their company in the hands of a team they know and respect.

What is a management buy in (MBI)?

A management buy-in is similar to a management buyout but offers a unique solution. The key difference between a management buy out and a buy in is that you will be buying out a business you’re not currently working for. You might choose to do an MBI if, for example, your company’s existing owner doesn’t want to sell up.

An MBI is very flexible – our team of Cambridge-based corporate finance advisers can structure a buy-in to suit your goals and capabilities.

If you’re considering a management buy-in and want to explore how it could work for your business, our team is here to help. Contact our advisers today via our contact page to discuss your options and the right structure for your situation.

What is the difference between an MBO and MBI?

The key difference between a Management Buyout and Management Buy-In lies in who is acquiring and running the business.

  • An MBO is when the existing management team of a company buys the business they currently manage.
  • An MBI is when an external management team or individual buys into a company and replaces the existing management.

If you’re looking for more information, take a look at our FAQ page.

How does the management buyout (MBO) process work?

Initial Consultation & Project Scope

Our first chat

The first thing we’ll do is listen: we want to hear about your background, business and reasons for doing a management buyout. This gives you a chance to discuss ideas with us and qualify your plans. We can then make suggestions about your options for management buyout.

Defining the Scope of Your Management Buyout

Next, we’ll discuss the level of support you need for your management buyout and set out a clear agreement between our team and yours. We’re transparent about expectations, scope, and fees from the start, ensuring your management buyout process runs smoothly with no surprises along the way.

Finding finance and negotiation

Finding MBO finance

A management buyout is very flexible – a good corporate finance adviser can structure a buyout to suit your needs and capabilities. You have plenty of options for funding a management buyout, too. To secure your MBO finance, we’ll help you put together a business plan, financial projections, and we’ll introduce you to financiers.

As a part of your finance review and planning, we will take a look at your company’s CFADS - Cash Flow Available for Debt Service. CFADS represents the actual cash the business has available to service debt (interest and principal repayments), after necessary operational outflows. In an MBO, the buying management team often uses leveraged finance (debt) to fund the acquisition. Lenders and equity investors will look at CFADS to assess:

  • Debt repayment capacity – Does the business generate enough free cash flow?
  • Debt sizing – How much debt can the business support without distress?
  • Covenant compliance – Will CFADS stay strong enough to meet loan covenants?

Negotiating the MBO

We know it’s strange negotiating a management buyout with your boss. But we can act as a buffer – protecting and fighting for you at the same time. We’ll arm you with the facts you need to feel confident in your management buyout.

Ready to start the conversation? Get in touch

Legal and tax work and completion

Legal and tax work

We can bring in trusted partners to take care of legal and business tax work. We’ll oversee this stage, while keeping you informed and answering any questions.

Completion

This can be a tense time, but we’ll give you the confidence and support to see the process through. We won’t disappear at the signing of contracts either – we’ll stick around to ease you into business ownership.

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“It's critical to invite PEMCF well in advance. It doesn’t matter whether you end up selling six years later, as they will come in and they will tell you what you need to do; that same advice would still apply."
Derek Watts, former Managing Director, Nitritex Ltd
"We just relied on them from the word go through to completion. I realised that they were a company that understood. They had the connections. Whenever we had a question, somebody adequately qualified to answer it was there straight away."
Doug Genge, Managing Director, Falcon Crane Hire Ltd

A practical guide to management buyouts (MBOs)

Download our practical guide to management buyouts to learn about the basic terminology, getting started, and how to make it happen.

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