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Top Trends from Our eCommerce Aggregation Event [New York Q1 2023]

Top Trends from Our eCommerce Aggregation Event [New York Q1 2023]

Blog Summary

This blog summarizes key takeaways from a recent eCommerce Aggregation event in New York. The highlights include a focus on profitability, prioritizing organic growth, specializing in fewer categories, deal structuring with earnouts and equity, mergers of aggregators, acquiring Chinese brands, and pursuing an omnichannel strategy in the eCommerce market. The blog also mentions an upcoming European event hosted by The Fortia Group, an investment bank specializing in eCommerce, offering services to help entrepreneurs maximize their exits.

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Key Takeaways From The eCommerce Acquiror Conference – NY 2024

Summary

Our 2024 eCommerce Acquiror Conference took place Jan 16th in New York, hosting eCommerce acquirors and eCommerce operational experts from around the world. The agenda was to discuss key trends driving eCommerce valuations and discuss operational areas within eCommerce acquirors. We thank our title sponsor Airwallex and all our other sponsors for making this great event a success and we look forward to seeing you all and some new faces at our next annual eCommerce Acquiror Conference.

1.eCommerce Environment

Participants: Furhaan Khan at UBS, Bill Pecoriello, CEO at Consumer Edge.

Key Takeaways:

  • UBS and Consumer Edge kicked off discussions reviewing the macro landscape impacting eCommerce valuations.
  • Based on public company comparables, eCommerce valuations have softened. Consumers spend is forecasted to transition from post covid high sectors such as travel however consumer spend in general remains subdued by caution towards inflation and interest rates.
  • Medium view (2025-2027) is that M&A volumes will be expected to increase once again as inflation starts to curb and the cost of capital stabilizes.

2.Acquirors

Participants:

Session 1 Panellists:

    • Philipp Triebel, CEO at SellerX.
    • Mark Goldfinger, VP of Growth at unybrands.
    • Ben Cogan, Co-Founder at Agora.
  • Insight provided separately by Tushar Ahluwalia, CEO of Razor, who have a successful record in consolidation of aggregators [Stryze & Valoreo].

 

Session 2 Panellists:

  • WTB Co-CEOs, Jaschar Hupperth and Nicolai von Enzberg.
  • Olsam Group Co-Founders: Ollie and Sam Horbye.

Key Takeaways:

  • Announcing 2 New Mergers Of Aggregators: The Fortia Group was proud to announce the merger of We The Brands and Mantaro Brands, two German based aggregators, a deal that The Fortia Group had been appointed M&A advisors.Weeks before the conference the eCommerce world learned about the successful merger between Olsam Group [UK based] and Dwarfs [NL based].It was noted that while these are logical strategic moves and something many in the aggregation space will be considering, these deals do take longer due to the complex nature of appeasing a larger group of shareholders. Deal timelines were from 6 to 12 months in duration.

 

  • Consolidation (MoA) and Acquisition Trends: Acquirors in the space are communicating more discussing topics and solutions to issued being created. Consolidation within the market is an important topic.The macro implications of cost of capital in the current environment consolidation are a lot more complex than straight M&A due to the fact they are share deals with limited cash changing hands.The main reason for consolidations are as follows:
    • Strengthening Balance Sheet
    • Scale
    • Cash
    • Leverage
    • Group EBITDA

 

  • Challenges of Market Conditions: Panellists discuss the challenges faced over the past year, including lower consumer spending due to inflation, pressure on margins, the rise in interest rates, and the general move towards a survival mode among companies.
  • Direct-to-Consumer (DTC) Focus: The preference for DTC over Amazon (FBA) due to control over customer data, customer support, marketing, and the overall customer experience (CX) is emphasized.Amazon remains a focus, but many are becoming more interested in diversifying into DTC or gain back more control through this channel, particularly as increasing Amazon operational fees are forecasted for 2024.

 

  • Integration of AI and Technology: eCommerce players have a range of tools available to help them achieve success in the markets.AI is delivering solutions for cost savings removing resource requirement on content, customer service benefits by reducing SLA’s pricing and demand planning.

 

3.Acquisitions

Participants: Alex Lukashov, CEO at Fintent, Muddy Mat, Johannes Rossner [on behalf of Alpin Loacker and BBG), Daniel Mc Carthy, Co-Founder at Theta, Paul Hanley, Co-Founder at The Fortia Group and Withum CPAs.

 

  • Our Shark Tank Brands Were A Big Success:
    • Introducing Muddy Mat – Impressive omnichannel pet brand coming to market in Q1 2024. Matthew, Andrew and Ikho gave a fantastic demo and financial performance overview of the brand.
    • Alpin Loacker – EU based tech hiking clothing and equipment omnichannel brand.
    • Berlin Brands Group – US portfolio. BBG wish to refocus efforts and as such are open to offers for their current US portfolio.

To learn more about any of the above deals, please contact The Fortia Group directly.

  • Daniel Mc Carthy, Co-Founder at Theta educated the crowd on valuations with this talk on “Uncovering Hidden Valuation Insight through Predictive Customer Value Analysis”, followed by a poll on current valuations observed in the market.

Poll no.1: What is the typical valuation range you are seeing for profitable Amazon FBA led brands?

  • Average valuation range: The average lower bound of the valuation range is approximately 2.86x, and the average upper bound is approximately 4.13x.
  • Lowest valuation range: The lowest valuation range given was 1x.
  • Highest valuation range: The highest valuation range provided was 8x
  • Please note all valuation ranges are EBITDA multiples.

Poll no.2: What is the typical valuation range you are seeing for DTC led brands?

  • Average valuation range: The average lower bound of the valuation range is approximately 3.78x, and the average upper bound is approximately 6.06x.
  • Lowest valuation range: The lowest valuation range given was 2x.
  • Highest valuation range: The highest valuation range provided was 12x.
  • Please note all valuation ranges are EBITDA multiples.

 

  • Paul Hanley, Co-Founder at The Fortia Group brought the audience through the firms new Buy-side diligence offering. The Fortia Group have been servicing investors and credit funds but are now formalizing their Buy-side diligence offering, a rapid initial target screen, to learn more please contact The Fortia Group directly.

 

 

04.Value Creation

Participants:

Will Holtz, Head of Operations at SourceMedium

Daniel Mc Carthy, Co-Founder at Theta

Robert Sperling, CEO at EastWest Basics

Rupesh Sanghavi, Founder & CEO at Ergode

Jim Stine, VP of sales at ShipPlug

Naseem Saloojee, Co-Founder at Carbon6

Kevin Fischer, President At KAPOQ

Bill Tauscher, CEO at Farallon Brands

Balaji Kolli Co-Founder at Saras Analytics

CFO Josh Holley at Bare Performance Nutrition

Jacob Cook, CEO at Tadpull

Heath Barnett, Head of SMB & Growth, North America at Airwallex

Jim Mann, VP of Europe at Getida

Ben Fletcher, CEO at The Mothership

Joseph Falcao, CFO at Orva

Shawn Dougherty, COO at Society Brands

Alex Urdea, Founder at Deep Ocean Partners

 

Key Takeaways:

  • Title sponsor Airwallex spoke about the important of localised payment options and how this was going to be crucial as part of a hyper-localised targeting strategy for eCommerce today and into the future.
  • Local payment methods accounted for 77% of transactions worldwide.
  • 44% of consumers are likely to trust online shop that offers their preferred payment methods.
  • The supply chain panel agreed that the rise of manufacturers going direct to the customer via marketplaces will continue to cause difficulties for eCommerce acquirors. It will be difficult to compete on price, however, as always obsessing over CX, branding and marketing strategy always have their place in combatting this type of competition.
  • A common theme throughout value creation talks were the importance of visiting and developing relationship with suppliers globally. Often this can open up different credit terms or cost efficiencies over time.
  • Predications for 2024 on supply chain were mixed as we move further from a covid container spike yet current situations in Suez Canal may continue to cause delays and additional cost.
  • KAPOQ and Carbon 6 explained that obsessing over performance metrics and investment benchmarking were crucial for brands and operators to double down on, with new Amazon marketplace fees forecasted to hit 2024, operators should be focusing on where they can make savings and efficiencies within the P&L.
  • CFO Josh Holley brought this to life with insight into how his brand, Bare Performance Nutrition are optimizing with data support and help from Saras Analytics.
  • Scrutinizing costs and ensuring you are setup for future success was a common theme, Bill Tauscher at Farallon Brands explained the importance of agility in retail, the role of eCommerce and marketplaces, and a view on timing when discussing growth plans with big retail.
  • Conference Partners Jake Cook, CEO at Tadpull and Daniel Mc Carthy, Co-Founder at Theta discussed the importance of understanding and using data sets to help with prediction analysis or growth forecasting.

 

Poll no.3: What is your top financial and operational priorities for 2024?

  • Become cashflow positive: 45%
  • Increase corporate EBITDA margins: 23%
  • Revenue growth: 13%
  • Reduce leverage: 12%
  • Improve inventory turns: 7%

Poll no.4: What is your target for corporate EBITDA by end of 2024?

  • Unprofitable: 0%
  • 1-5% margins : 20%
  • 6-10% margins: 10%
  • 11-15% margins: 60%
  • 16-20% margins: 10%

Poll no.5: What will drive the biggest valuation (profit multiple on exit / listing) of aggregators?

  • Financial profile e.g. corporate EBITDA margin: 15%
  • Brands: revenue quantum, growth, net margins: 54%
  • Being truly omnichannel: 8%
  • Tech & Data competence: 0%
  • Scale efficiencies: 8%
  • Other: 1%

 

Need some comments from the finance and operations panel.

Need a comment from an investor in the space [ don’t name Alex Udea].

Need success stories comment, don’t need too much detail on that.

 

We thank all our sponsors, without them conferences like this would not be possible. We look forward to working closely with you all throughout 2024.

  • Airwallex | ConferenceTitle Sponsor
  • BigCommerce
  • Carbon6
  • Eastwest Basics
  • Factored Quality
  • Getida
  • Grips
  • KAPOQ
  • Saras Analytics
  • ShipPlug
  • Withum

As we mentioned at the event, this will become an annual event, and together, we look forward to making the next one bigger and better.

 

Blog Summary

This blog summarizes key takeaways from a recent eCommerce Aggregation event in New York. The highlights include a focus on profitability, prioritizing organic growth, specializing in fewer categories, deal structuring with earnouts and equity, mergers of aggregators, acquiring Chinese brands, and pursuing an omnichannel strategy in the eCommerce market. The blog also mentions an upcoming European event hosted by The Fortia Group, an investment bank specializing in eCommerce, offering services to help entrepreneurs maximize their exits.

Read Time: 5 minutes

In order to provide the best M&A advisory service, it is imperative that we have the best sector and market intelligence.

To do this we regularly host exclusive thought-leader events with top eCommerce acquirors to discuss global and sector trends, and how they impact the market.

In this round-up piece we will discuss the top takeaways from our recent eCommerce Aggregation event in New York [Q1 2023], highlighting these themes:

  1.   Focussing on Profitability.
  2.   Prioritizing Organic Growth.
  3.   Specializing in Fewer Categories.
  4.   Deal Structuring with Earnouts and Equity.
  5.   Mergers of Aggregators (MoA).
  6.   Acquiring Chinese Brands.
  7.   Pursuing Omnichannel Strategy.

If you are an acquiror and would like a redacted summary of our New York event, please contact us here.

 

Focussing on Profitability

In a bull market, businesses generally chase revenue with a strategy to increase market share. In tightening markets, there is a flight to quality resulting in increased scrutiny around profitability.

Per our annual Survey of Acquirors [Dec. 2022], buyers (incl. PE and strategics/corporates) are pursuing fewer, bigger deals in 2023.

7 out of 10 firms increased their target transaction size in 2022, and plan to increase it again in 2023.

While profitability is prioritized over revenue, naturally acquirors are looking for brands that can demonstrate healthy metrics in both.

Key criteria of top brands (or “Diamonds”) include:

  • A strong brand.
  • Large amount of revenue.
  • Growing revenue.
  • Recurring revenue.
  • Net margins >15% for DTC, 20% for FBA.
  • Significant growth potential.

Prioritizing Organic Growth

“If an aggregator stops M&A does the business still grow?” A question posed by the IC at a well-known investment bank highlighting the need for balance between inorganic and organic growth.

That said, there is an increased focus on operations in 2023, and driving organic growth with new product development is one strategy most acquirors are prioritizing.

Therefore, entrepreneurs seeking to maximize valuation at exit need to prepare an interesting road map of future product development that will continue to grow organically and attract top buyers.

Specializing in Fewer Categories

The benefits of category specialization can provide focus to create real operational efficiencies to boost organic growth and gain greater market share.

Furthermore, with less appetite for risk in the market, acquirors are becoming more ruthless with non-core brands, allocating fewer resources to operate them and in some cases eliminating or selling them altogether.

As a result, competition is increasing for quality assets in certain categories. As many acquirors have imposed investor constraints, we are seeing greater scrutiny around financials and what are considered add-backs informing the final consideration.

In turn, the level of preparation required of founders to ensure their business is exit ready, attracts the right buyers, navigates diligence, achieves the highest valuation, and closes has also increased.

Deal Structuring with Earnouts & Equity

In our Survey of Valuations [Q3 2022] 65% of firms were shifting the structure of deals toward deferred components like stability payments and earnouts.

In our recent Survey of Acquirors [Dec. 2022] 7 out of 10 firms expect this trend to increase in 2023 resulting in even less upfront compensation for the entrepreneur.

At a Wall Street level, earnouts have been historically problematic at best, many ending in litigation.

In light of recent lawsuits in the eCommerce aggregator space this seems to be playing out in the private market too, in one of three scenarios:

  1. The aggregator is in financial trouble and cannot pay the earnout.
  2. The brand has been poorly operated post-close, and therefore doesn’t achieve the earnout. The markets obviously factor here.
  3. Lack of investment post-close leads to poor performance and no earnout.

Earnouts | Revenue Vs. EBITDA

In order for earnouts to deliver, they need to be simple. Some acquirors have argued that revenue based earnouts are simpler and more transparent than earnouts based on EBITDA. The argument goes that the further down the P&L one goes, the harder it is to track, and therefore there’s a greater risk to the entrepreneur in the earnout phase.

While deferred components are used to de-risk the acquisition, and therefore favor the buyer, the role of earnouts in the deal structure needs a more open and thoughtful discussion in the sector.

Equity Based Compensation

On the topic of deferred components, founders need to carefully consider their post-close involvement as more aggregators are adopting a PE acquisition model that seeks to retain the founding team to scale the business post acquisition.

Offering equity in topco is becoming a more common form of incentivization because it retains the expertise of the founding team, and also keeps them engaged in building the brand long term.

Zack Flint, Head of M&A at D1 Brands pointed to this development in the sector in a recent webinar when he said acquisitions will soon resemble more of a partnership between brand and aggregator where they both share in the upside and the risk.

Mergers of Aggregators (MoA)

Consolidation among aggregators has begun and will become more prevalent in the coming year.

As new rounds of rate hikes are delivered to temper the ever-persistent inflation, acquirors that have funded their business model with credit will be increasingly in threat of breaching their debt facilities and covenants [tough market conditions are making it difficult to raise new capital (equity or credit) at the momentum]

Even at a portfolio level, where some acquirors have enacted a moratorium on acquisitions in 2022, the recent decrease in earnings will impact corporate EBITDA, potentially forcing debt providers to take some corrective measures.

This is just one of a number of scenarios that could lead to investor intervention and potential consolidations in the market.

Acquiring Chinese Brands

In a short survey we conducted last June [2022] only 28% of acquirors said they would consider acquiring Chinese FBA brands.

Adequately conducting due diligence on Chinese assets is comparatively unknown and therefore a barrier to acquiring in that region.

However, in light of the fact that more than half of all new sellers on Amazon and Walmart are coming from China precluding this region seems unsustainable.

Per our recent aggregator event [Q1 2023], four of the firms in attendance stated they had already completed a deal in China and were open to doing more.

Pursuing Omnichannel Strategy

To date, there have been FBA focussed aggregators and direct-to-consumer (DTC e.g. Shopify, WooCommerce etc.,) focussed aggregators.

However, having navigated a post-pandemic hard landing, most aggregators are diversifying risk and beginning to explore an omnichannel customer acquisition strategy.

Founders that can validate growth on owned channels, should attract a larger pool of acquirors for their brand when they choose to exit e.g. private equity firms.

Join Our Upcoming European eCommerce Aggregation Event

eCommerce Aggregation Amsterdam March '23

The Fortia Group is hosting an exclusive thought-leader event in Amsterdam for eCommerce aggregators.

28th March at 2pm CET

Roundtable from 2pm – 6pm, followed by a drinks reception and dinner till late. Sponsored by Accel Club.

This is strictly for C-suite and Heads of M&A.

Sign Up Here

Spaces are limited to 30 attendees, and one person per firm.

Partner With The Fortia Group

As an Investment Bank that focuses specifically on the eCommerce lower and middle market, The Fortia Group differs from other firms and secures the best deal by:

  1. Offering an Exit Ready programme to prepare your business to go to market, even 1 –3 years out.
  2. Running a competitive auction with all the relevant buyers including PE firms, family offices and strategics to achieve the best valuation.

If  you are an eCommerce entrepreneur seeking to maximize your exit in 2023 or 2024, contact us today to explore the best exit strategy for you. 

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