Welcome back, folks! I was lucky enough to bag an invite to FE International’s Tech Trailblazers Meetup: Empowering London’s Visionary Founders.
The founder’s networking event was a real treasure trove of insights, featuring a fireside chat with Kevin McKeand, the SEO of Thrivecart, and Shaa Wasmund MBE. I must say, I walked away with a wealth of knowledge from their conversation.
Thrivecart, fresh off a successful round of funding to the tune of $35 million, is not only ramping up its operations but also seeking promising startups that reflect its vision. Kevin offered keen insights into what precisely Thrivecart is seeking in their potential acquisitions.
As if that wasn’t enough, Shaa Wasmund MBE provided some fantastic tips on negotiating earnouts. Her advice, particularly relevant in an economic downturn, was exceptionally enlightening.
All in all, the evening was splendid. Not only did I learn a tremendous amount, but I also met an array of fascinating founders. To ensure I didn’t miss a beat, I brought along my sound recorder, capturing the entirety of the fireside chat. Thanks to Discript, the entire discussion was transcribed seamlessly, ready for you to enjoy Dear Reader!
Tech Trailblazers Meetup: FE International
Empowering London’s Visionary Founders. Here I am below with my little notebook!
Table of Contents:
- Kevin, from your CEOC, tell me a little bit about what you’re looking for in a deal of that size?
- So when you look at an acquisition, you’re deploying capital. What are the main metrics for us that we care about?
- You’re obviously not the founder of Thrivecartt, but businesses like Thrivecart don’t grow themselves. They are usually founder-driven at the start. Tell us about the founder of Thrivecart and the people involved.
- How did you approach it from when Josh got to transition out, but also what do you do with the current employees, at least with the business?
- So the second most common question we get is, what happens to my existing customers?
- So from the user perspective and I guess a lesson for people selling, thinking of selling a business, what could have been improved in the communication post exit?
- So you’re someone that’s had multiple successful exits. You’re now building your unicorn. How important were those previous? I’m assuming smaller than a billion, exits along the way. How important were they to now get to where you are now?
- Kevin, can I ask, when you purchased Thrivecart, can you say what multiple of ARR you paid for it and what percentage of that was in shares?
- My first question on valuation is obviously you came to an EBITDA multiple valuation, but there must be other factors. The first question is, what are the other factors? The second question is on the earnout. How does that work in a good and a bad economic environment? And how do you address that as part of a deal?
Thrivecart CEO Kevin McKeand: Hi Everyone I’m Thrivecart CEO Kevin McKeand,
Thrivecart was developed largely for people that build and run their own content businesses.
This year, Thrivecart will generate through our platform about $1.5 billion in volume revenue for our customers. We have about 50,000 people that purchased our software since the beginning of time.
Shaa Wasmund, MBE: hey, guys, I’m Shaa. I am a Sunday Times bestselling author, and a serial entrepreneur. I have two exits behind me, and I am currently working on my unicorn. And it’s nice to see some women in the audience. Yeah, it’d be nice to see a few more of you as well! It’s also nice to see not a whole bunch of white men. I don’t mind white men, but it’s really nice to see diversity in the group.
I think this is really important because the landscape of the future has got to be about representation and diversity across the group and making those conversations more open to everybody having them, which is why I’m really grateful to be here this evening.
FE International CEO & Founder, Thomas Smale: Thanks so much. So why don’t we get started with kind of, like, boring questions? So, Kevin, late last year, the fund you’re partly, responsible for currently have nine figures assets under management. The Thrivecart acquisition and funding was $35 million. I think for many of you in this room, some of you may have bigger businesses that 35 million, many might be a little bit smaller than that. But
Kevin, from your CEOC, tell me a little bit about what you’re looking for in a deal of that size?
Kevin McKeand: So, in terms of our investment thesis, I’ll give a little bit of background on that and what we’re specifically looking for now, because we’ll be acquiring several other businesses this year. Thrivecart, based on what I’ve described, our ICP, our ideal customer profile is: 68% female-owned businesses, 78% of them are in the US. The UK is the second largest market for us. 98% of what they sell is digital content.
And so the ecosystem that we’re building, as well as the combined investment pieces that we have, is: we’ll be looking to acquire businesses around webinars, podcasts, community creation, landing page development, software solutions and SaaS software solutions which help our customers grow their own business by coming to us and getting all of those solutions in one place. And so that’s our plan for the fund. Our investment thesis is really around businesses that are somewhere between two and $10 million a year in annual revenue with at least 25% to 30% annual revenue growth. EBITDA positive and ideally, founder-run still, because we work very closely with these founders and businesses that we acquire to help grow the business to the next level: and so that’s pretty important.
Thomas Smale
So when you look at an acquisition, you’re deploying capital. What are the main metrics for us that we care about?
Kevin McKeand: Number one is revenue growth, but that is a top-line KPI or a metric that we measure.
But underneath all of that is a thriving, satisfied customer base, people that are happy with product solutions that we build, but also a robust roadmap. So we have to keep on delivering product solutions that our customers are looking for. So we’re looking for an organization that has a continual development of these new product solutions that are continuing to make the business even stronger and to help them grow their own businesses. So primarily, revenue growth, EBITDA positive, growing customer base. And also we look very closely at PS scores.
Thomas Smale Sure,
You’re obviously not the founder of Thrivecartt, but businesses like Thrivecart don’t grow themselves. They are usually founder-driven at the start. Tell us about the founder of Thrivecart and the people involved.
Kevin McKeand: Josh Bartlett founded Thrivecart and Convertbox. In 2016, he grew that business to multimillion dollars a year in revenue and profitability with just four people. And so Josh is a product marketing person. That’s his background, that’s his love, that’s his passion. And so when we acquire the business, we work very closely with the founders. In this particular case, Josh works very closely with me on product vision and what is going to come next in developing those products. But the opportunity that we found in that business that he acknowledged was his background and experience is not in marketing. And so he did not necessarily know how to promote the business, how to grow an active and thriving affiliate network, but also how to do simple things or relatively simple things like paid ad search or event marketing or things like that. So that’s where we come in. We provide that expertise and experience with Josh, the founder, to help grow the business. This year, in 2023, we’re currently on track to double their revenue from 2022 just by doing those things with Josh.
Thomas Smale: Very good. So, in the years I’ve been running FE International, we’ve sold over 1200 businesses. Now, every single business is different. And every deal is unique. But it’s probably the most common question we get from founders who are thinking about selling is, ‘What about the team?” Almost every founder cares about their team. There’s a common misconception that all founders care about is valuation. The person who pays the most will get the deal. That is sometimes true, but not necessarily always true. So tell me about the Thrivecart team?
How did you approach it from when Josh got to transition out, but also what do you do with the current employees, at least with the business?
Kevin McKeand;
So when we acquired the business, as I said, there were just four employees. They are now 15. So we more than tripled the size of that business. But the employees that were there through the beginning of this business with Josh, they have an enormous amount of institutional knowledge and experience, and we want them on board. So we incentivize them to stay with the business. And we also incentivize through the acquisition, we incentivize the founder of that business to encourage those employees to stay as well. So we connect them in through the purchase price of that retention of those employees. Because our goal isn’t to come in and change everybody out.
To create value we’re actually investing a lot of money in this business to help it grow. And so we want the team to stay. We want them to be incentivized. And in some cases, like in the case of Thrivecart, we’re giving them the ability down the road to actually have some ownership of the business which they may not have had through the founder.
Thomas Smale: That makes sense.
So the second most common question we get is, what happens to my existing customers?
This is like a big, bad private equity firm coming in. They’re going to take over the business. You’re going to quadruple prices. All the users are going to leave. They’re going to hate me. I’m the founder. This is bad.
We have Shaa here today, who, beyond being a successful serial entrepreneur, is also a user of Thrivecart and is quite an active affiliate as well. So I thought it’d be interesting to hear a somewhat unbiased perspective.
Shaa Wasmund MBE: Okay. And I’m sure you’ve all watched Steve Jobs: Sanford ‘Join The Dots speech, but I think this conversation right here really reflects that. I know Kevin because I am a Thrivecart user in my business. I’m also one of their affiliate partners. And what happened was when the acquisition and the investment was made, they brought on a new head of product and development who reached out to me and said, hey, Shaa, we can see that you’re a really active customer. But you also have sold quite a lot of products for us. And we don’t really work that hard to sell the product because, genuinely, I believe ThriveCart is a phenomenal product that I use so I can, with integrity, sell it to my customer base. It was very easy for me to do that.
Now, that conversation then led to me flying to Austin to talk about how we could work together on other projects and potentially new projects and potentially investments. And so coming back to the question:
I just think the single biggest currency that you all have is your relationship. And nothing is more important if you’re thinking of exiting than figuring out how you’re going to start joining those dots now.
So from being a customer of Thrivecart, not knowing who Kevin was, to putting the effort in to get in on a plane to fly to Austin just to meet with Kevin and the team to send me here today, that’s how you join the dots.
And I just think it’s really important in an age where we’re all stuck on Zoom and don’t even rarely make it out of the house, to remember that the relationship-building piece of exit is absolutely fundamental.
Shaa Wasmund MBE
As a user of Thrivecart, when the investment was made, for me, the first thing I thought was, what does the roadmap look like? So I wasn’t worried about them shutting everything off and turning into a tertiary product range. I was actually thinking, they’ve got this investment, what does the roadmap look like? I’m genuinely interested to see how was that investment, what was the output going to look like, and what was going to be for their customer and user. And actually, what I’ve seen is an increase in communication from them. So previously there were very few emails and communication to your customer. You’d never hear from them too, I would say, very frequent communication. Not necessarily trying to upsell you anything all the time at all, but keeping you up to date with what’s coming.
So what they’re doing is, they’re keeping their customers interested in what’s coming down the roadmap. So as a user, what I wanted to see was, how are you going to deploy the investment and what does that look like as an increased better experience for me, the customer? How can I do the things that Kevin’s been speaking about? How can I move more of my ecosystem into one place? So how can I maybe take this bit that I’m working with over here and bring it into Thrivecart? So for me, that’s what I wanted to know, whether I guess a user and an affiliate, how do you think about and obviously, every time you’re promoting a product, you’re putting your name and reputation behind it. It’s not just a fine financial instrument, I make two 300 pounds every time I sell a license. So what do you think about the new ownership in terms of whether or not you should trust them to continue promoting the product? Just about they reach out? Yeah, I mean, I wouldn’t have got on a plane to Austin if I didn’t think that they were worth backing and investing in and promoting.
I work with a lot of online businesses, we were already a partner with a competitor, Kajabi, and we would have made three times the revenue by promoting Kajabi than we would have done Thrivecart because their product is three times more expensive, but it’s not three times better. In fact, Thrivecart is a better product.
All of my programs were on Kajabi and I saw Thrivecart come up and I went to look at it. I’m like, I genuinely believe, having not known anybody in the business, that this is a better product for my audience. And I believe that my goal is to serve my audience. So I moved everything that I was doing on Kajabi, moved onto Thrivecart, and only after I’d been on Thrivecart for three months and genuinely knew that it was a better product was I prepared to promote it. But financially, I would have made more money promoting Kajabi. But from an integrity perspective, that’s not the best solution for my audience. That makes sense.
So from the user perspective and I guess a lesson for people selling, thinking of selling a business, what could have been improved in the communication post exit?
I think the thing is, you’ve got to be honest that most people don’t even realize that there’s been an exit. Right? Let’s be real. Most of your customers are not going to understand that. We all think that they will, but they won’t unless you tell them actively. So I think that the communication should be one about outlining the roadmap. So in case they do have any fears that you’ve been consumed by some big conglomerate who’s now going to double their prices and half the, you know, the efficacy of the product, tell them what the roadmap is. Tell them why you execute or why you take.
In the investment, make them feel like they’re part of the journey. Because if you’ve got an earn-out, you want to keep those numbers running. So you want your customers to feel like they’re part of the journey, so they stick with you, because what your investor doesn’t want to see is a drop in your MRR or your AR. They don’t want to see a drop in your customer base. And if you keep your customers feeling like they’re on that journey with you, you’re also, from a self-perspective, more likely to do your exit in terms of any kind of earnout that you’ve got baked in.
Thomas Smale: That makes sense. So probably the third most common question we get regarding exit is like, oh, what am I going to do next? I think a lot of people look at it as if they’ve only ever built one business and that’s the only thing they’ve ever done. They think it’s bit of a zero-sum game. So I sell, I make $10 million, $50 million, $100 million, whatever it might be, all nine, five numbers, but what do they do next? And obviously, you made a good point. I think if you’re in this room, you’re probably thinking about all the right things and you’re making connections that can help you on your next venture or multiple future ventures.
So you’re someone that’s had multiple successful exits. You’re now building your unicorn. How important were those previous? I’m assuming smaller than a billion, exits along the way. How important were they to now get to where you are now?
Shaa Wasmund MBE: Super important. And I want to be really honest about this because my first exit was in my 20s. We exited for $18 million. And I just lived a freaking wonderful, amazing life for three years. And I don’t regret it, but I spent a ton of money with my friends, and my family, and actually created incredible memories. And then I thought, well, and we were talking about this earlier, I believe that if you’re an out-and-out entrepreneur, once you’ve had one exit, there’s no way you’re not going to start working on your next one. So your mind’s just not wired like that. So what I learned from those earlier exits, interestingly, is if you’re in the UK. You should probably be looking to the US to raise money. That’s a controversial conversation.
I think that the early exits make me realize that when you take money on board, an exit is different. But if you’re taking money before an actual exit, be very careful who your bedfellows are, because you want people who really believe not just in your vision, but in how you want to run the company.
Shaa Wasmund MBE
And that wasn’t always the case in previous ventures that I’ve had. I think that the previous exits give you a degree of confidence that you’re able to back half. Up what you’re doing with actual facts. Even if those exits were smaller than the one that you’re currently aiming for, I think they show a VC, they show a private equity firm that you’ve got the experience and that you are probably wiser in your conversations around asking for help and support. I think that’s a big piece of it as well.
Thomas Smale: So you’ve done a really good job promoting Kevin. But my question to you about your unicorn is, what are you building?
Shaa Wasmund MBE: So I’ve spent the last five years working in the coaching space, working a lot with online businesses. And I think when you look back at my career, I come from a super working-class family, grew up in a Council Estate, the first one to go to university. My great mission is always to help everyone fulfil their greatest human potential. And I absolutely believe that coaching is a core component of helping people do that because you can only develop your business as far as you can just develop yourself. And what I recognize is that in the corporate workspace, whilst the investment in coaching is increasing between 8% to 12% year on year: there is currently no platform to help the employers actually procure the coaching or for the employees to actually self-select their own coach. So if you’re given coaching through the workplace, you’re given a coach, you don’t know who they are, you haven’t chosen yourself. It’s fragmented.
It’s a wide-open market. Nobody’s really joined the dots together. And sometimes it’s one of those. It’s a perfect storm. You’ve got all the experience, all the connections and all the contacts.
Thomas Smale: Cool. So I’ll let people ask some questions. If you have questions for me or anyone in the FE team, we’ve got Crystal, Kishan, Max at the back, so feel free to ask us afterwards. But do I have questions for Kevin and Shaa? Shaw? I’ll walk around slowly with a microphone. 6s
Audience Member:
Kevin, can I ask, when you purchased Thrivecart, can you say what multiple of ARR you paid for it and what percentage of that was in shares?
Kevin McKeand: So the way that typically that we acquire a business is an asset sale. The multiples are based on EBITDA. And so that’s why it’s important to us to have a profitable business.
And in terms of the way we do it, they’re typically structured deals, meaning that there’s a valuation that’s decided upon and agreed to and then it’s often a three-year structured deal. And so the structure of it is based upon several things, as you would imagine.
It’s based on reps and warranties, based upon the founders continuing to be engaged and involved in the business to help me not just take it over, but also run it. And then it’s also based on EBITDA growth. And so they’re co-invested with us to see that growth happen.
And that’s why it’s important that when we come in with a founder, we have a level of trust. Because the very first thing they think I’m going to do is to increase their cost, which is going to destroy the EBITDA that they develop. And then that’s going to cause them to miss the targets and not make the money. That’s exactly the opposite of what we’re trying to do.
Kevin McKeand Thrivecart CEO
So every dollar that we’re investing in Thrivecart, is bringing us three to four X in terms of that revenue and EBITDA.
Kevin McKeand, Thrivecart CEO
And so they learned to like that a lot because we’re coming in with that crystallized knowledge and experience and helping them grow that business to a level that they thought was possible but maybe they didn’t know how to do. So that’s typically how the model works.
Shaa Wasmund MBE: So I think that the easiest way to do is actually to reverse it. So rather than set out what you’re looking for in them, although you should have those ideas, be very clear about what your non-negotiables are. So be very clear. This is my deal sheet and this is it. I can talk about these things. These are non-negotiables. And if you can’t meet these, it’s not worth me having a conversation. So being very clear on what role you want to have in the business, being very clear about your vision and your execution for the vision and making sure that that is crystallized in such a way that it’s very clear to anybody investing with you that they’re either in or they’re out, that there’s no grey area. Because I feel like it’s easy to do that from your perspective because they either sign up for that mandate or they don’t sign up to that mandate. And if you can get them to do that, then I think it’s very much a personality bet.
If you don’t get the right vibes from somebody, just trust. Your instinct. And that’s not like a spiritual thing, it’s super scientific, this is real. You’re going to have to live with these people for the next three to five years and if they rub you up the wrong way or you rub them up the wrong way, it’s never going to end well.
Shaa Wasmund MBE
So I think that whilst you have to do all the hard logical numbers pieces and have your own mandate that they either sign up to or they don’t, you also need to trust your instinct. Do want to spend the next three years working with this person day in, day out? Yes or no? That’s a really good answer. I think the same applies to an outbreak acquisition as well. Definitely. If you’ve got an earner, if it’s a clear exit and you’re out, different story. But like with ThriveCart, Josh has got to believe that he wants to work with Kevin for the next few years and they’re going to work together as a team because Josh also needs to earn the of that as well.
Thomas Smale: I would say one thing, if you’re a seller and you’re thinking about selling, a lot of people go in thinking they’re non-negotiable at some point. So a lot of people say, oh, no one wants an earn-out
But I’d say it’s always useful to keep an open mind. If you don’t end up making more money than what you would have exited to somebody else, an earn-out can be fantastic.
Easy to say I don’t want any earn-out, but actually if that earn-out is going to ten X what you would have left with, and you believe in the end you’re getting enough upfront, then I think it’s definitely worth a conversation. You shouldn’t just dismiss it.
Thomas Smale FE International
Kevin McKeand: It’s around incentive and trust.
What do you do from both seller and buyer side? There’s trust in the earnout and how do you build trust both ways and how do you incentivize them beyond just, oh, I believe you’ll do it? And beyond the earnout, is there anything else that you build beyond, oh, if we do it, there’s 20% more for you. And also I just trust you. I think it’s a really important question and I think trust is the core of it. The question is how do you build trust? And so I’ll give you an example about ThriveCart. So there were several pieces of the earnout. That Josh had, one of which was not time-based. It was just a particular activity that he had to do that was going to pay him out high six figures as a part of the deal. When I joined and we came in and we acquired the company and I joined the CEO, I took over that particular project from him, and I did it for him. And so based on my background in Fintech, it was something that was related to our payment partners that I was able to go accomplish. And the idea was he had to get it done in the first six months in order to earn that part of his earnout. I did it for him in 90 days. And I earned his trust by showing him that not only am I just going to hold him accountable for getting the things done, that he needed to get done to pay him the money, but that I was going to jump in and do whatever I could to help him do that, So for him, that built trust. And we’re only about seven or eight months into the acquisition, there were two or three steps to the earn-out that were already in that first six months. We paid out all three of them at 100%. And so I think that’s how you build that trust. I can’t just say to him, you should trust me. Like, this is going to work out the way you want it to. I have to show him. And so that’s what I’m trying to do with him. And I think that’s working now. He believes that he can sort of trust me, that I’m going to help him hit those targets, that I’m not going to come in and for some, whatever reason, try to destroy his ability to hit those targets. It happens.
But I think the next business that we acquire, which we’re doing right now, it’s a UK-based business. I’m meeting with them tomorrow and Friday and they, for example, talk to Josh and say, how did this work out? Josh says it was fantastic. It worked out great. Kevin and his team came in, they really added a lot of value and they helped me hit my targets. And so the next one and the next one, the next one, that’s how I built my trust.
I think it’s an important question because oftentimes when we’re doing the acquisition discussion, the dance, so to speak, the founder will say, oh, I could easily double the revenue of this company in two years. Really? You’re willing to agree to that? And an earn-out? And that’s really where the rubber hits the road on that conversation. Right, but we don’t do it like that.
We just say, look, what’s a reasonable growth strategy that we could build for this business together based on a product roadmap, additional marketing and funding, bringing some people that know how to build a partner program and an affiliate program, and what’s reasonable? It’s aggressive, but it’s reasonable. So they’re co-invested with us and making that a reality, but it’s not impossible. And to the point made earlier, oftentimes these earnouts can be more than just a fixed amount. It can be based upon the growth above that fixed amount so that they’re not just co-invested in that earnout, but they’re also financially co-invested in that. So it could be higher than what the original purchase price was that we agreed upon.
Audience Member: I’ve got two questions. They’re both small, one because they’re slightly repetitive. So one’s on the earn-out and one’s on the valuation.
My first question on valuation is obviously you came to an EBITDA multiple valuation, but there must be other factors. The first question is, what are the other factors? The second question is on the earnout. How does that work in a good and a bad economic environment? And how do you address that as part of a deal?
Kevin McKeand: All right, let me see if I can remember the earn-out piece of it. So what is it based on? What is it in addition to the EBITDA that you care about when making the acquisition, valuation, spend it I would say three probably more things. Quality of the team, quality of the solution itself. We go through an extensive due diligence process, including tech security and infrastructure. Due diligence. So we know what we’re buying. We know that it is solid tech, and I would say revenue growth. We might be looking at a business since December as an example.
I’ve looked at 140 different businesses and chose one to acquire. And so what was different about that was the team, the tech and the revenue growth, meaning opportunity. And so we may go into that business and they’ll say, Well, I’ll do $5 million this year in revenue and $2 million in EBITDA. That’s great. But what does the growth look like? What has it been last year? What is it projected to be this year? What’s the trend and trajectory that they’re on? And that’s really important. So if you want to get that multiple on the valuation. Show that revenue growth. Obviously, the reason why I’m saying it that way is because you will have some founders that are just sort of running out of steam, and that revenue growth has gone from like 80 to 50 to 30, and maybe it’s ten. Well, there’s something else fundamentally wrong with that business. And so what I want to see is and I understand as the numbers get bigger, that percentage isn’t as big, but I want to see it more like 80, 50, something like that. And then that tells me that there’s an ongoing growth trajectory that we can build off of. And that’s one of the key things I look for.
Shaa Wasmund MBE: So the second part of your question, I think, is a really great question, and I think it’s something that more people should think about. I witnessed it firsthand, not as the founder, but being part of a board of a fintech company that had an incredible valuation, was working through an exit, and then the market tanked. And that had such a dramatic impact on them So I think that for me, the best way to address this is that you have all of the numbers that you agree with. You have all of the earn-outs that you agree to, but you put some kind of backstop on it with a provider, the market conditions, and you have triggers. You both have to agree in advance. Right?
So the stock market falling below this, the inflation here, this happening, you can have a multiple of different triggers. And when those triggers kick in, rather than you being judged against your own projections, it should be to some degree at least, looked at against industry-wide growth.
Shaa Wasmund MBE
So that you’re not being judged about where you were then. You’re being judged where you are now in the market that you’re in now in relation to your specific category and niche, because you’re still making that growth, then you should still be getting the earnout. Because actually, it’s all going to wash itself good in three years time. And whoever acquired you is going to see the benefit of that. Does that make sense? That’s how I would handle it, yeah. Thanks so much.
So we have officially 20 minutes, but I think unofficially we can probably run over slightly. So I’m going to wrap up now. I want to thank Shaa for coming and Kevin, who just flew in from Seattle, so he’s the most jet-lagged person in the room. I know you’re both extremely busy, so best of luck, Kevin, with the acquisition. Best of luck with the new business. Shaa if anyone has any questions for anyone, we’ll be around for a while. If you need extra drinks tokens, ask anyone from the FE team, you thanks so much and enjoy the rest of the evening!
I hope you enjoyed this post guys, there’s a new blog every four days here on FireFortuna.com
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