LM+Co Capital’s Q2 2018 Newsletter


We are pleased to present LM+Co Capital’s Q2 2018 Middle-Market Update. This newsletter offers a recap of 1H 2018 activity and an overview of key trends impacting current US Mergers and Acquisitions (M+A) and Capital Markets for the balance of 2018.


*LM+Co Capital is an independently operated affiliate of LM+Co. A licensed broker dealer, LM+Co Capital is registered with FINRA, SIPC.

LM+Co Capital’s Q3 2017 Newsletter

We are pleased to present LM+Co Capital’s Q3 2017 Middle-Market Update. This newsletter offers a recap of 1H 2017 activity, and an overview of key trends impacting current US Mergers and Acquisitions (M+A) and Capital Markets for the balance of 2017.


*LM+Co Capital is an independently operated affiliate of LM+Co. A licensed broker dealer, LM+Co Capital is registered with FINRA, SIPC.

Will Grocers Succumb to the Current Retail Crisis?

We’ve recently seen an unprecedented number of retail store closings. Retail bankruptcies in just the first half of 2017 have already surpassed the number of retail bankruptcies for the entire year of 2016. If supermarkets follow in the footsteps of other retail segments, then 2017 could be disastrous. Joining the list of bankrupt companies are Marsh Supermarkets Holding, LLC and Central Grocers, Inc., both of which filed for Chapter 11 bankruptcy in May 2017. What does the future hold for grocers? Are supermarkets facing the same demise as other brick-and-mortar retailers?

The good news is that food is a necessity and not a luxury.  The bad news is that margins are razor thin and competition is relentless. Grocery stores, not unlike brick-and-mortar retailers, are hanging on by a thread, not just trying to thrive but simply survive in this environment. What is driving such intense competition for grocery stores?

  • Food deflation contributed to price wars as grocers passed along savings to consumers; although consumers benefited, the result was even lower margins for grocers
  • Expanding and competing retail channels for groceries including other options such as meal delivery service
  • Invasion of foreign discount supermarket chains in the US; Lidl is a new entrant while Aldi has announced aggressive expansion plans
  • Changing consumer behavior and expectations including convergence of brick-and-mortar and online shopping; delivering perishable and refrigerated goods has some unique challenges

Supermarkets have been somewhat insulated from the online pressures contributing to the demise of some brick-and-mortar retailers. But grocers are no longer immune. As a supermarket operator, are you experiencing these tell-tale signs?

  • Unable to meet sales forecast and experiencing declining same store sales
  • Struggling with cash flow and forced to stretch payables to vendors or requesting an accrual of interest payments
  • Experiencing high turnover including the loss of key management
  • Negotiating with Lenders only willing to extend maturity dates on a short-term basis
  • Cutting your capex spend in half so you have sufficient cash to continue to operate and service debt

If you are spending more time putting out fires than performing your day-to-day duties, then it probably means that your business is in trouble.

The time frame to act is getting shorter and retailers need to conserve cash — to ensure that the runway is long enough to allow for an operational turnaround of the business or debt restructuring, or risk liquidation. Recognizing the warning signs and taking action early will ensure the best possible outcome and preservation of value.

Stop Hemorrhaging Cash

The first step is gaining control of your cash. This may require applying a tourniquet to stop the bleeding.  Be realistic about the performance of your business and understand your cash needs.

  • Develop realistic financial projections so you do not fail before you even begin
  • Understand your cash needs; prepare a rolling 13-week cash flow forecast to understand immediate cash needs and a long-term cash flow forecast to account for one-time payments
  • Optimize liquidity through effective management of accounts receivable and payable; don’t leave money on the table; a simple phone call may be all that’s needed to prompt customers to pay past due amounts
  • Involve the entire organization; ask your employees for creative ways to save money; reward them with a pat on the back or provide monetary incentives

Operational Restructuring

The second step is fixing the business.  Companies need to assess operations and take the necessary action steps to ensure the survival of the business.

  • Identify the problems and find solutions
  • Maximize operating efficiency
  • Improve margins and profitability
  • Stabilize the business
  • Set realistic goals and manage stakeholder expectations
  • Restore the trust and credibility of creditors and employees

Financial Restructuring

Lastly, you may be operating at higher efficiency, but this may still not be enough to service your debt especially for companies that are highly leveraged. A debt restructuring may be necessary to ensure the company’s long-term viability.

  • Develop a plan which maximizes recovery
  • Be transparent and provide clear communication to all parties; be cognizant that lenders or investors may be losing all or part of their investment
  • Assess whether a debt restructuring can be done out-of-court; this will require consensus which may be difficult given different interests among creditors
  • Retain professionals to assist


Our experience tells us time is of the essence. Companies often wait until they have burned through their cash and depleted other resources before taking action. A turnaround specialist or Chief Restructuring Officer (“CRO”) has the independence and can make the hard decisions. Often a company in crisis will have lost credibility and the trust of its creditors and employees. A CRO can build the consensus necessary for a successful turnaround of the business, leaving Management to focus on operations, safeguard the business and prevent further deterioration.

The entry of Lidl in the US, aggressive domestic expansion plans of Aldi and the combined forces of Amazon and Whole Foods will only make it more difficult and disruptive for grocery operators in 2017 and beyond.

Loughlin Management Partners + Company (“LM+Co”) has a team of turnaround and retail specialists that can assist companies in navigating the complexities of the corporate restructuring process.


Strengthening the Fundamentals: Critical Building Blocks on the Path to Grocery Success

With Amazon’s recent purchase of Whole Foods, pundits are speculating what the reaction and next move should be among grocers struggling to survive. Grocers already face intense competition, not only from traditional supermarkets but from a wide-ranging array of other retail channels, including supercenters, warehouse, limited assortment, specialty, discount and convenience/drug stores.  Given the entry of Amazon, an e-commerce juggernaut with the resources to significantly alter the landscape, is it time to give up?  Should operators just throw in the towel?  Our answer to those operators willing to focus on the fundamentals is a resounding NO.

More than ever, grocery operators need to focus on the customer, food and store atmosphere.  Your store needs to be the place where customers can escape.  Shoppers want – in fact they DEMAND – a clean and friendly place where they’re greeted by displays of colorful fresh produce and flowers, can taste a sample of the latest imported cheese and enjoy the aromas of roasting coffee and freshly-baked bread.  And most importantly, today’s discerning, some would argue finnicky, shopper looks for welcoming smiles from helpful staff when they need it.  A website, no matter how sophisticated and efficient, can’t replicate the sensory experience and compete with a friendly smile.

Too many companies are focusing on factors out of their control and losing sight of some basic fundamentals that, with the proper levels of planning and executional consistency, can yield a positive impact for grocery operators in a relatively short timeframe.

Think about it:  losing a customer is easy, while customer acquisition is difficult and expensive.  Customers are fickle and generally have little or no loyalty especially given the number of options available. Key to enhancing the customer experience, which is critical to operational and ultimately financial performance improvement, is a focus on the core values and key elements important to today’s shoppers, which we refer to as “the 4P’s.

  • Physical attributes of the brick-and-mortar
  • Product offerings and selection
  • Price and value perception
  • Pleasing customer experience

Physical Attributes
Doesn’t Amazon’s biggest bet yet with the acquisition of Whole Foods mean that brick-and-mortar stores are still relevant?  Do your shoppers keep coming back or are they turned away by the unkempt appearance?  Do your displays make consumers want to buy more than what was on their original list?

  • Location and proximity: Consumers tend to choose stores closest to where they spend the bulk of their time, whether that be their home or office
  • Ease of entry and exit: People value time and convenience
  • Efficient pickup: Customers expect timely processing of orders and ease of pickup for online orders
  • Visual appeal: Exteriors and interiors of stores including bathrooms should be well-maintained
  • Cleanliness: Store cleanliness ranks high among customers especially when purchasing food

Product Offerings
How do you incentivize consumers to shop at your store?  Are your customers willing to drive a little farther or pay a premium?  Are your products of the highest quality to satisfy even the most discriminating shopper?

  • Selection: There is increasing demand for fresh, organic or gluten-free products
  • Specialty: Stores can differentiate themselves with a wide selection of specialty products such as imported cheese or olive oils
  • Prepared foods: American are increasingly turning to prepared foods to save time
  • Fresh produce: Produce can dictate whether a customer chooses to shop at your store
  • Quality products: Maintaining the highest quality products ensures that customers keep coming back

Price and Value Perception
Are you competitively priced?  Do your customers realize that your prices are lower than that of your competitors?  Are your customers’ basket size bigger than your competitors?

  • Promotions: Customers like to feel that they are getting a good deal
  • Price: Operators need to ensure that their investment in price reductions are being valued by their customers and not just furthering reducing margins
  • Private labels: Companies are continuing to expand on their offering of quality and reasonably priced alternatives to branded products
  • Signage: Customers like easy to understand pricing and signage which identifies weekly promotions
  • Inventory: Operators need to ensure that there are no empty shelves and out-of-stock inventory especially for promotional items

Pleasing Customer Experience
Are your staff friendly and helpful?  Are you making sure your customers’ shopping experience is quick and easy?  Do your customers look forward to coming back?

  • Checkout: Shoppers value their time so a quick and easy checkout is important especially during peak hours
  • Staffing: Stores need to have adequate staffing at the various counters such as deli and bakery to avoid long waits
  • Layout: Store layouts should be logical to allow for ease of finding products
  • Service: Finding friendly and helpful staff when you have a question can easily turn the customer experience from frustrating to pleasant

Investing in online and innovative strategies is great, but wasteful if you are losing customers due to dirty floors and bathrooms, having to wait in long lines at the deli counter or checkout, touting yourself as the provider of organic produce but displaying spoiled and bruised products and marketing promotional items to attract customers but having customers walk away because of empty shelves.

Loughlin Management Partners + Company (“LM+Co”) has a team of highly experienced financial, operational and analytical professionals that can partner with you to assess the situation, focus on the key issues and identify opportunities to enhance profit and cash flow.  Our retail specialists can:

  • Identify operational improvements in sourcing, supply chain and inventory management
  • Perform store profitability analyses and closure strategies
  • Assist with labor optimization to reduce costs and maximize staffing
  • Conduct review of customers and SKUs for profitability and rationalization and
  • Develop a turnaround plan or debt restructuring

We are available to help navigate the issues in this difficult and turbulent time for retailers and grocers.

Thoughtful 100-Day Planning

Reduce Risk Without Adding Time

In today’s competitive M+A market, the push to close deals quickly is stronger than ever. Fewer proprietary deals are on the table and more firms are bidding on each opportunity. As a result, a lightning-fast but still effective buy-side diligence, complete with a vetted 100-day plan, is critical to a successful investment.

100-day plans drive immediate value creation, and put the company on the right track for long-term success. Whether it is designed to change strategic direction or accelerate the current strategy, this plan has several characteristics:

  • Based on a solid assessment of the company rooted in direct observation
  • Customized to the company
  • Integrated with diligence and completed before deal close
  • Created in collaboration (or not) with current management
  • Aligned with investment thesis

From these ideas, a detailed, formal document that includes achievable initiatives and appropriate incentives is created. Loughlin Management Partners’ five-part process outlines a practical guide to operational diligence and development of a successful 100-day plan.

Part 1: Preparation

Prior to visiting the company, potential buyers should make thorough data requests. In addition to financials, request operational metrics, dashboards, key contracts and organizational charts. Companies that are either reluctant or unable to provide data should draw extra skepticism. While this is a potential risk, it is also an opportunity: a firm succeeding despite a lack of information availability likely has significant upside.

Looking at the provided information, ensure that you compare to the industry standards. How are their KPIs performing compared to peers? Is their inventory turning faster than the industry? Is SG+A twice that of a similar company? Often, broad market performance hides company-specific deficiencies and can lead to a poorly performing investment.

Labor, a much maligned expense, is likely not an issue. Unless overtime is greater than 25%, or there is excessive headcount (again, compare to competitors), direct labor (especially wage rates) is rarely the problem.

Better bellwethers for labor inefficiency are in two areas: organizational structure and variable pay. If the organizational chart has more than three layers of management, or if there are many managers with only one or two reports, there is likely a problem.

Comparing fixed to variable compensation also provides a barometer of efficiency: sales functions should have a minimum of 50% variable pay, and management should have a minimum of 10%, with higher levels having more of their pay on the line. Alignment to performance, especially in a growing middle-market company, is critical for success.

Part 2: People

Ensuring the right management team is in place is a primary goal for any 100-day plan. Without the right people, the best processes or newest technology will make little difference.

When meeting with senior management, focus on three things:

  1. Involvement with Operations
  2. Relationships (familial and otherwise)
  3. Skillset

The best management teams establish a visible presence without interfering in day-to-day operations. If the C-suite is constantly putting out fires, they are likely not focusing on long-term growth. This is often an indication that middle management is underperforming, or do not trust their subordinates. Conversely, complete disconnection from the front line business generally results in cost inefficiency (working capital is typically the most obvious area) and poor decision-making.

Especially with rapidly-growing lower to middle market companies, personal relationships between senior management and employees can be sources of risk. The appearance of nepotism can be as damaging as actual nepotism. Informal relationships often create back channel communication pathways, undermining middle management.

Lastly, and perhaps most importantly, is determining if this is the team that can execute your strategic vision for the company. Middle market CEOs are usually entrepreneurs, strong at launching a company, but not necessarily good at scaling. Alternatively, they may be strong in a single function, like business development, but have little idea how the product is manufactured. In that situation, have they built a competent team around them to complement their weaknesses? If not, that problem likely trickles down to middle management as well.

Often some of the best insights come from middle management, line supervisors and employees. Is there a strong middle management layer? Or does the COO, for example, have 20 direct reports? Investigate how deeply data drives day-to-day decisions. If dashboards or KPI reports are hard to come by, they are probably not using them. Finally, are the employees happy, with a strong sense of job satisfaction? It sounds like a simple question, but dissatisfaction is a symptom of deeper, business related issues that can undermine profit.

Part 3: Process

The first indicators of strong process are robust safety programs and tidy workspaces. During facility walkthroughs, make a point of investigating off the tour path. If cleanliness is lacking, it’s likely that more complicated processes are being shortcut as well.

Pay particularly close attention to inventory. What are the dates listed on materials and product labels? Is there a layer of dust on the boxes? Is there inventory sitting between each process step? These are indicators of poor production planning and scheduling processes.

Beyond production, one of the most critical processes to investigate is customer and product profitability. Simplistic pricing models often hold significant opportunity for easy top line growth, and incomplete or out of date costing can hide weak products or unprofitable customers.

Part 4: Technology

After the right people and processes are in place, technology may help you wring the last 20% of value out of an organization. In fact, technology tends to be a scapegoat, clouding root causes, which are more likely related to process.

When looking at systems, hardware is the first area to investigate: are there robust disaster recovery and business continuity protocols in place? Is the data center cold and well maintained? How old is the hardware? Server hardware older than five years and personal devices older than three years will likely require replacement.

Second, look at software. Is the ERP up to date? If not, why? If customization is causing the delay, there may be an issue. How accessible is data? All levels of the organization should have simple access to information appropriate to their roles.

Last, and often overlooked, review the security program. Did you have to sign in to get in the building? Were you issued a visitor badge and escorted? Who can access the data center? Does the ERP have role-based security enabled? Or can anyone see all of the data? Security is a critical component in risk management and, depending on the industry, it could also be a legal requirement.

Part 5: Conclusion

Often in the push to finalize a bid, bias to close quickly can result in unmitigated or unknown risk. As a result, many firms use third party advisors as a way of independently verifying the deal thesis as well as expediting the process. LM+Co’s deep operational and financial knowledge, as well as our fast turnaround time, have made us a natural choice for conducting middle market diligences, developing 100-day plans and leading project execution.

A 100-day plan addresses the risks and opportunities identified during diligence, and is developed prior to deal close. It is a detailed document, tailored to the company and suitable for high-level project planning.

To begin, separate the items into logical initiatives, and then quantify the effects. If there is no financial impact, it is likely not a value creating project. Once the list of initiatives is final, arrange them into a reasonable timeline, and add a buffer period to account for delays. 100-day plans are not bound to this timeframe; it’s more important to establish an achievable deadline. Finally, assign the right talent and incentivize them appropriately. Many project plans fail because improvement initiatives take a back seat to customer demands.

A well-architected 100-day plan serves as a common vision between you and senior management, minimizing investment risk and maximizing value creation. And there’s no downside: it can be incorporated into your diligence process without added time and, given the potential return, at minimal expense. With a strong 100-day plan in place, your investment can immediately start to build value.

LM+Co Capital’s Q1 2017 Newsletter

We are pleased to present LM+Co Capital’s Q1 2017 Middle-Market Update. This newsletter offers a recap of 2016 activity and an overview of key trends impacting current US Mergers and Acquisitions (M+A) and Capital Markets.


*LM+Co Capital is an independently operated affiliate of LM+Co. A licensed broker dealer, LM+Co Capital is registered with FINRA, SIPC.

Choosing the Best Road for a Successful Exit


You’ve sourced a proprietary deal, invested millions in a company and dedicated countless man-hours throughout the past several years enhancing the business. Now it’s time to sell and realize the return on your investment. But today’s uncertain market is telling you otherwise. In a period defined by low earnings growth, financial sponsors are finding it difficult to exit their portfolio companies with strong returns on their investment. LM+Co’s Private Equity Value Creation team has developed and successfully implemented three roadmaps that ensure a smooth ride and provide financial sponsors with a market-ready plan that establishes the company’s value creation history and future growth potential.

LM+Co Capital’s Q3 2016 Newsletter


LM+Co Capital is pleased to present our Q3 2016 middle market update, which highlights the key trends impacting US M+A and Capital Markets activity through the first half of 2016. Overall M+A and asset sales deal flow has slowed in this low-growth earnings environment and private equity firms have narrowed their focus to the purchasing of “quality” assets and improving the performance of existing assets. We expect a reversion to the mean in the remainder of 2016, after record levels of activity in 2014 and 2015 – leading to contracted leverage and valuation multiples across the middle-market. We see continued opportunities in the lower-middle-market as buyers look to “roll-up” smaller companies with continued support from the debt markets in the form of low rates and high levels of available levels of capital.

*LM+Co Capital is an independently operated affiliate of LM+Co. A licensed broker dealer, LM+Co Capital is registered with FINRA, SIPC.

LM+Co Capital’s Q1 2016 Newsletter


LM+Co Capital is pleased to present our Q1 2016 middle-market update, which highlights the key trends impacting US M+A and Capital Markets activity at the end of 2015 and into 2016. Hampered by the significant fall in oil + gas prices, as well as significant global macro headwinds, deal flow in the US middle-market is slowing due in part to a contraction in credit markets. We see tremendous opportunity for strategic acquisitions in the energy sector and anticipate increased M+A activity and asset sales throughout 2016 for E+P and related service companies. The middle-market will remain in a state of flux in 2016, driven by a substantial over-hang of available capital to invest and a limited number of quality assets available for purchase.

*LM+Co Capital is an independently operated affiliate of LM+Co. A licensed broker dealer, LM+Co Capital is registered with FINRA, SIPC.

Middle-Market Oil Field Service Companies: Fighting Zombie Loans in the Oil Patch


Plummeting energy prices have dramatically increased the number of failing middle-market Oil Field Services (OFS) companies. These zombies in the oil patch can’t stem the virus of negative cash flows despite cutting labor costs, operating expenses and capital budgets. They are still trying to operate but often not paying all their obligations to lenders, vendors, sub-contractors, employees and other creditors. Despite their struggle to survive, many face imminent collapse and liquidation after becoming increasingly over-levered and saddled with equipment they can’t sell.

Lenders are realizing that these zombies lurk in their portfolios, and are witnessing companies, in essence, liquidating to survive. In today’s market, recovery options for lenders are limited as over-supply has led to incredibly low realizable values on OFS equipment. Waiting and hoping for the business to return is no longer an option for lenders. Further delays will only result in the company’s continued deterioration and possible free fall into restructuring or liquidation. Lenders increasingly need to assess and deal with these zombies with the help of an outside professional that can provide their OFS companies with the expertise and guidance to address the immediate lack of liquidity and develop restructuring alternatives that maximizes recovery.

As energy price volatility continues in global markets, LM+Co provides a full range of advisory services to lenders and the OFS companies in their portfolio. Our Energy + Power team can help OFS companies adjust their strategies, restructure operations and develop an approach to confront turbulent market conditions.