The challenges of a buy-in management buyout

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Richard Bowden-Doyle discusses buy-in management buyout from Thomas Cook – and offers his best bits of advice

Richard Bowden-Doyle, chief executive of activity holiday company Neilson, has spent 25 years working in travel, including stints with Lastminute.com and Thomson. Here he discusses the challenges of the company’s buy-in management buyout from Thomas Cook – and offers his best bits of advice

Richard Bowden-Doyle is a travel industry veteran. With 25 years’ experience working for some of Britain’s best-known travel firms, including Thomson and Lastminute.com, it’s no wonder he jumped at the chance to get involved in a buy-in management buyout (Bimbo) of ski and watersports brand Neilson when Thomas Cook was looking to dispose of it.

Neilson was sold to Risk Capital Partners (run by serial entrepreneur Luke Johnson, best known for expanding Pizza Express) in 2013 for £9.3m – and Bowden-Doyle was brought on board as chief executive with former Thomas Cook finance chief David Taylor to help the management team secure the separation and create a successful independent business. Neilson now has 100,000 customers annually and is forecast to turn over £85m in 2015. But what difficulties did Bowden-Doyle face during the buyout process and is there anything he would have done differently? He talks to Director about the lessons learnt…

Director The buy-in management buyout (Bimbo) process began in 2013. Had you been involved in any form of company buyout before and how long did the Neilson deal take to complete?
Richard Bowden-Doyle I’d never been involved in a buyout from scratch, but I knew about Neilson because I’d been working in the industry for a long time, so had a fairly clear idea of the business and its relative strengths and weaknesses.

Harriet Green, who was running Thomas Cook at the time, had a mantra of simplification – and had slated Neilson for disposal. I spoke to private equity houses about buying the business, but most deemed the transaction too risky. Eventually I ended up in touch with Risk Capital Partners – they were looking for management and we were looking for backers, so it was perfect. From the beginning of the search process to the close of the transaction it took about eight months.

What were the biggest challenges you faced during the Bimbo?
The first was finding an equity partner willing to back the deal. Because we were separating Neilson from a big plc there was a high risk associated with it. At the time Neilson was turning over £75m, but it didn’t even have a bank account because everything was handled by Thomas Cook.

The second difficulty was on a more practical level and that was separating the business, which had extremely limited finance and IT functionality. We struck a deal with Thomas Cook so they would continue to provide a variety of services – reservation systems, collecting customer money, payment of suppliers and payroll – for Neilson in return for a fee.

They provided some services for six months and others up to a year. During that time we started building our own functions from scratch, which was made more complicated by the fact that Neilson wasn’t a new business and we still had to keep it running.

Did you have any anxiety about whether the buyout would succeed and is there anything you would have done differently?
Even when we’d secured the deal there was a degree of anxiety and we knew the feeling would remain until we’d been through a full-scale audit as a standalone business after a year of trading – only then could we be sure there were no sizeable skeletons in any of the cupboards.

At the same time, the anxiety was tempered by excitement – people say you have good days and bad days, but in the early stages I think you have good hours and bad hours. It’s easy to evaluate yesterday’s decisions in the light of today’s information. There may be things you wish had been different but, faced with the same decision, armed with the same information, would you do it differently? Probably not.

What is the biggest lesson learnt?
It’s really important to get very detailed with the due diligence because, although it won’t tell you everything, the more detailed you are, the fewer surprises there will be. We tended to focus on all the legal entity and long-term contract structures, and the historical financials, and I think we could have done more to understand some of the issues to do with the people and company culture. In truth, it’s taken 12 months to truly understand what really makes this business tick.

What advice would you give to other business leaders involved in a management buyout process?
You have to be absolutely clear not just about what you’re buying but why. Stick to: ‘What is my mid- to long-term vision for this business? That’s why I’m buying it.’ Keeping your eye fixed further out will help you deal with frustrations along the way. Make sure your due diligence extends beyond legal and financials – and balance it out with cultural/management capability. You will move further faster if you arrive with a human plan as well as a financial and legal one. 

What do you think has made not only the buyout process but also the business a success?
We’ve had a really good first year. We got our separation activities completed ahead of schedule and nothing went drastically wrong. That built self-confidence. The business has quickly become self-reliant and we’re better now at decision-making because we don’t have to ask anyone’s permission. With independence comes responsibility and we now have to stand and fall by our own decisions. Alongside that, amid all the separation complexity, we have made more money than the business has ever made before. That is an extremely proud achievement. 


CV

Name Richard Bowden-Doyle
Age 54
Role Chief executive of summer and winter activity holiday business Neilson
Previous position Chairman of luxury safari company &Beyond, managing director of Lastminute.com, and managing director of Thomson Holidays
Interesting fact  He worked for Cadbury in the late 80s and was brand manager for Creme Eggs

For more information about Neilson, visit neilson.co.uk
youtube.com/NeilsonHolidays
@neilsonholidays

About author

Hannah Baker

Hannah Baker

Hannah Baker is deputy editor at Think Publishing. Previously she worked as a features writer and sub-editor for Director magazine

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