The Issue – March 2017
IS THE CFO A “SALESPERSON”?
By Robert Weis
Most CFOs would answer with an emphatic “no”; quickly adding, our role is to manage the company’s financial affairs. However, I think that response illustrates a cynical interpretation of the sales role as well as a remarkable lack of vision on the responsibilities of the senior-most financial officer of a company.
Furthermore, I maintain a CEO with a CFO focused solely only “the books” has a problem.
What Is the CFO’s Role?
In most companies, the role of the CFO is broad; however, many CFOs are focused only on delivering compliance to the numerous tax, regulatory and financial accounting and other reporting requirements. The CFOs also must focus on how well the business is performing. “The CFO needs to be a significant part of growing the beans in addition to counting them,” says John Morrow, vice president of the American Institute of Certified Public Accountants. While we have, all seen companies fail when not taking care of their compliance obligations, companies are poorly supported when compliance is the only role for a CFO.
In addition, the CFO should be assisting, if not leading the executive management team in articulating its financial vision to current and potential investors, lenders, creditors and employees. The CFO is responsible to produce an assessment that the company understands and is taking care of the oftentimes unique financial concerns of each of the company’s constituencies. This requires the essence of “salesmanship”. Salesmanship is defined as the practice of investigating and satisfying customer needs through a process that is efficient, fair, sincere, mutually beneficial, and aimed at long-term productive relationship.
Let’s look at some case studies where salesmanship was paramount. I cover several situations: unfunded startup, funded startup, a turnaround, a company preparing for a sale or acquisition, management secession and even companies entering a new region or offering a new product. In each case, I illustrate how a CFO – who is heavy in financial research and analysis and understands how value will be determined by investors and can present the business in written and verbal presentations – is a salesperson.
Companies on occasion grow by acquiring smaller firms or merging with equal or larger ones. However, acquisition is seldom the core business of the firm and can unfairly require expertise or capacity of the CFO they may not have. When a medical device company initiated an acquisition of an industry related software company, the CEO recognized a need for detailed financial guidance on both mergers and acquisitions and the software industry. This is a classic situation where the broad industry expertise at CFOs2GO can be advantageous. The CEO engaged an acquisition experienced partner who was from the software industry for the due diligence process.
In this case, the medical device firm’s existing CFO was assigned a co-lead role but was primarily responsible for core business functions. The first step was to complete a due diligence assessment looking for financial gaps and potential weaknesses; strengths were also noted for negotiation purposes. All SEC forms and reports were completed and tax positions were prepared for the IRS ruling on the applicability to tax implications for shareholders. We further identified differences in accounting rules between medical device (i.e. physical hardware) and medical software firms and developed a training package for the financial team insuring in-house talent was prepared to manage the new combined firm going forward.
The CEO felt that the outside team worked smoothly with his team, gaining respect and delivering real value; expertise we just didn’t have on board.
The value a CFO brings to a mid-sized company is well understood. At a high level, the CFO manages a company’s financial affairs, allowing the CEO to focus on day-to-day operations. But what does this broad definition mean when a company is cycling through a transaction process? For companies who are selling, raising capital or acquiring smaller businesses for growth, a CFO plays a vital role at every stage in the deal process including sales.
- Before the deal: the CFO must create the transaction plan
The beginning stages of a deal include extensive due diligence, whereby a CFO solidifies the story he will present to corporate stakeholders on expected outcomes. Whether on the buy-side or sell-side, the CFO considers financial questions about pricing expectations, value add, and risk. This research is both qualitative and quantitative in the earliest stages, as the CFO needs to be able to communicate an overall vision for the transaction to corporate stakeholders and align to the company’s “big picture.”
- During the deal: maximizing synergies
As negotiations progress and the end of a transaction nears, the CFO must simultaneously create a comprehensive integration plan that will be ready for execution the moment a deal concludes. The 100 days immediately following a merger are the most critical for capturing the synergies so intensely planned for during the transaction process. In creating the integration plan, the CFO works extensively with all departments to define performance metrics, design incentives, and designate those who will be responsible for carrying out the plan.
- After the close: integrating for operational efficiency
A CFO should be prepared to put in the face time to explain the results of the deal and the expectations for the newly formed company. As an added effort, this can go a long way to successfully capture the value of a deal.
It is worth mentioning that the same CFO needs are also present in smaller companies and can be realized through a consulting CFO that either takes on elements of the Buy or Sell side transaction or mentors the existing CFO “behind the scenes” to avoid costly financial management breakdowns. A case example was my addition of missing language in the Asset Purchase Agreement regarding how the stock consideration would be valued that resulted 25% tax savings (approximately $2.6M) for a client. While this was the contribution that earned the attention, there were countless execution contributions that kept the auditors on track, the SEC filings on time and the accounting team in their seats and not feeling overwhelmed.
Turnaround and Interim Help
The Board of Directors of Minute Publishing were meeting. The press had recently uncovered some bad news: the company’s national newspaper, America Today, was losing money—serious money. The CFO for Minute, started his presentation to the Board with the statement – I am simply here to report the numbers and, more important, to let you know how Wall Street will react to them. This statement stimulated significant comment and concern from both the CEO and the Board. The CFOs self-restrictive role was seen by the Board as an obstacle to their ability to turn this company around. The CFO, particularly in times of crisis, is a crucial partner to the CEO; a CFO must provide four fundamental qualities—financial leadership, strategic thinking, independent thinking, and good business sense. They consulted with themselves, initiating a search for an interim CFO with the experience, savvy, and guts to work with the CEO in taking on the of leading the company out of its crisis.
The absence of a sales perspective on the part of the CFO forced the Board to bring in outside financial expertise. For lack of a sales orientation, a CFO ended his career advancement and considerably lost standing with the Board.
Rapidly Growing Startup
A fast-growing startup, $5million revenue on track to double sales, a technology company with a national service offering lacked financial vision (i.e., salesmanship). The company’s financial team was able to develop compliance oriented tax, regulatory and financial accounting and meet other reporting requirements; they were unable to develop solid forward-looking financial projections, key performance indicators and line item costing.
We started working with the CFO, building the financial story through an understanding of the company’s numbers and the marketplace for investment both private and public, financial and strategic. In addition, we raised the importance of having an end goal, not just reporting on the financial past. Particularly for startups, the goal of a “sale” or “IPO” dramatically shapes the story that the CFO must tell. It further evolves in forecasting business activity, i.e., the addressable market and the company’s demonstrated ability to penetrate that market and at what cost of sales. Plus, changes over time.
Thus, the CFO is the lead salesperson on the value of the firm, both now and into the forecastable future. A key step is constructing a 3-year forward looking financial analysis. The 3-year financial view provides the framework for preparing forward-looking cash flow projections; selling what the business could be. It reveals where the low points in cash flow were surfacing so that management could handle them.
The President and owners are very excited about the future of their company and have a much better handle on understanding and working with their numbers. The company is projecting a 40% increase in revenue from $5 million to $7 million within one year.
CFOs clearly have responsibility for all financial systems and reports; however, they cannot succeed on technical finance or accounting expertise alone. As far back as 2011, the Harvard Business Review published an article on The New Path to the C-Suite arguing among other points that “The CFOs of the future will operate around the globe, in multiple time zones, and will regularly partner with nonfinancial areas of the business on growth initiatives and international expansion. Thus, they will need both a commercial sensibility and a global mind-set.”
And, from another source, “In my twenty-five years in this business, no one selling me products has yet talked to me about how to communicate finances to the people in the company,” comments Sloane. “A CFO needs help combining business ideas and finance metrics. How, for example, can I show employees that their jobs are directly related to the numbers? Reports for rating agencies or analysts are for that audience, not employees.”
Further, from a blog on the Seven Defining Features of the New CFO, point 4 “Persuasion is a powerful tool in the hands of any leader. As a sales-literate professional with the ability to sway an audience to his or her point of view, the modern CFO can champion new ideas and push for their implementation.”
For the CEO not having such a CFO, outside consulting CFOs are a great way of adding expertise when and for as long as is required. The consulting relationship can be “behind the scenes” or right out in front. Alternatively, sometimes the CFO that got you to your current position cannot get you to the next position let alone the finish line. That’s when you have to replace.
 http://www.axial.net/forum/the-role-of-a-cfo-in-ma/ case study on CFOs role in M&A
 https://hbr.org/1992/07/the-case-of-the-combative-cfo about turnaround and the need for interim expertise
 https://hbr.org/2011/03/the-new-path-to-the-c-suite, The Harvard Business Review, Boris Groysberg, L. Kevin Kelly, and Bryan MacDonald
 https://www.marketingsherpa.com/article/how-to/top-3-pain-points-copywriting, Wick Sloane, currently of start-up ChangeToolKit.com and a 25-year CFO veteran
Bob Weis is the founder and CEO of CFOs2GO and CIOs2GO. He leads both the M&A and the International Practice groups that mesh traditional tax, accounting, IT and human resource consulting with innovative recruiting services that are designed to produce unmatched value for our client companies by taking care of their unique concerns.
www.2gocompanies.com/cfos2go/team/practice-groups/Partner: Robert Weis Practice Group: Cleantech, Healthcare and Life Science, International, Mergers & Acquisitions, Real Estate Development and Construction, Small Business, Start-ups, Rapid Growth Companies and pre-IPO, Turnarounds and Crisis Management, Valuations and 409A Topics: Cleantech, construction, financial assessments, Financial Modeling & Analysis, Healthcare, International Finance, Mergers & Acquisitions, Rapid Growth & Pre-IPO Companies, Real Estate Development, Recruiting, Small Business, Turnarounds and Crisis Management, Valuations & 409A