The first deal: handshake in New York
The year is 2001. Kees and his partner run a successful market research agency: Blauw Research. Big names such as Heineken and KPN are among their clients, and the business is growing.
A major American player – at that time the largest in the industry – shows interest. The talks progress quickly. In New York, on Fifth Avenue, Kees, his directors and advisors negotiate for a whole day. At the end, there is that magical moment: the handshake. Outside, on the street in the evening, Kees picks up his phone: ‘Darling... we did it. It's sold.’ On paper, he is a millionaire. At home, they are selecting taps costing 4,000 guilders for the renovation of their farmhouse. The money ‘will come in soon’. And then, two days later, the phone rings: ‘Kees, we have a problem.’ The deal falls through. No closing, no money, but an expensive renovation and a company that has invested heavily in the meantime. In hindsight, he is grateful for this, as the price was far too low. But at that moment, it feels like a nightmare.
2001: the disaster year
What follows, Kees calls his disaster year. The internet bubble bursts, major customers withdraw their orders. The bank visits with someone from ‘special loans’. Blauw had financed all online initiatives (Opinieland) from the parent company's costs, without capitalising anything in the new limited company. Cash was flowing out, not in. As if that weren't enough, it turned out that one of the directors had been fabricating the figures. Everything piles up. Blauw is teetering on the brink of collapse. Through tough measures, restructuring and extremely hard work, Kees and his partner manage to save the company. Opinieland is spun off and continues to grow as a separate entity.
Opinieland becomes Bloomerce and skyrockets
Kees focuses entirely on the online branch: first Opinieland, later Bloomerce, a community-driven research platform that becomes active throughout Europe.
Turnover explodes:
1 → 3 → 7 → 14 → 29 million
But growth is so rapid that cash flow cannot keep up. Opportunities have to be passed up because there is simply not enough capital to continue investing. Kees writes an urgent letter to his partner and the Advisory Board: we must either invest 2 million or sell. After the blow of 2001, another ‘all or nothing’ is not an option. They opt for sale.
Two buyers, one ‘we have a problem’ (repeat)
There are two serious American buyers:
- a friendly, founder-led party (SI); warm, committed, reliable
- a large, wealthy party; champagne, lobster and country club dinners
Both want Bloomerce. The market is hot, the timing is right.
And then, again, that phone call:
‘Kees, we have a problem.’
The party that wants to buy Bloomerce is itself being taken over.
The contact person who has to approve everything is on holiday, and after that, no one ever hears from him again. The deal is hanging by a thread again. The solution: Kees has to visit the ‘boss’ of the new owner: Providence Equity, a billion-dollar fund in Boston.
In the Providence boardroom: pitch of your life
On the first working day of 2005, Kees walks into a meeting room that feels like half a football field. Rows of advisers sit on the left and right, headed by a kind of ‘supreme court’ of five men. His M&A adviser whispers: ‘Kees, just tell your story.’ Kees presents what Bloomerce does, how they are growing and why they are leaders in Europe. The CEO, Paul Salem, fires questions at him for an hour and a half. The rest take notes and remain silent. At the end, Salem says: ‘I would not want to buy that other company without this one.’ The deal goes through. Towards 15 million euros. Kees knows: this is the deal of my life.
Earn-out, pig Pim and profit in mind
After the sale, there is a substantial earn-out: part of the purchase price depends on future profits. The condition: a minimum profit of 10%, otherwise the earn-out remains at zero. In September, Kees is shocked to see that the company is making a loss. ‘This is not going to happen, that I work myself to death and get nothing.’ So he comes up with something: Pim. Pim stands for Profit In Mind and is literally a pig 🐷 that enters the office.
- Posters on the toilet doors: Think of Pim
- With every purchase: ask for a discount
- With every extra service: pass on the costs
- With every expense: is this really necessary?
Pim becomes an internal, playful but tough reminder: profit counts.
Profits skyrocket, targets are met.
The earn-out comes in, as does the promised barbecue.
The role of the advisor
Kees is clear: without an M&A advisor, he would probably have walked away from the negotiations.
The adviser:
- knew the game of buyers, PE funds and timing
- monitored the structure and progress of the process
Yes, an adviser has an interest in getting a deal done. But without professional guidance, says Kees, this deal would never have happened.
Life after the deal and the black hole
After the sale, Kees stays on for a while. He gets a “job” within the group and continues to build: branches in Beijing, Shanghai, Tokyo and Sydney. Once that is completed, the black hole strikes. He is in his early forties, financially independent, but without direction. It is only when he is asked to lead the global company that he finds a new role and energy. After that, he knows: you sell your company, but never your drive. You have to reinvent yourself – sometimes several times.
What we take away from this at Virtual Vaults
Kees' story is a masterclass in how unpredictable M&A can be:
- A handshake is not a closing. Between ‘we've done it’ and the money in your account, there can be a world of risk.
- Cash flow and structure are crucial. Rapid growth without financial oversight and clear entities (Blauw vs. Opinieland/Bloomerce) can erode a company.
- Private equity does not buy fairy tales. They invest in proven models, hard figures and well-founded information, exactly what needs to come to light in a structured sales process and data room.
- Earn-outs require discipline. Profit awareness in the organisation (Pim: Profit In Mind) is essential to actually deliver on agreements.
- After the deal, a new chapter begins. Without a plan after closing, a black hole lurks.
At Virtual Vaults, we see this every day: the deals with the most calm, control and negotiating power are the deals where the entrepreneur:
- has his information tightly structured
- consciously supervises the process
- and is already thinking about his own story after the deal
- zijn informatie strak gestructureerd heeft
- het proces bewust laat begeleiden
- én al nadenkt over zijn eigen verhaal ná de deal
Listen to the full story
In the podcast The Deal of Your Life, Fred shares openly about the road from idea to exit, including the tension, the strategy, and the moment he got the call, right in the middle of a padel game, that the deal was done.
