Business owners in Scotland have not had their challenges to seek in the past year and the immediate future will put their resolve to the test yet again.
Will the economy’s position of strength provide a rock to cling to, or are there calmer waters to be found in 2023 and beyond?
Casting our minds back to this time last year, there was a focus on post-pandemic recovery and a hopeful return to some degree of normality.
Many business owners hoped for a period of relative calm, and the chance to grow their firms away from the shadow of Covid restrictions.
But within a few months of the start of last year the emerging conflict in Ukraine created a fresh wave of economic pressures that few of us would have anticipated.
No industry, sector or part of our everyday lives has been immune from the challenges brought on by this conflict, or from increased inflation and the ramifications of Brexit.
Any one of these three factors would make businesses take action.
Combined, they are a different challenge very few will have ever experienced before.
No industry, sector or part of our everyday lives has been immune from the challenges brought on by this conflict, or from increased inflation and the ramifications of Brexit.”
At Harper Macleod we advise on every type of transaction, from small family-owned and owner-managed businesses to significant mergers and acquisitions, as well as succession planning, structuring and demergers, employee ownership, investment, shareholder agreements, joint ventures and partnerships.
We have particular experience in providing commercial legal advice to many of Scotland’s leading family-owned, employee-owned and owner-managed businesses, as well as entrepreneurs and high-growth businesses.
Pent-up demand
At the start of last year, amid a wave of challenges, we found these types of businesses tended to be more nimble than others, taking advantage of any opportunities presented.
From a mergers and acquisitions (M&A), or transactions viewpoint, it was a busy start to 2022, most likely fuelled by pent-up demand among business owners and investors from the previous 18-24 months.
The healthy level of deal activity continued into the middle of the year, with investment coming from a wide range of areas – including venture capital, private equity, traditional debt and large corporates.
Despite political uncertainty in the second half of the year, M&A activity continued to be busy.
Domestic and international consolidators across sectors such as healthcare, technology, and professional and financial services, continued their investment in Scotland.
But towards the end of the year, business owners started to hold their breath.
Energy Price Guarantee cut has hit business cashflow and confidence
To some extent these fears were put to rest in the Autumn Statement, when capital gains tax (CGT) and specifically business asset disposal relief were retained in their existing form.
The threat of bringing CGT into line with income tax rears its head regularly and will undoubtedly return at some point this year.
Although the CGT regime wasn’t amended, the cut to the Energy Price Guarantee for non-domestic users has certainly had an impact on cashflow and confidence in a wide variety of industries.
There is definitely an air of uncertainty in the market at the moment, albeit M&A activity levels remain strong.
Business owners, lenders, investors and buyers are all trying to interpret the various economic indicators for the year ahead particularly when it comes to inflation, interest rates and staffing levels.
There is a more cautious outlook from investors who leverage debt, given the recent interest rate increases.
Despite the decreased risk appetite, we’re still seeing interest from investors – particularly from outside Scotland.
This is particularly so in sectors such as technology, healthcare, energy and financial services.
These have been pretty resilient and will continue to be so in the years ahead.
Only sure thing is more uncertainty
Those businesses seeking investment will need to run a tight ship, with strong and tested projections.
The volume of corporate transactions taking place is not the only barometer of economic activity, but it’s a pretty good yardstick.
During the past few years at least the only certainty has been continued uncertainty.
But we can take confidence from the fact that, despite this uncertainty, M&A activity levels have remained high.
Take our renewable energy specialists, for example. They have been and remain involved in projects that are delivering half of Scotland’s renewable electricity capacity.
They have advised on around 175 operational projects, across the full spectrum of the sector from developers, landowners, funders, investors and operators to community bodies.
Some sectors, such as healthcare and energy, have been especially resilient and insulated from the prevailing winds, so would expect to see consolidation there.
We anticipate activity in financial services, particularly with insurance brokers.
Scotland a ‘good place to do business’
We are in the relatively fortunate position that Scotland’s economy is diverse, as well as being a healthy environment for entrepreneurs and growing business owners.
From an investor’s perspective, Scotland is a good place to do business.
In my view, these are qualities which will greatly benefit business owners and there is the prospect of calmer waters on the horizon.
Chris Kerr is a partner in Harper Macleod’s corporate team and the law firm’s lead partner for the Highlands, islands and Moray.
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