Podcast Transcript

[00:00:00] Sean Steele: G’day everyone and welcome to the ScaleUps Podcast where we help first time Founders learn the secrets of scaling so they can fulfill a potential of their business, make bigger decisions with greater confidence, and maximise the value and impact they can have in the world. I'm your host Sean Steele and my guest today, guests, plural, are Paul and Anita Panebianco, former Co-Founders of Nexacu. Actually, do you become a former co-Founder? I guess you're still always the co-Founder, aren't you? I'm not sure what the right way is to say it. How are you two?

[00:00:25] Paul Panebianco: Good. Thanks Sean.

[00:00:29] Anita Panebianco: Yeah, we're good.

[00:00:29] Paul Panebianco: Thanks for having us.

[00:00:30] Sean Steele: Excellent. Oh, my pleasure. It's nice to have you both again. Look, I guess a bit of context for the audience. I'll sort of set up what we're talking about today. We started, we met in late 2020, I guess. And we started a sort of mentoring and advisory relationship. You know, looking at how to help you develop a growth strategy for your business and execute it and continue to build the foundations of your business that was going well and scaling well. And a year later, I'd say probably about a year later, we'd been, you know, and we'd certainly been chatting about when you might consider selling your business and what style of exit might you be thinking about and so on, and I introduced you to someone who I thought might be a potential future strategic buyer for you guys, which was actually my old business, Adventure Co. So, I introduced you to the COO who's still there today and going strong. And I remember you guys weren't in a rush to sell at that stage. And I remember saying to you, you know, one of the best things that you can do, if you're thinking about selling to a strategic buyer is actually to build a relationship with them. Let them get a feel for you. You get a feel for them because there's a lot about the ability to work together. And lo and behold, that same company ended up acquiring you almost a year later. So, what I really wanted to do, I mean, it's such a unique experience. It's something that lots of Founders aspire to do and may only ever get to do, may never get to do or may only get to do once or twice in their life. And so, I really appreciate you guys coming on because, I know you don't love the limelight between the pair of you, but you built a great business that was attractive to a buyer. You achieved a great outcome. And it's such a unique process and I think, you know, your insights into, you know, what it's like to sell your business will be really insightful for Founders here at a similar stage. So, thank you again for your time and your generosity. And maybe you could just kick us off by one of you explaining a bit about what Nexacu does, you know, what's the problem that you sort of built it to solve? What kinds of customers, what's the business model? Just tell us a bit about the business.

[00:02:30] Anita Panebianco: Paul, you want to take that?

[00:02:30] Paul Panebianco: I'll take that one. So yeah, so we're Nexacu is a training company. We do instructor led training to end user. Computer users, I suppose, put simply, our training courses are generally day long. They're run around day long format in every capital city around Australia and also remotely. End user, they're focused on the end user. So, the courses that we teach are generally application based, so it could be something as simple as a day-long Excel course. But there's also Power Bi SharePoint project and there's about 12 categories of courses, about 30 courses across 12 categories, and generally in a day long format. So, yeah, that's basically what we do. It's as simple as that instructor-led training for end users. And the reason they would do it for productivity gain, maybe for simply just awareness to build awareness, generally sponsored by work to attend. And that was our business.

[00:03:42] Sean Steele: And I've sat in some of your courses, so I did both of your, what did I do? I like a sort of intermediate and advanced Excel course, which I absolutely loved because you know, it's the kind of thing that everybody ends up having to do at work, right? But no one ever teaches you actually how to do it. And you don't need a degree to get better at Excel, but you do need some time with someone who actually knows something and who can show you with real life applications. And so, I know that actually the business started around Excel, didn't it, and then sort of grew from there. Can you just give us an example of some of the applications that are the most typical or the highest priority courses, Anita?

[00:04:17] Anita Panebianco: Yeah, so I guess, at the beginning it was only Excel and then we expanded the offering into more basically across all the applications, Word, SharePoint project. And we then in about 2016- 2017 started with Power bi, which was quite new at the time, and not many people were offering courses. I think we were the only ones to offer a course nationally in Power bi, so that was definitely something we jumped on board with pretty quickly. And that and Excel be pretty closely aligned applications and have definitely been strong. Some of the strongest courses for us to date Well, until the point that we sold the business. So, yeah, they were probably our main sellers, but really at different times it kind of ebbs and flows. Office 365 teams became very important during covid when everyone went remote. So, we kind of tried to cater just to the corporate world. I mean it's, Microsoft products, so almost everyone was using them in the workplace. And it was quite a broad base, but we weren't focused on.

[00:05:29] Sean Steele: It’s pretty much everywhere, but I assume…

[00:05:30] Anita Panebianco: Yeah, exactly.

[00:05:31] Sean Steele: at some point that means there's going to be Chat GPT courses now, neither. Because I'm sure it's not that far away it's integrated into every 365 product.

[00:05:40] Anita Panebianco: Yep. Yep. We'll have a little play around with that one, I think.

[00:05:43] Sean Steele: Yeah, I'm in the middle of a Chat GPT course trying to understand how to do it, you know, how to do prompt engineering well, because there's like Excel, you can figure out a whole bunch of stuff by just sort of guessing and playing and iterating, but it's actually quite valuable to learn the structure of how it works so you can use it far more efficiently, far more quickly. Can you guys give us just an overview of, you mentioned you started the business in 2015-16, and like, what size did it get to when you sold it, and if you're open to sharing what you sold it for, I know some of that information is public, but can you just give a sense of the stage that it got to when you got to the sale?

[00:06:26] Paul Panebianco: So, we started actually in 2013, and started pretty basic. It was just pretty much myself and Anita. And we grew it well, grew every year. We grew, especially when we transitioned from, you know, consulting into training. Because we didn't start out as a training company. We kind of changed or transitioned into that. And so yeah, we grew pretty impressively, I suppose every year. 2019 was a great year. And then the brakes were hit on us in 2020 when Covid hit. And then coming out of Covid, we had a fantastic sort of exit out of Covid. And I suppose at the time we sold, I mean the enterprise value of Nexacu was 20 million and the earnings were just under 3 million.

[00:07:24] Sean Steele: Under three mil. So yeah, pretty close to seven times EBITDA which is a fantastic outcome. I know there's a lot of people listening today who'll be like, wow, I imagined if I could get seven times for my business, and they might only be at, you know, 500 k or a mill or, you know, between somewhere between one and three. But it shows you what's possible. And so what I didn't want to do is, you know, I don't want to spend all the time on the financial side because, but I'm really interested in kind of unpacking the journey and then also really understanding, what the sale process is like as a Founder after people haven't been through. So, can you just talk about maybe what some of the more challenging aspect of the early days were?

[00:08:08] Paul Panebianco: Yeah, I'll take that one. I mean the early days are pretty tough. It's pretty lonely. It's just yourself and your own belief that you can grow it into something. Or you might not even have that belief. Maybe you're just sort of buying time to, until it ends or you take another job. So, I suppose the way Nexacu started was when we relocated to Brisbane and set up our family here. Couldn't find a job. So, I decided at an early point in the job search to put an ad up on Gumtree and sell myself as a consultant doing Excel consulting, because that's all I pretty much knew. And that's all I pretty much thought that other people would value. So, it was an ad on Gumtree and to my surprise, started getting a couple of inquiries. And, you know, my first client, I remember going out to the Brisbane markets and working out there. He had a sort of some kind of pricing spreadsheet and sitting there in his office in the Brisbane markets. And you know, I put myself forward at a very low rate, but a very below market rate. Because I didn't want any resistance to, I just wanted to start work straight away. Just get something again, just get started. Just get out of the house and just get started. So, there was no room, I wasn't being fussy with the types of clients or the type of work. It was pretty much just get going. Let's just get going, get some money in the door and just get out there and do some work. So that was the approach within the early days. Just don't worry too much about whether I'm earning the right work, whether these are the type of rock or the right clients. It was just not fussy at all.

[00:09:44] Sean Steele: Get some customers.

[00:09:45] Paul Panebianco: Get some customers. So, and that worked well because they, obviously, it was at the end of that very first day, he's like, okay, so I'll see you tomorrow then. And then at the end of that next day, I'll see you next week. And in the meantime, you get a few more inquiries and it's sort of built up from there. And they do the same. And it builds up to the point where well you can either be, you can start to increase your rates or you can start to be a little bit more selective with your clients. before we did that, actually Anita actually picked up some clients as well. So, Anita was probably what was busy raising the kids. We had young family, but managed to work on the days the kids were in day-care and stuff like that. So, we did that for about 18 months and then towards the end of that 18 months, it started to get a couple of training requests. So, oh, you are good at doing this. Why don't you show us how to do this? And you know, I wasn't at the stage where I was knocking back work. I was sure I'll do that. I'll teach you how to do that. And so might have done a lunch and learn or an afternoon learn with a group of staff. And then, you know, we had a website. Then I suppose we added training to the website. This is what we do, this is the service that, these are the services we offered. And it got to the point where we started doing a few more sort of training jobs and even flying to Sydney and Melbourne to do a day long training. So, they were pretty tough days, getting up at four and five in the morning to make a Sydney or a Melbourne start at 9:00 AM and then finishing up and catching the plane be back, you know, late 10 or 11:00 PM, and then also, long days. We bought some, we bought some computers at a second hand computer shop, in the suburbs of Brisbane. And we started, I even started carting them around. So, they were in, up in the boot or they went in the plane in a suitcase, laptop bags.

[00:11:38] Sean Steele: Mm-hmm.

[00:11:38] Paul Panebianco: Yeah. So that became a little bit difficult and then we sort of, sometimes we curd them ahead of time and then we met up with the boxes and stuff like that. Anyway, so it was all that kind of stuff, you know, not, not knocking back, you know, we sort of, and there was some funny stories there as well. And you know, where we put ourselves out there to be some things that we probably. We made ourselves look a bit larger than what we were or more credible than what we were. It was really just Anita and I, you know, after the kids go to bed, packing up some laptops and getting some manuals and sending them here and there. So, yeah, it's pretty lonely and you've got to be persistent and it's not for everyone, because sometimes you're not earning enough to sustain yourself and your family and you're still dipping in the savings. So it's a pretty tough time. I would say that's probably the toughest time he's getting out of that, growing out of that, and earning enough to sort of, you know, sustain yourself. So, we were still dipping into savings in the first 18 months, I think definitely in the first 12 months and maybe up until 18 months. And then after that we were probably supporting ourselves. So, it took that while at that time. And in the meantime, people are calling up you know, offering you a job or, I've got this great role, and you've got to be pretty disciplined to say, no, I think sounds great, but I'm going to give this more of a go even though you're still dipping into savings. So, that's pretty tough. That's pretty tough.

[00:13:07] Sean Steele: Yeah, it's where your belief gets challenged, right? 

[00:13:10] Paul Panebianco: Absolutely.

[00:13:11] Sean Steele: Like, you know, how much do you believe in it? Because there's always someone offers you a sort of a seemingly easier path, but maybe not a path that you think is sustainable or scalable.

[00:13:19] Paul Panebianco: Correct. And also, Sean, you've come from a professional life and you've earned good income up until that point. And here you are battling around moving laptops and manuals around and working for clients that, working for any type of client, doing any type of work. So, that's really tough. Yeah.

[00:13:38] Sean Steele: Yeah. Understood. And what about, you know, from your perspective, Anita, was there a particularly difficult moment or challenge that you guys failed and it's faced in the scaling process that really sort of stands out to you for you as like one of the toughest moments?

[00:13:53] Anita Panebianco: In the early days. I mean, I have some, yeah, there were some times where I questioned our decision because I'd kind of gone from working on Wall Street to sitting in the back shed, adding up figuring out prices for clients on spreadsheets. And I did question it a few times, but yeah, you got to kind of stick with it and try to focus on where it's going. So, I think, it's probably quite normal to have those deaths at times. And at the start it can be a bit scary but you don't really know where it's going to go. All you can do is keep pushing forward and hope that it's going to grow. So, we stuck with it. Yeah, we were quite positive, I suppose. It's good. It's a bit of a resilience. I think you kind of have to tough it out for a while. But that was a challenge. And look, to be honest…

[00:14:50] Sean Steele: You end up with those moments, don't you, where you're like, well, how much more resilience and character building do I need? Like I think I've got enough now.

[00:14:56] Anita Panebianco: Yeah, we're probably good to go. So that was a bit of a challenge. And also, I think just the timing of it was difficult at the start because we'd relocated here from London and we had now family support. It was pretty tough going with two kids. So, all of that probably combined. It was, a bit tough, but once I think, we got out of that first 18 months or so and felt like we'd made some progress. You kind of hit a base level that, you know you're more comfortable at. And then we've kind of got a taste for it, to be honest. Yeah, Paul was always very keen to, you know, start his own business. I was a bit more reluctant I would say, at the start, but once I got a taste for it, kind of, yeah, I was happy I was on board at that point.

[00:15:42] Sean Steele: It starts to bite. Doesn't it? Well, you also realise it's such a creative endeavour for which you get pretty quick feedback too. So, you know, once you start applying that creativity and you start getting some wins, it's really interesting. It's sort of addictive little game because it's just up to the two of you and your ingenuity and your thinking.

[00:16:00] Anita Panebianco: We used to high five each other in the home office when we got our sales, you know, so yeah, it's good. Good memories.

[00:16:07] Sean Steele: Yeah. So, when did you guys determine that it was the right time to sell the business and like what factors fed into your decision-making process? Because, you know, certainly the business was going very well and it would've continued, no doubt. You know, you had a very strong trajectory and so I know we'd had lots of conversations about, well, you know, do we sell? Don't we sell? I mean, the business is going well. We've got no real reason to sell, but everything's for sale at a price. How did you determine it was the right time to sell the business?

[00:16:39] Anita Panebianco: Paul, do you want to take it?

[00:16:50] Paul Panebianco: Yeah, I was always keen to know about the end game, the end game because we built it up. We had that sort of start in the middle and we'd learn and got comfortable with that, but the end game was something that was always a bit of a mystery to me. Look, maybe we'd grown it to the point to a certain size where, I wouldn't say it wasn't fun anymore, but it was definitely, I was losing a little bit of enthusiasm. It just became the challenges of just you'd have to have to have doubled down or, you know, recruited so many more staff in order to keep that growth trajectory going. Um, so I suppose we reached a point where were the decision point where we wanted to understand the value of what we were sitting on because it's pretty hard to value a, a business. They don't transact that often. And so there was a definite process there, maybe 21 or maybe when we were having discussions with yourself about value.

[00:17:54] And so we wanted to sort of test the waters a little bit. And so that's where we engaged Ben Wilson from TCA Partners who suggested we understood where we were at, and then suggested that we do just a market sounding process where we provide an EM a dozen names. He did some research, provided a dozen names, and then he went off and he sort of did a bit of a confidential approach to them on a no names basis if this company, you know, described the company without saying execute, when would you be interested in selling? And he reported back to us. So that took him a couple of months. He reported back and out of that process, I had off say, 24 parties that were contacted. Most weren't interested, some were mildly interested, and three or four were, were very interested. I suppose He just sort of categorise them all, and that was basically it. We paid him his money and that was a good process and that was interesting. And he sort of put a bit of a price sort of estimate on it as well, and that was it. We kind of left it at that and we got busy again and kind of didn't really, we went on with our life and then two months later, we had just had an approach sort of out of the blue, I don’t know if you can call it out of the blue, because we kind of dangled a little carrot out there in the distance. But we got an approach from one of those parties and that was Adventure Co who, you know, who was one of the parties that were initially approached. I think they might have worked out. It was us and we already had some little discussions and a little introduction there, which sort of helped. And that was the start of the process.

[00:19:38] Sean Steele: Yep. Beautiful. And such an interesting process there, because again, you had been brought into their awareness. So, I know that when they saw no names basis sort of opportunity come up, it was easy for them to kind of put two and two together, but therefore they already had a positive representation of you guys and the business, a bit of insight, which again just helps to sort of smooth those waters. Can you talk us, you know, I'm really interested in some of the pieces of the actual selling. So, you know, what did you have to do to prepare the business for sale? So, talk to people just a bit about to the audience about the kinds of elements of due diligence. And then talk us a bit through the negotiation process.

[00:20:28] Paul Panebianco: You want to take that one, Anita?

[00:20:30] Anita Panebianco: You run a lot of the due diligence. Yeah.

[00:20:34] Paul Panebianco: Yeah, well on the due diligence, I suppose once we determine value, these questions come through maybe, I don't know, a hundred questions on a Friday afternoon. Look, to be honest, some accountant background, I'd like to think that I had things in order, and was able to answer most of those. I think I responded to maybe 95 of those by Sunday night. So, you know, and there was just a few, sort of a little bit too hard basket. So, I think that gave a good impression that you're able to give a prompt turn around on things. You've got your good house in order. And the other questions, I feel it was either I needed to understand the question or just needed to, I knew I just needed access to it. So, that was pretty straightforward and I sort of prided myself. Maybe it was because of my background as a prior career, as an accountant being somewhat organised and kind of knew and expected what kind of questions that we were going to get asked. And then in terms of value, well that's the tricky one because you have to be comfortable with your number, I suppose. You have to be comfortable with, you have to work out what the number is, and then working out the number is not an easy process. So, you get offered a multiple and then a multiple of what of your earnings. Okay, well what exactly are your earnings because they've got a different definition of earnings than what you might be thinking your earnings are. And then what's the window you're looking at? We're a little bit seasonal as well, so we wanted to make sure that we're capturing upswing of the end of the financial year into our numbers. So, there was a little bit of projection that we had to sort of live up to, which we luckily did. So yeah, your numbers in finding a number that you're happy to…

[00:22:18] Sean Steele: And there is element of timing there, isn't there, Paul, in that, you know, if you've got a business for example, that has typically a very strong H2, so you know, in an Australian financial year, that's January to June and you maybe have a lesser first half, then you know, it's actually really valuable. We thinking about the timing upon which you go out to market and the timing, you're likely to be in a deal structure because if you've got three months, if by the time you're negotiating a deal, you're three months before the end of the final year, everybody kind of accepts that we're going to be talking about a number for the end of this year. But if you are three months into the year, everybody's talking about last year's number, even though you might have a really stellar year coming up. And so, timing is a really interesting factor, I think in, depending on what the seasonality of the business model looks like.

[00:23:02] Paul Panebianco: Yeah, so we did nine months, actual three months projected. and the three months projected was, Q4 was by far our biggest quarter. So, there was a big projection in that number that we had to live up to. So, once we agreed value, it was based on a projection and we just had to keep our head down and make sure we got to that number. Otherwise, the value would've probably wouldn't have stacked up for them. So, that's how we did it. But I agree, especially when you're growing, the numbers don't make sense. You know, the historic numbers don't really make sense anymore. So yeah, that window is really important.

[00:23:43] Sean Steele: Well, there some surprising, I don't mean because of the buyer that you were working with, but were there some, some elements that you hadn't really given a lot of thought to that ended up being part of the negotiation? Like, you know, how long you'd stay or like, you know, were there kind of term, I guess any deal structure, sometimes people can fall on a trap of thinking, well, it's just a multiple of earnings, and that's pretty much how the valuation, like, that's pretty much the deal structure, but there's a lot of other things that can kind of start to flow into that. Were there some ones that you hadn't really given consideration to that ended up being something that you were either able to flex or leverage in your negotiation?

[00:24:19] Anita Panebianco: Well, it was pretty straightforward, I guess in the end. I think the time that Founders are required to stay on can often be quite long, or there can be an earnout, there can be different structures. We didn't have an earnout, which I think worked for both parties, so it wasn't a huge element of negotiation. We were happy to do that too. And because I think they were strategically quite aligned, very familiar, and given there are other businesses with Nexacu and more or less how training businesses operate, they're already in the space. They were happy for myself and Paul not to be on board for that long. And so that's not always possible. Depends on the buyer and the situation, but it worked out. Yeah, it worked out well for us and I think that...

[00:25:17] Sean Steele: Just pausing on for a moment. Yeah, because that's something that, you know, people often don't really give a lot of consideration to in terms of, you might go out to, let's say you've got an M&A advisor who goes out, susses out the market. They get a bunch of interest, you get a bunch of non-binding indicative offers from which to decide, or which part are we going to deal with, and to your point, some people will say, you know, if it's a vendor operated business where the vendors are actually actively involved, they're operating, they're doing stuff, they're not, they don't have a single point CEO or general manager in place, then that of course can create a lot of risk for the buyer, depending on the nature. So, where if a buyer sees more risk with vendors leaving, they're obviously going to seek to find ways to have the owners stay longer to reduce the risks that they're earnings go backwards and the value of the business they bought just deteriorates. And so quite often people will see earnouts where they've got, you know, a percentage of the total values held back, or maybe there's a kicker when they hang around and there's another target that's met, whether it might be revenue or might be earnings in a year's time or two years’ time. But of course, it's not the easiest thing in the world to be a Founder who's run your own business for a long period of time, and then find yourself essentially back pretty much as an employee with, or you know now essentially having a board and investors who've got a lot of say in what, how it works out. And some Founders really find that an incredibly difficult period, that earn out period and not that many Founders get to leave very quickly. However, you know, in your case, to your point, just to create clarity for the audience, if you were to find a strategic buyer who already understands your business model, already has their own people, already has management capability, you know, their risk is materially reduced if the Founders leave. In fact, they might even find it favourable because it allows everybody to get on with their lives and for them to just start operating it the way they want. But the more they're in your business already, the more they understand it, the lower that risk is for them and the more likely you are to be able to get out of the business earlier.

[00:27:14] Paul Panebianco: Yeah, and for us it…

[00:27:16] Sean Steele: Sounds like ultimately that worked well for your objectives and for theirs.

[00:27:19] Paul Panebianco: Yeah. Yep. It was three months, but it actually became six weeks. Yeah, six weeks. We were out of there, so.

[00:27:25] Sean Steele: Six weeks is pretty unusual.

[00:27:28] Anita Panebianco: It was a bit of a shock to the system when you've built a business for so long and then you're, then you're out straight away. Took us a while to get our heads around it, but we've adjusted pretty quickly.

[00:27:43] Sean Steele: I bet

[00:27:44] Anita Panebianco: Yeah. Take a nice holiday.

[00:27:46] Sean Steele: Eventually, you adjust. Yeah, absolutely. Probably, you know, because you know, Founders don't tend to typically take a lot of holidays when they're in the process of scaling. So, what about through that process, lessons that you learned, or advice that you received that was helpful during the negotiation process?

[00:28:07] Anita Panebianco: Yeah, look, we've probably got a lot of advice. Our advisors at TCA were really good. Sean, we spoke to you a bit as well. Just I think it's important to have people that you trust that you can bounce things off because you don't usually go through, you know, you might go through this once in your lifetime. So, it's not like you've got a lot of experience in the space, in the negotiation kind of phases. So, I think it's important just to have someone you can rely on, but also, I think what we found was that you've just got to kind of be true to yourself and stick with, you know, kind of go with your gut because if you do sell, you got to be happy with what the outcome is at the end. You got to be happy to walk away on your terms. And yeah, I think it's easy to get caught up in the whole process, but you've just got to kind of try step out of it. And make sure that, okay, if this actually goes through at this level on these terms, are we going to be happy with that outcome? Because it can become a bit of a train and it's just in motion, but, you know, you got to kind of, we did have a few conversations late on Sunday nights at home just, you know, is this really what we want to do? So, we were happy to proceed on those terms. But, you know, if it hadn't, I guess if we hadn't gotten there, then…we were also quite happy to continue working the business. We weren't really looking to sell necessarily. So, it's just, yeah, if it all falls into place, then well and good. But yeah, don't be pushed, I guess.

[00:29:55] Sean Steele: And I think, there's something really critical in what you've just said, Anita, which is, it's no different to a property sale process. If you know you've got a vendor on the other side who's highly motivated, desperate to get out of the deal because there's a divorce going on or there's been a death and the kids are fighting and everybody wants to just get it done. As the buyer, you know, you've got a bunch of leverage that you wouldn't have otherwise had because you understand that they're a highly motivated buyer in circum. So if you think about setting yourself up for success as a Founder, you want to be in a position where you feel strong like you can walk away, you know what your walkaway price is or you walk away terms, you know what you won't negotiate on. So, you can be firm on them. Because you know what you're like, well if it doesn't work out, we don't need to sell anyway and we'll just keep running the business and then…

[00:30:41] Paul Panebianco: Correct. And we'll take these earnings. Yeah, we'll take the earnings if you don't, you don't buy us. Yep.

[00:30:51] Anita Panebianco: Yep.

[00:30:51] Paul Panebianco: Yeah. So, they came down as simple as that.

[00:30:54] Sean Steele: And if you know, for people who are thinking about. You know, don't forget that when you think about a multiple of earnings, if your business is scaling up, as your business was still scaling up. If you know, if you can sell for three times, you'd have that money back in three years, because it represents three years of earnings. But if your business is growing 30% year on year, you're going to have that money back in two years. So, then you start asking yourself, am I going to sell the golden goose that's laying the egg? And so on the one hand, it's always exciting to get a bag of cash that you can walk away with. Then on the other hand, some people sell too early, or for the wrong price, and then wonder why they sold it in the first place because actually it was the thing that was providing a lifestyle of income. They enjoyed going to work, they were enjoying the business. And at the same time, you can't predict what the future of the business is going to be like. And so sometimes we think it's rosy today and we might have great tailwinds, but we might run into a future period. We might go really well for the next several years, and then we run into a big period of headwinds and then all of a sudden, we're wishing we sold. And so there's never a right answer to your point. It's always. thinking about all those factors and going, given all of that, given this deal and given how we feel about it, is it the right deal for us or not?

[00:32:05] Anita Panebianco: Yep. Correct. Yep.

[00:32:06] Paul Panebianco: Correct. And yeah, that was going through our mind as well. So, we knew that Adventure Co. one day probably would want to get into their space, into the space that we occupied. And, you know, they were pretty, pretty motivated to get into that space and we, they were looking to buy and execute just to sort of, there's a shortcut to get to getting there rather than growing it themselves. So, that was one thing we had to consider as well. While we do have a good, we've got this buyer that's highly interested, strategically aligned. Might not be there. Might not be there in the future. So, that was another big factor.

[00:32:46] Sean Steele: Big component. If you look back on your time in building Nexacu, is there anything you would've done differently? And if so, what was that and why?

[00:32:59] Anita Panebianco: I don't think we could have done lots of things differently. I guess there is a, we could have grown faster and taken on more risk, but I think we did it in a way that we were comfortable with. So, we kind of grew it quite organically. We didn't take on any debt. We kind of grew at a sustainable pace, I guess, and also look for us, it was also really important to balance it with the family and time and time at home. So, I feel like we could have done more, we could have gone faster and harder, but that would've come at a cost. So, I wouldn't, yeah, I wouldn't probably change that. I think we're quite happy with how it, how it planned out. I think in any business… in any business you can always do more or try new things and I think, Sean, we'd spoken about the, in training, especially the, were already, you know, there are always those shiny balls and many things that you can look to do and explore. So, there are no end to probably the opportunities, but you've kind of got to pick and choose it and know that it can come at a cost, I guess. So, while there are different things we could have done, I wouldn't probably change it. Pretty happy with the outcome. So, we've got to kind of, you know, take it. Take it for what it is.

[00:34:24] Sean Steele: A great outcome. So, if you think about the experience you've just been through, and if you go back to when you started the business, which is only what, sort of like eight years ago maybe? And when you started the business, you weren't thinking; in eight years’ time we're going to get a 20 million sale, enterprise value that wasn't really going through your heads at the time when you're out at the fruit market doing Excel spreadsheets. But how has this experience changed your perspective on being business owners and being entrepreneurs? Now that you've had this experience, how does it affect how you think about your future?

[00:36:03] Paul Panebianco: Well, the question is, do we try again with another business, and are we prepared to have another go, have another crack? I don't what the answer to that is. Maybe, yes. I mean, it'd be a shame. I think we have learned quite a bit through this journey. And I kind of feel that we would, what we've learned would save us a lot of time and expense in a new venture and we'd take all the learnings and the mistakes that were made in the past and apply it theoretically, we could apply it to what we've done, not make any mistakes, avoid the pitfalls, and potentially replicate it in something. And that that's, if we want to go down that path. Do we need to, we probably don't, but I'm not too sure if we would. But I do feel we're pretty equipped to take on another business if we wanted to, based on what we've learned through the journey, through starting a growing up, you know, dealing with team members and just sort of what we've learned, and then coming out through the exit. But it's a question, well, do we want to do that? Do we want to go through, do we need to and do we want to go through it? Because it's once you're in, you're in quite a bit. I mean, we always worked in the business and I think one of the points of difference was that with us, was that we kind of weren't afraid to get our hands dirty and understand the detail, truly understand the detail, truly understand the problems, and then being involved in coming up with the solutions and getting involved in executing the solutions. So, you know, when you take that approach, you're involved, you've sort of, it's hard to get yourself out of that. So, do we want to put ourselves back in there? Is a question that's being asked of us and we ask each other, and we'll take our time to work it out, I think.

[00:38:04] Anita Panebianco: Yeah.

[00:38:05] Sean Steele: Good plan, I reckon. Good plan. And I must know what you've learned about, yeah not many husband and wife teams can succeed in being business partners. And you guys clearly sort of carved out a space for your own roles based on stuff that you were strong at or naturally leaned towards. And I know you also had to pick up a whole bunch of things that maybe just you'd never really thought that you'd have to learn about. I know, Anita, I remember chatting with you and like. I didn't think I was going to have to be learning all this stuff about SEO. But you actually became very proficient in building the back end of the SEO, sort of strategy in the business. But what did you learn about how to make a husband and wife partnership work as co-Founders?

[00:38:51] Anita Panebianco: I don't how we did make it work, but it kind of just did. I guess we didn't really step on each other's toes that often. There was, look, there was no shortage of stuff to do, and we wore many hats so, I think we may be naturally gravitated to certain areas based on, well, partly based on experience. And I did what Paul didn't want to do all of the time as well. That's how I ended up doing the marketing. And we kind of just liked, we both liked to figure out problems, I guess, and solve problems. So, I think it worked because we had the same goals for the business at the end of the day, and it was more about how do we get there. So, it felt like we were just trying to figure that out together. I mean, we obviously disagreed sometimes, but look, we kind of will disagree sometimes but then we just get over it and get on with it and, you know, move on to the next thing pretty quickly. So yeah, it kind of, I think it just worked because we were, had the same vision. Maybe if we wanted to take it into totally different directions, that would've been difficult, but that wasn't really the case. Yeah, and I think again, that came back when we…

[00:40:14] Sean Steele: I think actually…

[00:40:15] Anita Panebianco: Sorry, go ahead.

[00:40:18] Sean Steele: Sorry. I was going to say, I think actually, you know, one of the things about the, you had alignment in the direction, but you know, one of pitfalls that I see is sometimes there are really different values in the how you get there. And really different approaches to, for example, how you make money-based decisions. Like one person wants to hire super senior person, super senior people and let them hire everybody else, and somebody else wants to hire just super junior people and manage everyone. And you know, like there can be really big differences that can cause a lot of conflict. But I always, I think as you said it, you know, I really enjoyed watching you both have a very pragmatic approach and always just seem to take a kind of pretty logical unemotional. Okay, well that needs doing. You do that. I'll do this. You have your space. I'll have my space. We'll just make it work. And, but you always seem to find your way through very account. Anything you want to add to that, Paul?

[00:41:10] Paul Panebianco: Yeah, I mean, we were always, as an organization, we were always very lean. And so, we just didn't have the luxury to dwell on things too much. It was, okay, well let's do this and have you solved that problem? Because if you solved that problem, we've got this problem to do to work on next. So there wasn't much time for sort of naval gazing or overanalysing what the other person was saying. We were very outcomes focused. And also even the way we got to the ease is that outcome or the, is the way we've sold it, is it perfect or is it good enough and is good enough-enough to move on? And if that was okay, then we didn't worry about perfection, I suppose, in what we did. It was close enough is good enough in this instance, so we then moved on, and that's sometimes what we need. Yeah. Some like, we don't disagree very often, but when we do, I don't think we don’t dwell on it either. We just sort of, okay. It's sort of, if Anita is upset with me, I can tell and we deal with it and we move on. So, it doesn't linger. But that doesn't happen all the time. It doesn't happen very often. And yeah, we get on really well. So yeah, I know maybe it doesn't happen as much out there as it's happened with Anita and I. But we're a good team. And Anita's great. Look, Anita's great at whatever she turns her hands to.

[00:42:46] Sean Steele: Well, I, I think it's been a…

[00:42:50] Paul Panebianco: Yeah. She's fantastic at whatever she decides to put her mind to. And when she was all in on this, it was a bit of a game changer for Nexacu when we put the kids into daycare and Anita started coming into the office and she was present with the team and stuff like that, yeah, the business went to another level. And yeah, we sound a lot off each other as well. And that might continue over the course of a few days. There might be a conversation that we just jump into at different stages there. Could be going to bed or getting ready in the morning and we'll go; Hey, what about this? And then we might continue the conversation, I don't know, at lunch or while we're washing up. So that's sort of sometimes how we made decisions, but to be honest, we're working so much in the detail of it, that sometimes the answers were pretty obvious, we were very obvious what we needed to do. And sometimes our staff were the ones that were telling us what to do. You know, we as well as we relied on each other, but our staff were also very important because they were really bought in. And sometimes they come to us and you know, I think this is what we need and we agree and yeah, we go on. Okay, this is what we'll do. Yeah.

[00:44:21] Sean Steele: Fantastic. Well, I think, it feels like a sort of natural, um, place to wrap up the conversation. I just want to say a huge thank you to you both, you know, first of all for letting me into your world. It was great to be able to support you on that journey, and I was thrilled for you to get such a great outcome. Secondly, you know, I think there's a lot that people can learn about you, I feel like you guys. I don't know if you surprised yourselves, but you figured out pretty quickly that you were actually really good at running a business together. You had really great and sound principles around the way you just sort of pragmatically knocked decision after decision, after decision over. You kept a very strong eye on financials on the leanness of the business. You were willing to work super hard. Everybody pulled their way. I think you know the way you built the business and you know, fair to say, you built an incredible system behind your business, which really helped you built a lot of efficiency and a lot of automation, a lot of workflow improvements that really helped you keep that business lean as it scaled. And so, you know, hats off to you both. You did an incredible job. Thank you so much for sharing your journey with the audience. I'm sure people will have taken a lot from that. And I really look forward to seeing what you do next and, uh, and remaining in touch with you both.

[00:45:34] Anita Panebianco: Great. Thanks

[00:45:35] Sean Steele: So thank you very much for sharing today. No, my pleasure, Anita. And folks, if you enjoyed today, and you are looking to build a kick ass grow strategy like these guys put in place and set up for your exit, then you should probably check out the ScaleUps Roadmap Program, where we're going to be doing exactly that, taking groups of Founders through a process where they build their growth strategy and execution land for the next three years with a very strong eye on what kind of exits they might like to achieve over what timeframe, and how to make sure they can look at the ingredients from businesses like Nexacu, things that dial up scalability, things that really contribute to valuation. Doors are opening pretty soon on that, so if you want to have a look, just jump over to scaleupsroadmap.com.au. And check it out and we can give you all the details. In the meantime, please, feel free to subscribe. Leave us a review or share this episode with somebody who you know would love it. You've been listening to the ScaleUps Podcast. I'm Sean Steele, and I look forward to chatting you again next week. Thank you so much, Paul. Thank you so much, Anita. It's been lovely to chat to you again.

[00:46:34] Anita Panebianco: Thanks, Sean. Cheers.