You've got to have a relationship. And I had by the end, I had a good relationship with both parties that were bidding. And just be honest and straightforward. I mean, you're under NDA in different manners. You gotta have that relationship for sure. Welcome everyone to the Stormy Stories Show. I'm uh Angela Robertson of Ace Tech, and I'm joined today by my first guest, Stephen Finley of Noratech, who has an incredibly interesting story to share with us today about his overnight success. So, Stephen, that's where I thought we would start is you know, tell me a little bit about City Reporter and how that came to be, and what was your original idea for the company? Well, City Reporter was not an overnight success. It really kind of came from uh sort of a partnership with a municipal insurance association of British Columbia. Uh, they had had a court case, uh, MIA is basically run by lawyers. And guess what? Their documentation wasn't very good. They uh ended up buying a house that was falling into a lake, and uh then they decided they needed to improve their process around inspections uh for building inspectors. So uh that's how we got started in that marketplace, and from there we got into the playgrounds, facilities, work orders, and ended up expanding across North America. And so you built this company over how long? Really, that partnership was in 2008. We started marketing in 2011, really just just ended up selling this year. So it it took a long time. Uh it was uh a bootstrap company, so we never went out and got any funds. Uh, we have another business unit called uh that is corporate IT services, and we slowly expanding, just using our own funds and resources and and growing in a slow, reasonable manner, really. What gave you the confidence to keep going, to keep growing and maintaining that bootstrap piece? Because I know when we use the term bootstrap, there's a certain level of pride that comes from that, but it's it masks this notion of there's there's late nights, there's lots of really difficult decisions to make in that time. Talk a little bit about what gave you what what allowed you to keep growing. Early on, I I struggled with you know getting funding and and growing, but I it for some reason that was just worrisome. And one of the ASTEC presentations back then was uh and I forget who did it, but it was a member who had exited, and they showed how over I forget how many years, say eight, ten years, they grew the company bootstrapped, and when they exited, they had done as well as you know, anybody who had gotten funds and growing. So then, you know, maybe I'm just uh from a small town and figure I can do anything I want, and just kept going. I always remember I I presented a different conferences, Oracle Open World International Oracle Group Users Group. One thing I learned about going to conferences is we're not different from the others. Everybody's struggling with similar problems. It's just how you handle that, really. So then one of the most inspiring pieces of your story is that you made the decision to sell, you went out to get some advice on that, and then they told you, hey Steven, you've got to figure this out on your own if you're gonna make it happen. Again, another presentation last year here, actually. Uh I'd already had some emails, I'd already had some interest, but uh, so I was seeking help. And uh Andy, Andy sits me down and says, You know what, you're just not big enough, but here's what I do. And he told me, get three, four bids. When you get to this point, I reckon man go into Osler. There's a good guy I know there, Justin. And I'm like, okay, I locked that in the back of my head, but I should have written down more notes because months later I finally get to the point I get this L-OI. My brother's a litigator, he's a lawyer, and the first couple of L O I's I got, uh, we I wasn't overly happy, but I give them to him and he's like, yeah, we can work with that. But then we get this one from the PE. My brother goes, You're gonna need help. All I can remember is, you know, he said something about a Justin. Now the reason I remember Justin is my eldest son, is Justin. But searching Ace Tech and Justin took me a while, but I finally figured it out and wrote Justin an email and got a hold of him and said, You gotta help us out here. So he he took us on, and Osler was really a good good partner for us. Uh so that that was very helpful having somebody with that background and knowledge. Because I said one time at uh wasn't the PE, it was another another one that was trying to buy us, and I said, geez, do you know how many times I've done this? And the guy kind of looked at me, how many? Never. You have no experience, you don't really know what you're doing. Yeah. And so walk us through that process of going out for auction on your own, because that's a pretty rare thing to do. You know, most companies would seek out an MA firm like Aqua or some other advisor to be able to go out and represent on their behalf because you're working on the business while you're doing this. Yeah, you you can't do that. You you really need a couple of managers, a couple of leads that that can do that because there's no way. If I didn't have the right team in the office, there's no way I could have done it. So I had I had the right people in place that that virtually ran the business. Uh uh, and and I got a bit of a background, nothing official, in negotiating. My wife won't go to the car dealerships with me. So I I always keep in mind, worst case you just walk away and there'll be something else. So and I I tried to keep it professional. You know, at one point, uh Fraser from Osler even said, geez, you got a really good working relationship with uh Joe from the BE. He says, Why don't you phone him up and ask him this? And sure enough, that goes well. So you you have to kind of keep that. Once you get to that contract in the LOI, really you're gonna have some confidence in in the team, like basically Osler, the lawyers. Not my world, not that. Yeah, so all all of the all of the contract language and everything. I have a tough time getting excited to read that. Was there any time through that process, through the negotiation, where you were up at night, you were kept scratching your head, going, is this really gonna work? Yeah, oh, there's plenty of times along the way you're just wondering, is this gonna go through? I'm always calculating in that in my head, even after I sign the LOI, okay, what are the odds it'll go through? And I've well, by the time we get to this stage where, you know, we've met a couple times, and because they put a lot of effort. Like at one time we'd show up to a meeting with MMP was our accountants and Deloitte was theirs. I ain't have like over a dozen Deloitte accountants on the meeting. I'm thinking, geez, the odds gotta be pretty good they're gonna go ahead. But you're always kind of calculating that. But I towards the end, before it closed, I do remember being up uh for a meeting at 10.30 p.m. and having a meeting at 6.30 a.m. So it was just yeah, it's it's it's a treadmill like no other. Uh I do remember every year I'd come here, and uh I come to HTTP a long time, and I'd I listened to the people that were exiting. I mean, Carl, he he I remember thinking that guy could have been an actor. Right? I I'm thinking, uh you know, I grew up in a small town, I played a lot of hockey. I'm thinking, it can't be that hard. Why? Guys, you you're really good at this, you know, exaggeration business. And but now that I've been through it, they weren't exaggerating. It it really is a crazy time in your life. Uh I wouldn't want to do it multiple times, but uh that last six, seven months is just because I I started January 27th. I remember the date, because of Justin, my eldest son's birthday, got the first email, and it was February 23rd, a year and a month later before it closed. And I remember doing demos in the summer. Uh by September, October is when it really took off. We signed the LOI in November, and then I don't know, I remember the PE telling me we got a process between one and 50 million and 50 million and over. So you might find this quite intensive. And I'm oh okay. He says, I'm gonna send you a spreadsheet. It's got 272 items, and my wife's got it figured out. We get the kids every other year. So this past Christmas we had no kids. I'll I'll work I worked every day except for Christmas. Get through this, you know, come January, I'll be done. Well, he hadn't told me that was just to start the process. In January, it's like, oh my god, it just it didn't end until it ended. And so, how did you stay focused through all of that? Because it's like at that point, you were far enough along to know that there was no turning back, no turning back. Uh you know, you see the amalgamation in the marketplace. Uh you see this AI. I mean, I've had to rebuild since since 2011 when we started. Blackberry died. We we used to run on the Blackberry as the mobile, so that's a rewrite. I don't think AI will be quite as as bad as a total rewrite, but it's gonna have a significant impact on the company, your processes, your sales and marketing. And I'm just thinking, you either gotta grow or or you gotta find somebody to to partner with and and and exit out. And that latter worked really well. This the purchaser, the the original people are from Finland. So they sent out uh Jan was his name. Him and I sat down, turns out he was a goalie. I played hockey, so him and I actually talked more hockey than business. When he got up to left leave, he says, You'll get a you'll get an offer. So that was very promising. But if I didn't have the competing offers, I would have never gotten the multiple I got for sure. So the the advice of uh Andy here, just so useful. It without it I would have been lost, really. So making sure that you go out and that you shop it out and get multiple. You gotta get more than one one involved. Otherwise, when they say that's what we're gonna give you, what do you what are you gonna okay? I'm leaving is all you got, unless you say, well, you know, the other guys are offering more. And uh and they actually so we had four, one dropped off, we had three, did a little bit of bidding, one dropped off, so we had two, and the two really it they almost doubled the price before they were done. So wow, that's amazing. Yeah, it I think you're underselling your negotiation skills here, Stephen. It it was really helpful to have those extra bids. Otherwise, I couldn't have done it. It was like I think it's worth more, honest. It seems like one of the underlying themes that I'm picking out here is building relationships with the folks across the table from you. So that definitely helps. You've got to have a relationship. And I had by the end, I had a good relationship with both parties that were bidding. And just be honest and straightforward. I mean, you're under NDA in different manners, so you gotta be you gotta be uh appropriate. And uh yeah, it's you gotta have that relationship for sure. What gave you the final impetus to make the decision that you did make if you had these two who were pretty close all the way down to the wire? Being dead even, however, the PE didn't want my corporate IT services business. Whereas the other guy, he wanted the whole thing. He was more of an amalgamator. They're also a big company, but uh they were an amalgamator and they thought they could use both business units. It's like, well, it's kind of an easy decision at that point. That's amazing. How many of your team members did you bring along the way with you? Like how many folks in your organization? Okay. And how many of them knew about the deal as it was going along? Well, I had a transaction bonus, so two of them knew almost from the start, and then over time, by the end, with all the signing and everything, it ends up being the worst kept secret. Because everybody kind of signed something with these D's. Oh my gosh. Uh, but you know, January 7th this year, we met in Vancouver. Uh, so I brought our head of marketing, uh, our CTO, myself, and then we went to uh Reston, uh Virginia uh January 22nd, so I brought a head of sales there. So, you know, they didn't meet everybody, but by the end, everybody had a pretty good idea something was going on, right? Right. And so were there a certain number of folks then that moved from your team over to the people. Well, yeah, it was a share purchase. So they they bought out it's crazy, world. So they bought the organization. We did a split in that transaction. I actually uh joked to Justin. I owned City Reporter for a day because we changed the name to City Reporter Software Inc. or Osler did. And uh so they took the organization and then we split out Nortech IT services and I bought that as as the contractual legal process flows, uh, which had four people in it, plus my wife and I went with that one. And so now on the other side of the transaction, what does that look like for you? How am I how involved are you in the business? Well, that's that's the food. So there was a transition agreement developed, and I always I remember getting it. They had my name all through it, and I'm like, no, no, no, no. I don't do the thing. So by the end, uh my two head guys are all over it, and my wife, the accountant,'s all over it. I'm not doing anything. Wow. That's significant. We're only three months out from when you closed, right? Yeah, other than meeting for further negotiations, uh due to you know, money owed and shred and that sort of thing, I'm I'm really not doing much at all. And would you say that's because you had the right team in place? Oh yes. Without the right team in place, like they had me doing all sorts of work, and it's like, well, the CTO does that, the head of uh uh IT services does that. And so yeah, I know it you gotta have the right team. Is there anything else that you would share for anyone that's listening in? You know, that's maybe thinking about preparing to sell, or yeah, there's probably other Stephen Finleys out there wondering, is this gonna be as tough as I think it is? Yeah, try to educate yourself as much as possible ahead. Uh going to these sessions is is very valuable. Uh, you know, I've been coming to Ace Deck a lot of years. I went to uh a number of exit type uh uh presentations. Uh you know, if you're if you're not large enough to have the MA team, uh you might want to uh you know improve your negotiation skills if you can. And and the other thing final is just it is as hard as they say, for sure. What kind of because you talk about the negotiation piece, and I think sometimes people feel like they either have that or they don't. How did you hone that skill shape? Something you can learn for me, all you just gotta realize, I mean, at the end of the day, worst case is what all every alternative you built in. So, worst case for me was well, there's this other company saying they want to buy it, and with them, it's the other company says they want to buy it. So, you know, I had worst case, I could go to the other guy. Uh and then and then just you know, really try and listen. Information is the powerful, the power here. Uh, and and it just it engulfs me. I don't maybe not everybody else, but I know for those up until I sign that LOI, 24-7. You wake up thinking about it, and you go to sleep thinking about it. It's all you do. For me, anyways, uh, I'm it's in my mind, and I'm I'm playing a game of chess and I'm just strategizing the whole time, right? Absolutely. Yeah. Thank you so much, Steven. It was such a pleasure having you on the podcast, and congratulations on winning the M ⁇ A Award last night. We're so pleased to have you as part of the ASTEC community. Uh it's been great to be part of the Ace Tech community, and uh I I've been part of the good fellas a long time. So I really appreciate the the coming down and and and having the peer group and and uh I can't say enough good things about Ace Tech, really. Thank you. Thank you.