Selling A Business
Why do business owners sell their business?
The decision to sell a business is often a difficult one. Therefore some put off the decision. In some cases putting off the decision will make it more difficult to sell at the best possible price. The strategy should be to "sell when you can, not when you have to".
Many different influences bring business owners to the decision that it is time to sell:
- Dissolving Partnerships
- Need for Additional Capital
- Desire to Diversify Personal Assets
- Seek Additional Challenges
- Pursue Other Interest
- Etc., etc.
How do I know how much the business is worth?
The primary method of establishing a price on the business is to apply a multiple to the earnings to the business. Since most business owners have their tax returns prepared so as to minimize any tax liability, an analysis has to be performed on the tax returns to determine the "Discretionary Earnings".
However what are earnings? What "multiple" is used? What about the assets of the business? What about the good will? How about inventory?
As an advocate for you, the seller, our goal is to establish the highest possible market price. We want to maximize the selling price but not overprice it so that it does not sell.
This is key and very important!
It is important to avoid letting employees, customers, vendors, and competitors know that the business is for sale. Untimely disclosure can adversely affect the selling price.
Selling a business is the only thing that is sold without telling anyone it is for sale.
How can this be done?
Who would buy your business?
- An Individual
- A Synergistic or Strategic Buyers
- Competitors, sometimes called "the buyer of last resort"
What Is the First Step?
Call us for an initial, confidential consultation to help you understand the process and determine if this is the right time to consider a sale. No obligation.
It is estimated that about 20% of businesses will sell, which means 80% will not sell! What can you do to increase your opportunity to sell your business? You will want to avoid 10 common mistakes or failures when selling your business:
- Failure to maintain confidentiality
Confidentiality is vital to the selling of a business. If employees know that you are selling and changes are coming, they may seek other opportunities. Competitors may use this information as a selling tool. Vendors may not continue to extend favorable terms. Profitability and market value may be reduced. To increase confidentiality, Alliance Business Brokers has all buyers sign a confidentiality agreement before even disclosing the name of the business.
- Failure to continue to run your business
It is important to maintain your business at peak operating capacity. The performance and productivity of your business is what you are really selling. The time taken from your business to sell it will have a toll on the business and as a direct result lower its market value. All buyers will eventually seek the latest P&L statement just before closing. If sales and profits are down, the buyer will seek adjustments.
- Failure to secure appropriate buyers
Knowing how to pre-screen a buyer is critical. Alliance Business Brokers pre-screen each buyer to avoid a negotiation that is doomed to fail. This saves you time and money. It can eliminate hundreds of wasted hours and misdirected efforts. The best buyer is one that will close.
- Failure to move the deal along
Time is the enemy to a deal. You need someone who will work on the deal everyday! You must run your business daily. Your lawyer and accountant have other clients to work with. We will be there on a daily basis quarterbacking your deal to the end zone.
- Failure to place the proper value on your business
A business has value to a buyer because of its anticipated earnings from its established resources and a demonstrated successful track record. Proper evaluation is crucial. You need to have the right price. Too high and you run the risk of scaring off potential buyers. Too low and you are "leaving money on the table" by not maximizing your eventual selling price.
- Failure to properly structure the deal
When the seller has limited knowledge about the available alternatives for structuring the deal, he is at a definite disadvantage and probably a costly one. Items such as leverage buy-outs, leases, royalties, earn-outs, consulting agreements, non-compete contracts can add immeasurable value and security to both buyer and seller alike. At the same time, terms unfavorable to you could be a costly mistake.
- Failure to prepare for proper due diligence
Due diligence is the period and process a prospective buyer will use in order to confirm that the sales and expenses are as have been represented. These issues can have a major impact on the closing of a business sale. It is imperative to be prepared and organized. You must be able to defend and substantiate representations made during the selling process. We can guide you through the due diligence jungle and make sure your business is properly presented.
- Failure to seek the right professional assistance and consultation
There are legal, financial, marketing and other vital considerations that must be addressed in the selling process. Some decisions in the selling process should not be made without the advice of the right professionals. The wrong professional can lead you to make bad decisions. We can help you get the right advice and protections.
- Failure to properly package your business
A potential buyer will want information about your customer base, competition, financial history and industry characteristics, such as size, growth potential and areas of opportunity. This information must be provided in a salable format and in a way to ensure your confidentiality. Your financials must also be "recasted" to show your business in the proper light. Most financials are prepared to minimize taxes; we work with you and your accounting professional to recast them in a format that maximizes your businesses value.
- Failure to control the deal
Alliance Business Brokers knows when to let buyers look at customer lists, when to talk with employees (if ever), when to start and end due diligence, when to hire professionals, when to call the landlord and more importantly we know when to refuse access to your business and its records.
These are just 10 areas of concern. There are many more just as important, depending on your particular situation.
Some of these are:
- How to sell when partners disagree.
- How to sell when a company is marginal or close to bankruptcy.
- What to do if the buyer wants you to continue managing the company.
- How to compile the necessary paperwork to finalize the sale.
For additional information, download the article "How to Sell Your Business. You only sell your business once. Sell it right!"
, By John Coto, CBI, CMEA
Alliance Business Brokers
154 Broad Street, Suite 1526, Nashua, NH 03063
Directions to our office