Posts Categorized: Seller Articles

Maximizing Your Time by Rating Buyer Seriousness

Your time is your most valuable commodity.  The simple fact of the matter is that many “buyers” are not truly buyers.  In contrast, they are often window shopping or acting out a fantasy of buying a business.  In other cases, they would only plan to buy if they were to find the “deal of the century.”  The last thing you want to do is waste your time trying to work out deals with people who aren’t serious or qualified buyers. 

The Plus and Minus System

The best way to find a serious buyer is to use a “plus and minus” system.  This system will help you weed out the window-shoppers from buyers that are truly worth your time. 

First, let’s evaluate factors for which you’ll want to deduct points.  If a buyer needed outside financing, then subtract 4 points.  Likewise, if a buyer has been looking for 6 months or more, you’ll want to also subtract 4 points.  If a buyer has no cash available, you should subtract 3 points.  Additionally, if a buyer is currently working in the corporate world, you should also subtract 3 points.  These are the 4 largest reasons to subtract points, but they are not the only reasons. 

Below are a few reasons to subtract 2 or 1 points from a buyer’s rating.

  • You learn the spouse is not supportive – Subtract 2
  • Prospective buyer uses a legal pad or clipboard and takes copious notes – Subtract 2
  • The buyer indicates that they are in “no rush” and want to find the perfect business – Subtract 2
  • The buyer is under the age of 25 or over the age of 62 – Subtract 1
  • The buyer is currently renting even though he or she has lived in the area for some time – Subtract 1

Factors to Add Points In

There are also many factors that would make a buyer fall onto the “plus” side.  If the prospective buyer does not currently have a job or has just resigned from their job, then add 3 points.  Likewise, if a prospective buyer acknowledges that books and records are not the only metrics by which to judge a business, add 3 points. 

Add 2 points if a buyer has enough money to buy the business and another 2 points if the buyer currently has no dependents.  If a close relative or family member currently owns or has owned a business in the past, then add 2 points.  If the buyer is between the ages of 25 and 62 add 1 point.  If he or she is a skilled worker or professional, add 1 point.  Finally, if the buyer does not consider location to be a prime consideration, add 1 point.

This streamline, straightforward and relatively simple system does work.  Use this system consistently, and you will quickly eliminate a large percentage of window shoppers.  While no system is perfect, this “plus-minus” system for accessing prospective buyers will save you countless hours and many potential headaches.

Copyright: Business Brokerage Press, Inc.

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The Journey Ahead: Map Out Succession, Retirement, and Estate Plans Before You Exit Your Business

By JoAnn Lombardi, VR Business Brokers/Mergers & Acquisitions, President

You’ve worked for many years to build a successful business, and now you’re starting to think about retirement. To ensure a smooth exit from the workplace, establish your retirement and estate plans now — well before you’re ready to sell or transfer.

Early planning will help ensure that you adequately provide for your retirement needs and the financial security of your heirs. It will also foster the continued success of your company and its employees.

Assess Where You Are
Before determining where you want to be when you’re ready to retire, assess where you —- and your business — are financially today. It sounds like a large undertaking, but you can start by preparing a detailed financial analysis of your business with the help of a valuation professional at VR. This expert will review historical data to determine your company’s current value. You will also need to examine all contracts and agreements to make sure your business is transferable. Transfer restrictions, such as professional license restrictions, franchise agreements, lending agreements, shareholder agreements or other types of contracts, can slow down the process significantly.

Plan for Success (ion)
Next, develop a succession plan that outlines how your business will be sold or transferred. If you have business partners, they will most likely be able to buy your ownership interests according to the terms of your company’s shareholder agreement or other agreements established among you. Or you might choose to groom one of your children to eventually take the helm. To ensure a smooth transition, however, your successor should assume significant management duties and at least partial ownership before you retire.

If you have no qualified family members or partners, consider selling the business to a key employee or group of employees. Employee buyers may have several financing options, including private equity partners, bank loans, and Employee Stock Ownership Plans (ESOPs). ESOPs are fairly complex structures and will require valuation and tax planning — as well as employees who are committed to the company for the long haul.

Think Retirement
The first considerations for retirement planning are your health, lifestyle, and any financial obligations. You will use these to determine your required revenue stream.

In addition to qualifying for Social Security benefits, you likely have retirement accounts such as IRAs or 401(k), Keogh, or Simplified Employee Pension (SEP) plans. When tapping these accounts, be sure to avoid actions that could have negative tax consequences. Also bear in mind that minimum distribution rules govern many tax-deferred retirement accounts. Traditional IRAs, for example, compel you to begin taking distributions after age 70 ½ or face significant penalties.

Also, certain corporate entity formations may provide options for additional distributions and more favorable tax treatments. Consider changing your corporate structure and placing assets where they facilitate the most cost-efficient succession. This is where a professional investment advisor is essential.

Even if you’ve managed your own investments thus far, a financial planning expert and tax advisor can help determine whether your retirement funds are likely to support your plans.

These experts also help you ensure your assets are well diversified in a way that doesn’t put your nest egg at unnecessary risk. A high concentration in one asset, such as your business, could result in a precarious financial situation if the asset were to decline significantly in value.

You might also want to consider staying with your company after the sale — perhaps as a paid consultant or salaried employee. Doing so may provide extra income that allows you to put off tapping your retirement accounts and investments, and you’ll be able to continue contributing to your taxadvantaged retirement plans. But working part-time also has tax consequences, so be sure to discuss any such plans with your financial advisor.

Protect Your Estate
Just as important as succession and retirement plans is an estate plan. If you haven’t already, write a will and appoint an executor to oversee the distribution of your assets when you die.

Trusts can help you avoid the costs and inconvenience of probate. Trusts may also protect assets from creditors, provide privacy, and come with professional investment management services. Your circumstances — including your assets’ estimated value, their allocation, and your beneficiaries — will help determine the structure and tax implications of your ideal trust. Trusts can also be designed with special provisions. You might, for example, want to:

  • Manage wealth through fiduciaries for living family members,
  • Ensure the support of a child with special needs,
  • Make a gift to a favorite charity, or
  • Create tax-friendly structures.

If you decide to make a trust a component of your estate plan, be sure to appoint a trustee who’s a neutral party you can trust.

Pick Your Partners
Planning your exit strategy, retirement revenue and estate distribution isn’t a simple task. At this critical juncture of your life, legal and financial professionals are essential partners.

 

How can you improve the value of your business?

Complete the “Value Builder” questionnaire today in just 13 minutes and we’ll send you a 27-page custom report assessing how well your business is positioned for selling. Take the test now:

Sellability Score

10 Resolutions That Will Boost the Value of Your Company

Finally, 2020 is in the books.

Good riddance.

If your goal is to build a more valuable company in 2021, here are some New Year’s resolutions to consider:

  1. Stop chasing revenue. A bigger company is not necessarily a more valuable one if the extra sales come from products and services that are too reliant on you to deliver them.
  2. Start surveying your customers using the Net Promoter Score methodology. It’s a fast and easy way for your customers to give you feedback, and it’s predictive of your company’s growth in the future.
  3. Sell less stuff to more people. The most valuable companies have a defendable niche selling a few differentiated products and services to many customers. The least valuable businesses sell lots of undifferentiated products and services to a concentrated group of buyers.
  4. Drop the products or services that depend on you. If you offer something that needs you to produce or sell it, consider dropping it from your offerings. Services and products that require you suck up your time and cash and don’t contribute significantly to your business’s value.
  5. Collect more money up front. Turn a negative cash flow cycle into a positive one and you boost your business’s value and lessen your stress load.
  6. Create more recurring revenue. Predictable sales from subscriptions or recurring contracts mean less stress in the short term and a more valuable business over the long run.
  7. Be different. Refine your marketing strategy to emphasize the point of differentiation that customers value. Be relentless in highlighting this advantage.
  8. Find a backup supplier for your most critical raw materials. Consider placing a small order to establish a commercial relationship and diversify the sources of your most-difficult-to-find materials.
  9. Teach them to fish. Answer every employee question of you with “What would you do if you owned the business?” Your goal should be to cultivate employees who think like owners so they can start answering their own questions without coming to you.
  10. Create an instruction manual. Document your most important processes so your employees can do their work independently.

Here’s to building a more valuable company in 2021!

 

How can you improve the value of your business?

Complete the “Value Builder” questionnaire today in just 13 minutes and we’ll send you a 27-page custom report assessing how well your business is positioned for selling. Take the test now:

Sellability Score

Ownership Transition Survey Results

Mass Mutual Life Insurance produced an ownership transition survey back about a decade ago.  The survey results were based on feedback and answers from family-owned businesses.  It produced some very interesting results, and is worth examining even today.  While the survey at this point is quite outdated in terms of the timeline, there are still many valuable nuggets of information to be gleaned from it.  Let’s dive in and take a closer look at the numbers and what they can tell us for 2021 and beyond.

While the Mass Mutual Life Insurance ownership transition survey had a range of important points, the one that leaps right off the page is the fact that a whopping 80% of family-owned businesses are still being controlled by their founders.  A large percentage of those founders are Baby Boomers who will have little choice but to retire in the next few years.

The survey indicated that 55% of CEOs over the age of 61 or older have yet to choose a successor.  This fact serves to emphasize the fact that a “retirement wave” will hit family-owned businesses, and this will lead to some interesting shifts and opportunities.  And while the survey indicated that 13% of CEOs state they will never retire, the reality of the situation is that ownership will eventually change hands.  Business brokers can expect to see an unprecedented wave of interest in their services.  Additionally, prospective buyers will also have a highly unique opportunity to buy established businesses.

The survey also indicated that 30% of family-owned businesses will be changing leadership within the next five years.  Of course, with that change of leadership, many possibilities open up, including the possibility of selling.  However, it is important to note that while there will be a “retirement wave” amongst the Baby Boomers, not all businesses currently owned by Baby Boomers will be placed on the market.

The survey noted that 90% of businesses currently plan on remaining family-owned, and 85% of businesses plan on having their next CEO be a family member.  However, it is important to keep in mind that even if these numbers were to hold true, that means at least 10% of businesses will be up for sale.

It is likely that this number is far higher now than when the survey was conducted due to the aging nature of the Baby Boomer population and owners looking to sell because of pandemic related issues.  Simply stated, there will be no shortage of businesses for sale in 2021 and beyond.

Another important aspect of the survey to consider is the fact that family-owned businesses are not prepared to sell.  According to the survey, 20% of family-owned businesses have not completed any form of estate planning, and 55% of family owners do not have any formal company valuation for estate tax estimates.  Combine these statistics with the fact that 60% of businesses do have a written strategic plan, and it becomes clear that family-owned businesses, especially those considering selling in the future, are most definitely in need of professional assistance.  Many family-owned businesses are ill prepared for the future and have a range of vulnerabilities.  Business brokers and M&A advisors are uniquely positioned to provide those services.

Copyright: Business Brokerage Press, Inc.

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The Top 50 Lower Middle Market Consumer Investors & M&A Advisors

Written by Dani Forman Axial | November 16, 2020

The polarized economic performance of the Consumer industry over the last 9 months has all the makings of a great business school case study.

Where brick and mortar has struggled, e-commerce has thrived. Where travel-oriented businesses have watched their sales all but disappear, producers of home exercise equipment can’t keep up with the sudden and sustained spike in demand. Consumer-focused deal professionals are carefully studying these trends in an effort to predict a return to baseline, what the new baseline will be, and what trends are here to stay.

In this report, we profile 50 top consumer industry private equity investment firms and M&A advisors who are best positioned to advise and capitalize on Covid’s sweeping change to the consumer economy.

We also reveal an analysis of the relative overlap between transactions going to market via Axial and the specific consumer segments most in demand on the platform. The analysis is accompanied by commentary from Axial Members and consumer industry specialists Triangle Capital, Threadstone Advisors, L Catterton, and Camano Capital.

Introduction

Consumer spending habits were already undergoing a major paradigm shift prior to Covid-19. As we’ve seen in other industries, the pandemic has accelerated certain emerging trends by an estimated 5-10 years. As an example, consumers spent $211.5 billion on e-commerce in the second quarter of 2020, up 31.8% quarter-over-quarter according to JP Morgan, citing data from the U.S. Census Bureau.

Consumers’ minds have shifted,” says co-founder and Partner at Triangle Capital, Richard Kestenbaum. “More people are acting like early adopters, which has accelerated the acceptance of a lot of the digital trends we’re seeing in the consumer space today. That won’t go away. Some consumer habits will return to normal, but some won’t, meaning they are real and enduring.”

Top Consumer Segments in the Lower Middle Market

We analyzed the consumer focused investment criteria of over 750 private equity investors and corporate acquirers on Axial and over 1,000 consumer related deals that have come to market in the last 12 months. The analysis yielded the following top 7 lower middle market consumer segments on the buy and sell-side:

Rapidly evolving digital trends within the consumer space, along with a number of Covid-related consolidation opportunities in consumer manufacturing, distribution, and supply chain management, represent a majority of the verticals included within these 7 core-categories.

Retail, E-Commerce, and the Growth of Direct-to-Consumer 

Predicting consumer trends has and always will be the name of the game in consumer M&A. Even those with the strongest intuition have been kept on their toes since the onset of the pandemic. McKinsey’s recent survey of over 2,000 consumers showed that 73% of Americans have tried new shopping behaviors since Covid-19 began.

“Consumer preferences haven’t changed materially during Covid,” says Harry Fackelmayer, Vice President at L Catterton. “What has changed materially is how those consumers are interacting with, obtaining, and paying for products & services.” One of the most pronounced areas within Consumer that reflects this ever-evolving interaction with products and services is the movement away from traditional retail, towards direct-to-consumer (DTC) offerings.

“To thrive today, a large part of your business needs to be direct-to-consumer, with a real, prominent e-commerce presence,” Fackelmayer points out. Digitally native, DTC brands need to remember amidst the Covid-induced surge in demand, the core tenants that made DTC so appealing (and profitable) to begin with. First, the relatively inexpensive cost of customer acquisition, and second, the gross margins of the product being sold, which experts benchmark at between 50% and 85% for the most successful DTC companies.

Taylor Fish, Partner at Camano Capital has spent a significant amount of time with existing portfolio companies, making sure they’re equipped and ready to capitalize on this push to DTC. “The margin profile and ability to cost-effectively manage your customer base are a few of the things that makes DTC so attractive from an investment profile perspective.” Fish points out that DTC enabled businesses in the lower middle market make especially appealing targets, because “most LMM businesses haven’t yet reached the scale or don’t have the know-how to effectively execute on both e-commerce and retail go to market strategies at the same time. That’s where we can help.”

Retail is Down but not Out for the Count

As we’ve established, there’s reason to believe that the recent spike in e-commerce activity, which has contributed to the proliferation of DTC offerings, will continue for the foreseeable future. The question then becomes, is this the end of retail?

Not by a long shot.

“Almost every square foot of retail space in America is worth less than it was a year ago,” Kestenbaum points out. “That means if I’m a retailer, I can have a bigger store for the same scale of operation than I could have before. What do I do with that extra space?”

Retail businesses that were not instrumented to support e-commerce or DTC prior to March are likely feeling the pain of the recent lockdowns. Those that were and are managing to weather the storm, however, have a real long-term opportunity to capitalize on a growing experiential consumer trend, with more physical space, and less resources, to win the loyalty and attention of a new customer base.

Impact on Retail M&A

Segments of retail M&A were already on the decline for a number of reasons before 2020, dropping 59% since it’s peak in 2016. “I suspect this is the nail in the coffin for a lot of mom and pop retailers who have already been struggling to compete with the Amazon’s and big box retailers of the world,” says Josh Goldberg, Managing Director at Threadstone Advisors. “ Investors are aware of that struggle and are mostly staying away from pure-play brick and mortar retail because of it. Some retailers will recover, but it will take a significant amount of time for investors to see how they respond.”

Goldberg continues, “Investors buying into retail and consumer companies today need to think about what’s around the corner. You’re buying based on historical revenue and EBITDA, but you’re buying for future revenue and EBITDA. Explaining the net results of the consumer behavioral shifts from Covid, and what you’re doing to generate additional revenue because you experienced Covid will become an imperative part of the M&A narrative.”

Private Label vs Brands

“Panic buying” – think Charmin toilet paper flying off the shelves in the early days of the pandemic – was a blessing in disguise for private label brands. The consumer rush to buy familiar brands in March and April led to a sudden and severe shortage of those products. Consumers were then forced to buy “store brand” foods, beverages, cleaning products, and personal goods only to realize that they weren’t so bad afterall. A recent study showed that more than 45% of consumers that recently switched to private label products did so first and foremost because the prices were better, followed closely by a “lack of availability of their preferred national brands.”

Now that consumers know there are comparable, cheaper options out there, how much does brand influence the purchase decision making process?

“Brands used to give people more comfort and security than they do now,” says Kestenbaum. “Sustainability, fair wages, and health benefits trump the importance of the brand for today’s consumer. Target is a perfect example of a company who used private label manufacturing to drive more people into their stores. Their value proposition used to be about coming to the store to buy other brands. Now, it’s come to our stores because we make everything ourselves. The prices are fair and the products are better.”

Private label brands from stores like Target have gained popularity at a much faster pace due to the pandemic, but according to a recent study from LEK, this is likely only the beginning. In the beauty and cosmetic sector, 67% of shoppers believe that private label products provide better value for your money. Millennials in particular are evangelizing the move towards off brand products, purchasing at a significantly higher rate of 32% compared with 25% in older age brackets.

While this trend is undeniable, a strong brand is still crucial for many consumer-focused investors. This newfound emphasis on price and values has made smaller, value-based brands prime acquisition targets as a means of insulating larger CPG brands from the consumer preference shift towards private label.

Supply Chain Resilience is Key

The third and final trend we’ll cover in this report stems directly from the migration towards e-commerce/DTC offerings and the increased consumer acceptance of private label products.

At the heart of every successful consumer operation lies a supply chain that manages the flow of goods – from raw material procurement through fulfillment and consumption. The logistical complexities of the supply chain make it extremely prone to inefficiencies – blood in the water for opportunistic investors who can leverage their experience and resources to transform leaky supply chains into opportunity.

The demand shock from Covid-19 exposed pre-existing problems with smaller consumer manufacturing businesses and their overwhelmed supply chains. Investors and larger manufacturers aware of these issues have begun targeting smaller manufacturing operations in hopes of finding discounted opportunities that will also enable them to expand into new product lines, verticals, and geographies.

Aside from the M&A consolidation opportunities, investors have used their portfolio company’s supply chain woes as inspiration to invent and simplify. “An investment in optimizing your supply chain directly benefits your balance sheet and indirectly benefits your customer,” Kestenbaum points out. “The capital that you free up by running an efficient supply chain can be deployed elsewhere in the business. The good news is, technology has reached a stage where you can get that efficiency without adding labor costs.”

Conclusion

2020 has been a year of violent change for consumer economy entrepreneurs and investors.

The challenge and opportunity, as always, is predicting what comes next. Having a digital presence, offering sustainable, cost-effective products, and optimizing supply chains have become imperative focus areas for all businesses operating in the consumer space, whether they were ready for it or not. As we’ve learned over the last 9 months, however, those that improvise and adapt are in a prime position to overcome.

To conclude, we’re excited to present Axial’s 2020 Top 50 Consumer Investors and M&A Advisors, whose efforts in advising and capitalizing consumer industry business owners deserve recognition.

The 2020 Axial Consumer Top 50

Buy-Side Sell-Side
L Catterton Triangle Capital
Camano Capital Threadstone Advisors
Pattern Consumer Growth Partners
Akoya Capital Partners 41 North
Morgan Stanley Global Private Equity Tully & Holland
HIG Capital CCC Investment Banking
Entrepreneur Partners Boxwood Partners
Gauge Capital Britehorn Partners
San Francisco Equity Partners White Rock Advisors
Encore Consumer Capital SDR Ventures
Bregal Partners Stephens
Peterson Partners Balmoral Advisors
Varsity Brands Consensus Advisors
Cannondale Capital Investors Bryant Park Capital
NRD Capital Management Carl Marks Advisors
WJ Partners Cross Keys Capital
Kidd & Company The Peakstone Group
Branford Castle Capstone Headwaters
Reliance Industries City Capital Advisors
GreyLion Capital FINNEA Group
High Road Capital Meridian Capital
Blue Point Capital Partners Janney Montgomery Scott
Spanos Barber Jesse Mann, Armistead & Epperson, Ltd.
Peak Rock Capital Carter Morse & Goodrich
Hammond, Kennedy, Whitney & Co. Blue Ash Capital

 

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Stumbling Blocks To Avoid When Selling Your Business

by Peter C. King, VR Business Brokers/Mergers & Acquisitions, CEO

From a lack of preparation to proceeding without the help of a skilled intermediary, these are some of the most common mistakes made by sellers.

Selling a business for a satisfactory return and within your preferred timescale can be a challenging prospect. Attracting buyers requires a focused approach, careful groundwork and realistic expectations.

Here are some common pitfalls you should avoid to boost your chances of a successful outcome.

Lack of preparation

Owners frequently underestimate the time required to prepare for a business sale. Most business brokers advise allowing significant time to thoroughly prepare for a market listing.

This allows you to formulate a viable exit strategy, which should include an effort to make the business more appealing. For example, cutting wasteful costs, putting your financial history in order and tidying or even renovating your premises will positively influence the selling price.

Overconfidence

As elsewhere in your business activities, confidence can be a useful tool – provided it is grounded in reality. Purchasers will generally only pay what your business is worth – and their assessment of that figure will be based on independent valuations based on profit, asset values and other measurable factors, not on your own personal estimate.

Obtaining a professional business valuation at an early stage will keep your expectations realistic and give you an idea of the work required to realize enough cash to fund your next venture or a comfortable retirement. It’s also useful to research the online marketplace to check the asking price of similar businesses and to ask your VR Advisor about the current sales climate, prevailing trends and the factors driving prices.

Overvaluation

Any business valuation must be a logical and transparent assessment of the worth of the enterprise. Prospective buyers will inevitably query the figures in order to understand the applied rationale – so any significant overvaluation will soon become apparent.

They will want to examine supporting evidence to verify profitability and things like the value of longterm depreciable assets. To convincingly refute accusations of overvaluation, you should adopt one of the standard business valuation formulas based on assets, income or even a multi-method approach – whichever suits your type of business best.

Misrepresentation
To get a good price you will naturally seek to emphasize the positive attributes of your business. Nevertheless, avoid dubious practices such as producing inflated figures and misleading estimates or concealing flaws. Apart from the ethical considerations, the discovery of such deception will likely prompt the withdrawal of prospective purchasers or maybe, if discovered post-sale, legal action.

Therefore the safest approach is to discuss all forecasts, projections and other sensitive information with your professional adviser before disclosing information to a potential buyer.

Disclosing sensitive information without a non-disclosure agreement

A breach of confidence during the sales process can be hugely damaging to your business. If details of the sale are leaked it can unsettle key staff and prompt customers and suppliers to defect. If you disclose sensitive information to buyers without asking them to sign a non-disclosure agreement first, you run the risk of that information becoming known to your competitors too.

As with many other aspects of a business sale, a skilled business broker can advise you on screening buyers, when to introduce non-disclosure agreements as well as what information to disclose, and when.

Deal fatigue

Because of the procedures, regulations and time involved, selling your business will always be a marathon rather than a sprint. And to continue the analogy, marathon runners are also more likely to quit the course.

That means patience, stamina, determination and a clear understanding of your identified goals are essential to your cause. Administrative frustrations and sticking points are almost inevitable, and distinguishing between temporary setbacks and non-negotiable, deal-breaking issues may ultimately determine the quality of outcome you achieve.

Refusing to seek the help of a professional

Selling a business is not the same as running a business, so you’re probably an amateur in the game. Even so, too many business owners avoid hiring professionals in the belief that the cost-savings achieved will generate a higher return.

Though using a business intermediary obviously incur fees and commissions, having experts to handle financial and legal issues, as well as negotiations, will invariably result in a smoother, more discreet selling process, steering you clear of the most common pitfalls and maximizing your eventual returns.

 

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Complete the “Value Builder” questionnaire today in just 13 minutes and we’ll send you a 27-page custom report assessing how well your business is positioned for selling. Take the test now:

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The Importance of Owner Flexibility

You shouldn’t expect to sell your company overnight.  For every company that sells quickly, there are a hundred that take many months or even years to sell.  Having the correct mindset and understanding of what you must do ahead of time to prepare for the sale of your company will help you avoid a range of headaches and dramatically increase your overall chances of success.

First, and arguably most importantly, you must have the right frame of mind.  Flexibility is a key attribute for any business owner looking to sell his or her business.  There are many variables involved in selling a business, and that means much can go wrong.  An inflexible owner can even irritate prospective buyers and inadvertently sabotage what could have otherwise been a workable deal.

Be Flexible on Price

A key part of being flexible is to be ready and willing to accept a lower price.  There are many reasons why business owners may fail to achieve the price they want for their business.  These factors range from lack of management depth and lack of geographical distribution to an overreliance on a handful of customers or key clients.  Of course, one way to address this problem is to work with a business broker or M&A advisor in advance, so that such price issues are minimized or eliminated altogether.

Be Prepared to Compromise

In the process of selling your business, you may want to achieve confidentiality and sell your business quickly and for the price you want.  However, the fact is that most sellers find that it is possible to have confidentiality, speed, and the price you want, but not all three.  Ultimately, you’ll have to pick two of the three variables that are most important to you.

Be Patient

A third way in which business owner flexibility can boost the chances of success is to embrace the virtue of patience.  By accepting the fact that businesses can “sit on the shelf” for a considerable period of time, you are shifting your expectations.  This realization can help reduce your stress level.  The fact is that stressed out owners are far more likely to make mistakes.

Sometimes Losing is Really Winning

A fourth way in which business owners should be flexible is realizing that you and your lawyer will not win every single fight.  There will be many points of contention, and a smart dealmaker realizes that it is often better to have a good deal than a perfect deal.  You may have to make sacrifices in order to sell your company.  Simply stated, you shouldn’t expect the other side to lose every point.

At the end of the day, a savvy business owner is one that never loses sight of the final goal.  Your goal is to sell your business.  Seeing the situation from the buyer’s perspective will help you make better decisions on how you present your business and interact with prospective buyers.  Maintaining a flexible attitude with prospective buyers helps to position you as a reasonable person who wants to make a deal.  Goodwill can go a long way when obstacles do arise.

Copyright: Business Brokerage Press, Inc.

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Getting the Most Out of Confidentiality Agreements

When it comes to buying or selling a business, there is no replacement for a solid confidentiality agreement.  One of the key ways that business brokers and M&A advisors are able to help buyers and sellers alike is through their extensive knowledge of confidentiality agreements and how best to implement them.  In this article, we will provide you with an overview of what you should expect out of your confidentiality agreements.

A confidentiality agreement is a legal agreement that essentially forbids both buyers and sellers, as well as related parties such as agents, from disclosing information regarding the transition.  It is a best practice to have a confidentiality agreement in place before discussing the business in any way and especially before divulging key information on the operation of the business or trade secrets. 

While a confidentiality agreement can be used to keep the fact that a business is for sale private, that is only a small aspect of what modern confidentiality agreements generally seek to accomplish.  Confidentiality agreements are used to ensure that a prospective buyer doesn’t use any proprietary data, knowledge or trade secrets to benefit themselves or other parties.

When creating a confidentiality agreement, it is important to keep several variables in mind, such as what information will be excluded and what information will be disclosed, the term of the confidentiality agreement, the remedy for breach, and the manner in which confidential information will be used and handled. 

Any effective confidentiality agreement will contain a variety of key points.  Sellers will want their confidentiality agreement to cover a fairly wide array of territory.  For example, the confidentiality agreement will state that the potential buyer will not attempt to hire away employees.  In general, this and many other details, will have a termination date.

The specifics of how confidentiality is to be maintained should also be included in the confidentiality agreement.  Parties should agree to hold conversations in private; this point has become increasingly important due to the use of mobile phones and in particular the use of mobile phones in out-of-office locations.  Additionally, it is prudent to specify that principal names should not be used in outside discussions and that a code name should be developed for the name of the proposed merger or acquisition. 

Safeguarding documents is another area that should receive considerable attention.  Digital files should be password protected.  All paperwork should be kept in a safe location and locked away for maximum privacy when not in use.

In their enthusiasm to find a buyer for their business, many sellers have overlooked the confidentiality agreement stage of the process.  Most have regretted doing so.  A confidentiality agreement can help protect your business’s key information from being exploited during the sales process.  Any experienced and capable business broker or M&A advisor will strongly recommend that buyers and sellers always depend on confidentiality agreements to establish information disclosure perimeters.

Copyright: Business Brokerage Press, Inc.

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How to Optimize Your Chances of Selling Your Business

The simple fact is that selling your business is likely to be the single most important financial decision you’ll ever make.  With this important fact in mind, it is essential that you prepare far in advance.  Let’s dive in and take a look at some of the key items you’ll want to check off your list before placing your business on the market.

Think About Legalities

When it comes to selling a business, legal issues should be at the forefront of your thoughts; after all, selling your business does involve the creation and execution of a complex and detailed legal agreement.  There are many times in life where it is possible to cut corners, but hiring a good lawyer or law firm is not one of those times.  Moreover, you’ll want to settle all litigation, environmental issues or other issues that could potentially derail a sale.

Deal with Serious Buyers

Working with a good business broker or M&A advisor is an essential part of the selling process, as these professionals will help you to weed out “window shoppers” as well as prospective buyers who are simply not a good fit for your business.  Any serious buyer should be willing to submit a Letter of Intent.  Everyone should be on the same page as far as price and terms as well as what assets and liabilities are to be assumed.  This second point reinforces the first point.  It is essential to have an experienced lawyer helping you through various aspects of the sales process.

Be Flexible on Price

You should also be prepared to accept a lower price than you might ideally want.  There are many reasons that this may occur, ranging from a lack of management depth and a lack of geographical distribution to a dependence on a limited number of clients.  Reliance on a small number of customers and/or clients can give potential buyers pause, as it could raise concerns regarding the stability of your business.  Addressing these issues years before placing your business on the market can help you best achieve the price point you desire.  This is yet another reason to work with a business broker in advance.

Improving Your Chances for Success

In terms of achieving the price that you want for your business, there are other steps you can take.  Increasing the visibility and profile of your business is always a savvy move.  Consider attending trade shows, boost your online profile via stepping up your social media game and explore creating a coherent public relations program.

Finally, selling a business is often a waiting game.  You have to be psychologically prepared to wait a considerable period of time before your business is sold.  The fact is that most businesses do indeed sit on the shelf for a considerable period of time before they are sold.

Preparation, patience and good organization will dramatically increase your chances of selling your business and achieving an appropriate price.  The sooner you begin organizing your business and working with experienced professionals, the greater the chances of success will be.

Copyright: Business Brokerage Press, Inc.

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Insights from BizBuySell’s 3rd Quarter Insight Report

Most business buyers and sellers are wondering what 2021 and beyond will bring.  BizBuySell and BizQuest President Bob House provided a range of insights stemming from BizBuySell’s 3rd Quarter Insight Report and a survey of over 2,300 business owners. 

The simple fact is that the pandemic has most definitely had a major impact on the buying and selling of businesses.  This fact is obvious.  But diving deeper, there are a range of insights that can be gleaned. 

First, owners do understand that COVID is a massive force in business right now.  According to the survey, 68% of owners feel that they would have received a better price for their business in 2019 than in 2020.  Only 37% of respondents felt that they would receive a better price this year.  Of owners who felt that they would receive a lower price in 2020 than in 2019, 71% of these owners said that their assessment was directly tied to the pandemic and its accompanying economic impact.

A question on the survey asked owners if the pandemic had impacted their exit plans.  55% responded that the pandemic had not changed their exit plans.  Additionally, 22% said that they now planned on exiting later, and 12% stated that they planned on exiting earlier.  In short, the majority of business owners were not changing their exit plans.

On the other side of the coin, buyers are acknowledging that the present seems to be a very good time to buy.  A staggering 81% of buyers stated that they felt confident that they would be able to find an acceptable price point.  In terms of their purchasing timeline, 72% of respondents stated that they were planning on buying a business soon.  Survey follow-ups indicated that large numbers of buyers were also planning on buying in 2021.

Generational differences are playing a role as well.  Baby Boomers tend to be more optimistic than non-boomers as far as their overall views on the recovery.  43% of Baby Boomers now expect the economy to recover within the next year as compared to just 30% of non-Boomers.  House pointed out, “Baby Boomers are the generation that did not plan, which makes it harder for them to adjust transition plans if they were preparing to retire, as small businesses don’t have the infrastructure and management teams in place to wait out a bad cycle.”

Based on the information collected by BizBuySell’s 3rd Quarter Insight Report and their survey, it is clear that there is a new wave of buyers on the horizon.  The report supports the notion that the pandemic has made small business ownership an attractive option for new entrepreneurs.  Factors driving new entrepreneurs into the marketplace include everything from being unemployed and wanting more control over their own futures to a desire to capitalize on opportunities. 

Finally, House notes that 2021 could be a “perfect storm for business sales,” as 10,000 Americans will turn 65 each and every day.  This means that the supply of excellent businesses entering the marketplace will likely increase dramatically.

Copyright: Business Brokerage Press, Inc.

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