Preparing Your Business for Sale
Business Owners typically contemplate selling their businesses at different times through their ownership. It usually happens at the time of "business stress." This could be anything from employee headaches to customer problems to real or anticipated downturns or even health reasons or impending retirement. Or sometimes you've just had a rough day. It's not a decision to be made casually, but if, after strong consideration, the decision to sell is made, certain steps should be taken.
1. Prepare and analyze the financial statements of the business. Are sales on an upward trend? Downward? Can owner benefits, such as salary and percs, be easily identified? A Buyer will ask for a history of tax returns and/or financials. It will be most important to be able to show profits and owner benefits.
2. Be sure to keep your decision to sell confidential. Employees will be naturally distressed if they are told too soon. After all, the business may not sell. Employees may seek more security in the form of another job if they fear a loss of income. You may feel you are being dishonest or evasive to your employees, but truly you'll find it a disservice to share this information too soon. Customers could also feel insecure about doing business with a company that is on the market. There is a perfect time to alert them. Typically, after the sale has been consummated.
3. Seek accounting and legal advice on the tax ramifications of a sale. It's not what you get. It's what you get to
keep.
4. Take an objective look at your business premises. Are your offices clean, uncluttered and up-to-date? Do the facilities need a fresh coat of paint or new carpet? Potential buyers want to feel comfortable in their work environment. Now is the time to be aware of the look of your business.
5. With a serious financial undertaking as this, it is important to obtain professional assistance. There are unique rules involved in small and mid-sized company valuations and sales. The business brokerage industry has progressed over the last 20 years into a very organized, standardized service to sellers of businesses. The International Business Brokers Association (IBBA) offers complete certifications and ongoing education to its members. Acquisitions Unlimited, Inc. is a member in good standing with the IBBA.
Our goal is to locate the best possible buyer with the minimum of inconvenience to you, the client, and get the highest possible price for your exceptional business.
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The Do’s & Don’ts of Selling Your Business
In order to ensure that the sale of your business goes as smoothly as possible, we would like to share with you some of the do’s and don’ts in selling a business that we have learned over the years. The sale of your business will go much more quickly, smoothly and successfully if you keep these points in mind.
The following list is not in order of importance. In any given situation, one or more of them can be important.
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Do be flexible and keep an open mind. The sale of a business encompasses many factors. Don’t take an adamant stand on any one item. Look at the whole picture. Your best interests are served by working with us to negotiate a good offer. Frequently, you can “give” in an area of minor importance, and “get” in an area of major importance to you.
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Don’t surprise anyone with undisclosed problems. There is no such thing as a perfect business. Tell Acquisitions Unlimited up front about any current or past problems with your business, i.e. lower than expected sales or profits, loss of a major customer, lawsuits, having been in Chapter 11, etc. Do not try to minimize them or pretend they do not exist. This will enable us to explain them in their best light to a prospective buyer. Almost anything can be explained satisfactorily to a buyer if they are told about it early on.
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Do continue to operate your business as if it were not for sale. Since Acquisitions Unlimited only represents good businesses, we are generally successful in selling most of our client’s businesses. However, while we are marketing your business, it is not the time to “rest on your oars.” You owe it to your employees, your customers, and most of all to yourself, to continue to purchase needed equipment and inventory, seek out new customers, etc.
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Don’t try too hard to impress a prospective Buyer. Be yourself. Occasionally, owners act as if they have all the answers and let it be known that they are doing the best possible job of running their business. This may help our ego, but it does not help the sale of your business. If you are so good that you are irreplaceable, your business is probably unsaleable. What buyers would want to try to follow such a tough act? All buyers want to see potential for them to grow the business. We don’t mean that you should be too humble … you have a right to be proud of your success. Just don’t convince the buyer that he can’t measure up to your standards.
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Do be careful what you say to a prospective Buyer. Feel free to discuss any aspect of the operation of your business. However, do not discuss the purchase price, down payment, financial statements, etc. You do not want to negotiate a sale prematurely. If a buyer asks you about these items, refer him to Acquisitions Unlimited.
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Do minimize your exposure to a prospective buyer. Once you have accepted an Offer to Purchase, try to minimize further contact with the buyer until closing. You, or one of your employees, may inadvertently say or do something that “turns the buyer off.” You have nothing to gain and potentially everything to lose by being “chummy” with a buyer prior to closing. Remember, a sale is not completed until it is closed.
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Don’t tell your employees the business is for sale. Most business people are, by nature, honest and straightforward people. Because of this, frequently they mistakenly feel they should tell their key employees the business is for sale. A key employee may look for another job, or accept an offer he may otherwise have turned down if he finds out the business is for sale. You do not want to lose a valuable employee – and neither does the buyer. After all, he is paying you a good price for your business because, among other things, you have key employees in place. The loss of one of these may jeopardize the sale.
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Do beware of “Seller’s Remorse.” You should know in advance that there is a good chance that prior to closing you will wonder if you are doing the right thing. This is perfectly normal. After all, your business has probably been a major part of your life for a number of years. Remember your original reason for selling: retirement, new ventures, etc. It probably took you a lot of soul searching before you decided to sell.
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Do try to close the sale as soon as possible. Frequently sellers who have had their businesses for many years feel no sense of urgency about the closing date. They will say something like, “I’ve had the business for 20 years, what’s another few weeks?” The longer the period between an accepted Offer to Purchase and the closing, the more chances there are for things to go wrong.
Do use the services of Acquisitions Unlimited as much as possible. We have many years of experience negotiating the sale of businesses, arranging financing, transferring distributor agreements, renegotiating leases, etc. Take maximum advantage of our experience and expertise. Your time should be spent in continuing the successful operation of your business, not in worrying about every little detail of the transaction.
Most of these comments are just common sense. Some are a little less obvious. We hope we have not offended you by bringing up these points. However, the cost of making a mistake in some of these areas can be hundreds of thousands or even millions of dollars, if it prevents the sale of your business. Under those circumstances, we feel that bringing these matters to your attention is warranted. We will be happy to discuss any of these points with you.
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Finding Your Perfect Business
The search for your perfect business can be a long and expensive process.
Most buyers look over 8-10 companies or more before deciding on the one that
best meets their strategic needs.
Down Payment
The first step is determining the amount of financial risk you’d like to
take on a new endeavor. That will help you narrow down the many choices
available. There are new financing options that we can advise you of and
manage for you.
Skills
Secondly, if you intend to be a hands-on owner, contemplate your skills and
determine how you like to spend your days. Do you see yourself as a
salesperson, administrator, manager or marketer? Is your strength in
finance? Technical skills? Most businesses need someone to fill all these
roles. What you don’t have will need to be filled with a paid employee.
Services Offered
Our job is to locate potential acquisitions that meet your specifications.
We determine their sincerity and prepare and present a profile of the
business with supporting documentation. We can arrange visits and negotiate
offers for acceptance. Then we manage the transaction process until there is
a successful closing.
Negotiations
Our experience allows us to communicate and clarify information between
the parties. We work out obstacles, avoid impasses and keep the negotiations
moving forward. This results in successful agreement to sell and a
satisfactory acquisition for you.
Confidentiality
We handle all transactions and financial information in a competent and
confidential manner.
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Email: info@acquisitions-unlimited.com
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Acquisitions Unlimited Inc.
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