WHAT A SELLER SHOULD KNOW & THE SALES PROCESS
Knowledge and Expertise:
Deciding to sell your business is the easy part. How to go about it is another problem altogether. Setting a price, advertising, negotiating with a prospective buyer, and a sea of legal and financial details must be managed. Also, most accounting in a privately held company is done to minimize tax obligations and may not portray the businesses true profitability; we deal with this problem on a daily basis. We can save you time and frustration when it comes to selling your business. As business sales experts, we will guide you through every aspect of the selling process – from arriving at a fair market price to handling financial arrangements and closing the transaction.
The Business-for-Sale Process:
Over the next decade, six out of ten business owners plan to sell their companies – a noticeable increase over previous years. Start taking steps today to prepare your business for sale so you can maximize your long-term value and create a more profitable company.
Deciding to Sell Your Business:
Small business owners have many different reasons for selling their companies. For some, a business sale is the logical conclusion of a long and successful entrepreneurial career. But for the others, the sale may be motivated by a personal or family crisis, a new business opportunity or an unexpected change in business conditions.
Preparing Your Business for Sale:
Prospective business buyers won’t simply take you on your word. You need to have documents ready to support every claim you make during the sales process. During the course of a business sale prospective buyers will expect to see “just the facts” about your business.
Determining Your Price:
When selling a business, it’s critical to get the asking price right. Set it too high and you won’t get any buyer interest. Set it too low and you’ll leave money on the table. So when you set a price for your company make sure that every penny of company value has been accounted for while also remaining realistic.
Marketing to & Qualifying Buyers:
It is a great feeling to receive interest from potential buyers when selling a business. Let’s face it — selling a business can be a lot of hard work and a major time commitment, and that is why you want to hire the right broker who will do the most marketing and carefully screens buyers before giving our any confidential information.
We are experts at marketing your business without employees, customers or competitors knowing that it is for sale. Every buyer prospect we deal with must sign a very specific confidentiality agreement and show that they are financially qualified. Confidentiality is also important to the smooth continuation of the business during the selling process.
Negotiating and Due Diligence:
With thousands of dollars hanging in the balance, let us help with the negotiations and due diligence to ensure a successful closing. Determining the right price, of course, is crucial. We’ll arrive at a fair market price that you can feel good about, because we know the prices of similar types of businesses in your area in addition to trends at work in the market. Because we screen all inquiries, then schedule meetings with serious prospects at a time convenient to you, you receive the combined benefits of convenience and absolute confidentiality. We handle negotiations in a professional manner yet only represent the Seller. Clearly, you deserve a broker who does not have a conflict of interest when negotiating on your behalf.
Closing the Sale:
Once you and your business buyer negotiate the fine points of a deal, it’s time to schedule the sale closing. A few easy steps will help you lay out what you need to do in advance, during, and immediately following the big day. We use comprehensive pre-closing checklists and ensure your business sale is handled by business escrow professionals.
At Sunbelt you get trained professionals who are aware of your needs. Most of us have experience as business owners. Whether you are ready to sell your business now or are just beginning to think about it, call us for a confidential, no cost appointment. Sunbelt Business Brokers can make selling your business a successful, rewarding experience from your first meeting with us to the day you turn over the keys to the new owner.
STEPS TO SELLING YOUR BUSINESS:
Initial Consultation -Discuss your goals, objectives and motivation for selling your business-Discuss the market and what Buyers are expecting
Provide Preliminary Information About Your Business– To help analyze its current value, strengths and weaknesses
Detailed Discussion of Business -Discuss benefits of Sunbelt Business Brokers representation and the process of selling a business-Review the benefits and costs of a business appraisal -Discuss information required to complete a valuation analysis.
Complete Valuation of Your Business-Provide Sunbelt Business Brokers with required valuation information-Develop a value that maximizes your selling price and can be justified to the Buyer.
Discuss Valuation Results – Sign Representation Documents-Agree on asking price for your business-Review typical marketing plan-Sign Duties Owed and Agent Relationship-Leave Seller’s Disclosure Statement, Furniture Fixtures and Equipment List and summary of all required documents for submission as soon as possible.
Complete Business Summary-Seller supplies crucial information about the business-Sunbelt Business Brokers will develop a business summary for your business-Review and sign off on the summary and valuation.
Implement Marketing Program-Implement active marketing plan, including Internet and newspaper advertising
Screen and Manage Buyers – Show Business -Prospect(s) complete Buyers profile, confidentiality agreement and net worth statement-Sunbelt Business Brokers schedules a tour and introduces potential buyers for your business.
Write Purchase Agreement and Negotiate an Acceptable Offer-Facilitate an agreed upon price between Buyer and Seller including earnest money deposit
Schedule Buyer Due Diligence-Arrange for an in depth review of all financial operating results and confirmation of all balance sheet assets included in sale-Obtain Buyer preliminary contingency releases and approve Authorization to Close.
Open Escrow-Escrow agent conducts searches and drafts closing documents-Review completed documents with your Broker-All remaining contingencies i.e. lease, franchiser approval and third party financing are satisfied.
Manage Closing Process-Complete all lease assignments, title searches, franchise agreements and documentation-Buyer and Seller sign documents, Seller receives payment and pays broker- Seller trains Buyer in the operation of the business.
HOW MUCH IS YOUR BUSINESS WORTH?
It all depends upon who is buying. The first step in placing a value on your business is identifying the “Right Buyer.” The range of values that different Buyers may be willing to pay is staggering. Buyers pay for opportunity. The Buyer who perceives the greatest opportunity is the Buyer willing to pay the most for your business.
Identifying the “Right Buyer” requires understanding the four main classifications of Buyers.
Strategic Acquirer. These are the very best Buyers. They almost always pay cash and buy at a premium. Typically public or very large private companies, their decision to buy usually revolves around considerations of economies of scale, new channels of distribution, new technologies or other integration considerations. To be attractive to a Strategic Acquirer, your company should fit most, if not all, of the criteria.
Sometimes a business that does not meet these criteria can be the target of a “strategic acquirer.” A good example might be a small business that an acquirer believes could be franchised or expanded into a chain of similar locations. At Sunbelt we look for every reason that may make your business attractive to a strategic Buyer.
Professional Buyers. This group of Buyers emerged as a force when the “merger mania” of the late ’80s ended and Buyers began to recognize the opportunities in the private sector. Lower interest rates have also spurred the growth of these Buyers by encouraging the formation of investment groups whose purchases are made using a “schooled” approach. There are two distinct types of Professional Buyers and the acquisition criteria they use are as follows:
A. Private Equity Groups look for Revenues from $10 million upwards to $500 million, Earnings of $1 million for platform acquisitions Earnings, $250k minimum for add on acquisitions, Investment of considerable cash or equity and they Pay 3 to 5 times EBITDA
B. High Net Worth Individuals traditionally look for Revenues from $2 million upwards to $20 million.
Looking for a business can expand exponentially, Expect 6 figure future earnings, Expect to leverage a part of the purchase, Expect the Seller to finance part of the buy and they Pay 2 to 4 times EBITDA. Sophisticated Buyers sometimes buy companies smaller than the outlined criteria. A good example of a business attractive to the sophisticated Buyer is a light manufacturing business expandable into multiple markets through expanded marketing and solid management.
Main Street Buyer. By far the largest group of Buyers,
Main Street Buyers are the most common Buyer for Main Street businesses. These Buyers tend to focus solely on present and past earnings and will not typically pay a price based on future earnings. The Financial Buyer is buying a job or a career, and will consider a fair price if the transaction meets the following criteria: A living wage typically commensurate with the initial investment and a modest return on the cash investment. Mainstream Buyes are willing to pay 1.5 to 3 times SDE. (Not EBITDA), are often looking for SBA or Seller financing and a business that is a good fit with their skills.
Industry Buyers. Unless they are doing a consolidation or roll up in their industry, this Buyer is almost always the Buyer of last resort. If you have to sell, the Industry Buyer is usually the only Buyer you will attract. The difference between the Industry Buyer and all others Buyers is the value of goodwill: Most of the time Industry Buyers won’t pay for it. The Industry Buyer typically will pay Liquidation value, Book value, or Adjusted book value.
The first step in selling your business is understanding what it is worth.
Sunbelt Business Brokers can assist you with a free professional business valuation. Timing is everything, so call us today.A business is worth more if: sales are increasing, if it is an established business, if profits are growing, if the adjusted net income is over $100,000, if management are in place, if the assets are in good condition, if the Seller is willing to help finance the transaction, if the business qualifies for an SBA loan in addition to many other factors.