Selling Your Business: Key Questions and Answers
Selling your business is a significant decision. You’ve invested considerable time, money, and effort into building and running it—perhaps it even represents your life’s work. Now that you’ve decided it’s time to sell, getting the best professional advice is crucial. This is where working with a professional business broker can be the key to not just selling your business, but selling it at the best price and terms possible.
Here are some common questions sellers often ask, along with answers based on experience and expertise. If you have additional questions, don’t hesitate to consult your business broker.
What Can Business Brokers Do, and What Can’t They Do?
Business brokers are specialists who facilitate the smooth sale of businesses. It’s important to understand their capabilities as well as their limitations. A professional broker helps sellers price the business and structure the sale in a way that benefits both the buyer and seller. They can locate potential buyers, guide negotiations, and assist in completing the transaction.
However, a business broker isn’t a miracle worker who can sell an overpriced business. For a business to sell, it must be priced and structured appropriately. The market ultimately dictates what a business will sell for. The seller’s flexibility with terms and down payment options can also influence the selling price and the likelihood of a successful sale.
How Long Will It Take to Sell My Business?
On average, it takes about five to six months to sell most businesses. However, this is just an average—some businesses may take longer to sell, while others may sell more quickly. The quicker the broker has all the necessary information to market your business, the shorter the process is likely to be. Pricing the business right from the beginning also plays a major role. Some sellers overprice their businesses, thinking they can always lower the price later. Unfortunately, this strategy often backfires because buyers may avoid an overpriced listing entirely.
What Happens When There’s a Buyer?
When a buyer is seriously interested in your business, the broker will assist in preparing an offer. This offer may come with contingencies, such as a review of financial records, lease agreements, franchise agreements, or other important business details. The buyer’s offer will be presented for your consideration. You can accept the terms, make a counteroffer, or decline it altogether. Keep in mind, though, that the buyer can withdraw their offer at any time if negotiations don’t move forward.
Your broker will present all offers to you for consideration. The first offer might not be perfect, but it’s essential to review it carefully. Sometimes, the first offer can be the best one you’ll receive. While you shouldn’t accept just any offer, all offers deserve close examination.
Once you and the buyer agree on terms, the broker will help with satisfying any contingencies. It’s crucial to cooperate fully with the buyer during this stage to avoid any perceptions that you’re withholding information. Buyers may bring in outside advisors to review your business, and once all conditions are met, the final paperwork will be prepared and signed. After the sale is finalized, funds are distributed, and the buyer takes possession of the business.
How Can I Help Sell My Business?
You can assist in the process by fully cooperating with your broker and any other advisors, such as accountants or attorneys. Buyers will require up-to-date financial information, so it’s helpful to work with your accountant to provide this. If you have legal representation, make sure they’re familiar with the business sale process and are available to attend the closing, especially if you want a quick sale. Delays caused by your attorney’s schedule could give the buyer a chance to reconsider or amend their offer.
Ultimately, your team of advisors should all be working toward the common goal of selling your business at the best possible price and terms, while closing the deal as quickly as possible. Cooperation with all parties involved is key to a successful sale.
Copyright: Business Brokerage Press, Inc.
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The Critical Role of Storytelling in Selling a Business
Every business has a story to tell. In fact, selling a business involves the art of storytelling as you must pique interest and enthusiasm in the mind of the buyer. Through storytelling, you can convey not only the history of a business, but also its future.
Good business brokers and M&A advisors are storytellers who know how to relay the core truths and the core values of a given business. Storytelling is a fantastic way for business owners to let the world know more about their business, why it is special and what it can offer another owner in the future. A good business story will convey the future of the business and help a prospective owner see themselves as the lead character in an ongoing narrative. Great stories and great businesses are ones that can clearly present their truths and encourage the recipients of the story to take action.
When it comes to selling a business, the story must begin with the financials. As soon as a business broker begins working with a seller, they will collect as much information as possible about the business including financial information. The financials help to paint a picture of a business in a way that no other information truly can.
It is only once brokerage professionals have the financials in their hand that they can begin to craft the true and compelling story of the business. Once this information has been digested and analyzed, it can be presented in many forms including a confidential information memorandum or a confidential business review.
While there is no denying the role of facts and the financials in painting a picture of a business, it is not the only factor. Emotions undoubtedly play a role in the decision-making process. A good story is one that is able to seize upon the imagination and help the recipient of the story see themselves in the story.
A prospective buyer has to be able to see themselves owning the business in question. In fact, the buyer has to be the hero of the story, who takes over the business and guides it into a very successful future. Like all successful sales, it is necessary to sell not just the physical item—in this case, a business—but also the dream that accompanies it. It is key to convey to the buyer how they will benefit from owning the business.
If you are planning to sell your business and can successfully convey to a prospective owner how he or she will benefit from owning your business, then much of the battle is already won. An experienced business broker can help owners cultivate, shape and present the right story for their business, and achieve the optimal selling price in the process.
Copyright: Business Brokerage Press, Inc.
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How Inexperience Can Impact Your Business Sale
The lessons learned through hands-on experience are often irreplaceable. When it comes to selling or transferring ownership of a business, inexperience can be particularly troublesome. Many business brokers and M&A advisors have observed firsthand the jeopardy business owners can face when they either attempt to sell their business on their own or engage someone without the proper experience. For instance, holding an MBA or a law degree cannot substitute for the years of tangible experience that brokerage professionals possess. Selling a business is a complex process, and there is simply no substitute for experience. Let’s examine some common errors stemming from inexperience.
First on the list is the failure to involve the CFO. An inexperienced party should not handle financial details, as serious buyers will want to meet with your CFO. This meeting will be part of the due diligence process, so it’s essential to involve your CFO early on. Organizing a meeting between your CFO and a prospective buyer is a smart move, as it demonstrates transparency regarding your financials. Inexperience in the financial realm can be highly detrimental.
While failing to include your CFO early can be a big mistake, incorrect financials can be equally problematic. An inexperienced party should not handle your offering memorandum due to the potential for errors. What might seem like a minor error on paper can be perceived differently by a potential buyer. Omitting key information could ultimately harm a buyer’s trust or lead to a reduced bid. The financial information of your business tells a story, and it’s crucial that this story is accurate and up-to-date.
The first two inexperience-related problems can cause a deal to fall apart or result in a lower final offer, but the next issue is even more severe. An inexperienced party may not understand the importance of a confidentiality agreement or may fail to execute it properly. This can be more problematic than it first sounds.
In fact, the significance of a confidentiality agreement alone justifies working with an experienced business broker when selling your business. Without it, key employees, customers, suppliers, and even competitors might learn that your business is for sale. This disclosure could lead to chaos: key employees might seek other positions, customers might take their business elsewhere, and competitors might seize the opportunity to gain the upper hand. Maintaining confidentiality is paramount when selling your business.
Inexperience can make any endeavor more challenging. But given the high stakes involved in selling a business, relying on those without adequate experience is risky. Inexperience can do more than jeopardize a deal—it can potentially harm your business.
Copyright: Business Brokerage Press, Inc.
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Unraveling the Complex Realities of Valuations
Determining an accurate valuation for a company is far from straightforward. It involves a range of complex, and often rapidly changing, factors. The challenge is compounded by the fact that some aspects of valuation are inherently subjective. This means that different professionals might ultimately arrive at different conclusions. Despite these challenges, we can establish ways to navigate the valuation process effectively.
One key factor to consider is the ownership structure of the company. A company that is partially or fully employee-owned, for instance, may be perceived as less marketable. Many owners may not realize that Employee Stock Ownership Plans (ESOPs) can significantly impact the overall value of a company, however, this is true as well.
Intellectual property (IP) is another crucial element that comes into play with a valuation. Assessing the value of patents, trademarks, and copyrights can be challenging but is essential for an accurate valuation. The value of these intangible assets plays a significant role in the overall assessment of a company’s worth.
Technological advancements can also influence a company’s valuation. Companies, especially those focused on technology, may face obsolescence due to rapid technological changes. Even businesses outside the tech sector can be affected by technological disruptions. If a business is approaching the end of its life cycle, its valuation is likely to reflect that reality. Additionally, vulnerabilities to supply chain disruptions can negatively impact a company’s valuation.
The diversity and range of products and services offered by a company are important valuation factors as well. A company with a single product or service may be harder to value than one with a diverse product portfolio. Generally, companies with greater product diversity are valued higher. Similarly, companies with a broader customer base are often valued more favorably compared to those reliant on a few key customers.
In summary, accurately valuing a company requires a balance of art and science. It involves both intuitive judgment and analytical rigor. Collaborating with a skilled business broker or M&A advisors can help navigate the complexities of valuation and ensure a thorough and accurate assessment.
Copyright: Business Brokerage Press, Inc.
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What You Need to Know About Family Business Legacy and Transition
Family businesses are quite common. Estimates suggest there are more than 5 million family businesses in the United States alone. While family businesses are prevalent, this does not diminish their unique nature, as a family business often plays a central role in the family’s identity. Family members are typically deeply attached to the business and its achievements. They may see their own futures intertwined with it.
Owners of family businesses are generally very invested in their ventures and view them as part of their legacy. Consequently, sellers often hope to find buyers who will appreciate and continue their legacy. It is common for sellers to seek buyers who share their vision for the business.
Adding to the complexity, about one-third of family business owners never plan to retire. As a result, many family businesses lack a succession or exit plan, which can lead to instability and potentially jeopardize the business’s future. It is advisable for family business owners to work with business brokers to develop an exit strategy well before retirement.
Retirement will eventually become an unavoidable reality for nearly all business owners. Many are surprised to learn that the average lifespan of a family-owned business is just 24 years. Moreover, only about 40% of family-owned businesses are passed down to the next generation. Even more striking, only 13% of family-owned businesses make it to the third generation, and beyond that, the survival rate drops to a mere 3%.
There are also challenges associated with selling a business to a family member. One major disadvantage is that sellers often receive less value when doing so. Additionally, family-owned businesses may involve multiple family members in the decision-making process, which can complicate the sale.
On the other hand, selling to a third party might result in family members losing their jobs or struggling with a new management structure. Overall, buying or selling a family business is a complex process that differs from other types of business transactions.
In conclusion, sellers will benefit greatly from seeking the advice and assistance of a brokerage professional. Business brokers and M&A advisors understand the intricacies of selling a family-owned business and can identify the right buyers. Finding the right buyer can significantly streamline the sales process and lead to better outcomes.
Copyright: Business Brokerage Press, Inc.
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The Invaluable Benefits of Working with A Business Broker
One of the worst mistakes any business owner can make is neglecting their business during the sales process. It is quite common for sellers to become overwhelmed, lose focus, and see their business suffer as a result. The last thing any business owner wants is for their business to encounter problems right before it is put up for sale. Fortunately, there are straightforward and effective steps that business owners can take to avoid this potential pitfall.
Maintaining Business Operations
Ensuring that your business is ready to be sold means making sure everything is in top condition before the business is placed on the market. In short, you don’t want to make any major changes to the way your business normally functions. Your hours of operation, inventory levels, and other key business factors should remain as stable as possible. To put it another way, everything should be “business as usual” until you have officially sold your business.
Maintaining a “business as usual” environment can, of course, be easier said than done. Juggling the operation of your business while finding and negotiating with a buyer can be remarkably difficult. Working with a business broker or M&A advisor is a savvy way to take the pressure of selling a business off your shoulders. This allows you to focus on what you do best—operating your business. If you are like most business owners, you’ve never sold a business before, and this means you’ll have a steep, and potentially painful, learning curve.
Handling Logistics
A brokerage professional can assist you with every aspect of the sales process. From determining how much your business is worth and what the market will allow to maintaining confidentiality, a business broker or M&A advisor has the experience to properly prepare and position your business for sale.
It is difficult to overstate the tremendous importance of maintaining confidentiality. Business brokers are experts in this area, ensuring that you don’t lose key employees, vendors, or clients during the process. Employees, management, vendors, and clients may become nervous and look for new options if they learn that your business is being sold.
Sharing Valuable Advice
Brokerage professionals can also help you make a range of key decisions in advance. For example, buyers will often pay more if the seller is willing to stay on after the sale to train them. Additionally, a deal may be more likely if a seller is willing to provide financing. Knowing in advance how you will handle these important issues is critical, and a business broker can guide you toward the optimal decisions.
Selling a business is a complicated process. It makes sense for business owners to take steps toward selling their business well in advance. The sooner you talk to a brokerage professional about what you need to do to sell your business, the better off you are likely to be.
Copyright: Business Brokerage Press, Inc.
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Selling Your Business Like a Pro
Having a player mindset when selling a business can be a real gamechanger. The goal with this approach is to steer clear from coming across as desperate or highly motivated to sell. Instead, a seller who embraces a player mindset operates from a position of strength. It’s all about realizing you have something of value and then realistically taking steps to move forward.
Keep Operations in Check
It is vital that you, as a seller, realize that your number one responsibility is to your business. You must keep normal hours of operation and activities should proceed as normal. This will ensure that everything at your business is operating at peak levels. Inventories must be maintained, team members must stay on board, and you should continue moving forward as though there is no sale on the horizon. After all, business deals fall apart every single day.
Stay Realistic
Being a player doesn’t mean being unrealistic or greedy when it comes to pricing. While you, and your business broker or M&A advisor, will want the very best price for your business, it is essential that you remain realistic about the value of your business. Remember that like any asset, your business is not worth what you think it is worth. Instead, it is worth what someone is willing to pay for it. If you are like most business owners, you have a great deal of sweat equity built up in your business, and that means your emotions are likely involved. Having an impartial expert evaluate your business and reach a realistic price is in your best interests.
Maintain Confidentiality
A key part of achieving a successful sale is to maintain confidentiality. Experienced brokerage professionals always use confidentiality agreements because they work to protect their clients. One slip up in the realm of confidentiality can destroy a potentially great deal and even damage your business. Don’t work with any business broker that doesn’t utilize the powerful tool that is the confidentiality agreement.
Get the Upper Hand
Being a player instead of a seller means that you act from a position of strength. Circumstances often dictate whether or not a seller is in a position to act from a position of strength. For this reason, you’ll want to sell when you are not forced to do so for personal or financial reasons. You’ll want to prepare your business for sale when you are not under any pressing stress to sell. Investing the time to clean up your balance sheet, address any environmental or leasing issues, assemble key documents, settle litigation and other key steps, should be done long before you wish to sell. In short, you want to be ready to sell whenever you feel like doing so.
Selling a business is a complicated process with many moving parts. Quite often, it is the structure of the deal that is more important than the price. Maintaining momentum is often the most important part of achieving a successful sale, for deals that drag on for an extended period of time are more likely to fall apart.
As a player selling from a position of strength and not a seller who is in reactivity mode and must sell immediately, you set yourself up to be firm but also utilize flexible thinking. Being flexible and realizing when to bend can make all the difference between a deal happening and a deal falling apart.
Copyright: Business Brokerage Press, Inc.
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Strategic Negotiation: Essential Tactics for Deal Success
Negotiation can evoke a range of feelings: some people thrive on it, others dread it, and many fall somewhere in between. Regardless of your stance, the ultimate goal remains the same: to emerge successfully from the negotiation. Mastering effective negotiation methods and tactics can give you an edge where others might falter. The objective is to close deals effectively. Here are three negotiation strategies that have been proven to close more deals.
Leverage the Experts
One common belief is that you should never negotiate your own deal. Business owners are often too emotionally invested in their businesses, which can cloud their judgment. Buyers can also become overly emotionally attached. Engaging a professional business broker or M&A advisor can be a strategic move toward achieving a favorable outcome. A professional broker not only knows what constitutes a fair price but also understands the many factors that influence the negotiation.
Take it or Leave it
Another strategy to consider is the “take it or leave it” approach. In this method, the buyer presents their offer, the seller makes a counter-offer, and then the negotiation ends. The seller maintains their position and hopes for the best. This approach carries risks, as showing some flexibility can often lead to a successful deal. While the “take it or leave it” strategy can be high-risk, it also has the potential for high rewards. An experienced brokerage professional can assess whether this strategy is appropriate based on factors such as the business’s appeal to future buyers.
Addressing Variables
A third approach involves focusing on the most important variables for both the buyer and the seller. Understanding what matters most to both parties can be crucial in crafting a successful deal. It’s important to remember that key issues aren’t always financial; they might include commitments to retaining key employees or allowing a relative to remain involved with the business. Recognizing the complexity of buying a business and addressing these variables can facilitate a smoother negotiation process.
Reaching a Compromise
Finally, consider the strategy of splitting the difference. It’s essential for both buyers and sellers to avoid letting ego derail the deal. Quibbling over minor differences in a multi-million-dollar transaction is usually counterproductive.
Offering to meet halfway between the seller’s asking price and the buyer’s offer—provided the disparity isn’t too large—demonstrates goodwill and flexibility. By proposing to split the difference, you reduce emotional tension and show that you value reaching an agreement.
In dealmaking, don’t be afraid to think creatively. Every business, buyer, and seller is unique, and each deal presents its own challenges. A skilled business broker or M&A advisor will evaluate each situation on its own merits, rather than adhering to a rigid formula.
Copyright: Business Brokerage Press, Inc.
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Why Business Brokerage Professionals Use Term Sheets
Term sheets are invaluable in that they can serve as a point of orientation during negotiations. Thanks to term sheets it is possible to keep everyone involved, focused and on target.
What is a Term Sheet?
These nonbinding agreements detail the basic terms and conditions of a deal. It is different from a legally binding agreement, so it is often misunderstood by buyers and sellers. However, the term sheet serves the purpose of moving a deal along and helping both parties to get on the same page.
A term sheet can be thought of as a preliminary proposal that contains a range of information that is essential to the deal. A well-crafted term sheet includes more than the price, as it also includes key terms and any major considerations, such as employment agreements, consulting and more.
In Russ Robb’s book, “Streetwise Selling Your Business,” Robb concluded that a term sheet serves to include the price range along with the basic structure of a deal. Importantly, Robb also notes that a term sheet will include whether or not any real estate is included in the deal.
There are other ways of thinking about a term sheet. Author and attorney Jean Sifleet once stated that a term sheet should clearly answer the four all-important questions of: Who? Where? What? And, last but not least, How much?
The Importance of Customization
The goal of any negotiation should be to achieve a win-win for everyone involved. In order to achieve that win-win environment, it is helpful to avoid lawyers, accountants and other advisors who overutilize boilerplate documents or who use adversarial tactics or adopt extreme negotiation positions.
Putting it in Writing
Once a verbal agreement has been reached on the important variables of price and terms, it is critical to put that agreement in writing. It is through this information that the process can move on to the next stage and a more formalized letter of intent can be created. It is important to remember that the term sheet is designed to help both parties and can be used to help a deal take its final form.
Term sheets are an extremely useful and time-saving tool. They orient the thinking of all parties involved in the process and help cultivate a clearer understanding of what the final agreement will look like. Through term sheets, it is possible to avoid misunderstandings and last-minute surprises, which often sabotage deals.
Copyright: Business Brokerage Press, Inc.
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Mastering Your Mindset: Strategic Approaches to Selling Your Business
At some point, the odds are exceptionally high that you’ll need to sell your business. Today, fewer businesses are being passed on to the next generation, increasing the likelihood that you will be selling yours eventually. Regardless of your business’ stage of life, the time to prepare for its eventual sale is now.
Many believe that the most effective approach to selling a business is to avoid adopting a purely “selling” mindset and instead aim to position the business to be purchased. Let’s take a look at a historical example. In Cary Reich’s 1996 book “The Life of Nelson Rockefeller”, an insightful anecdote illustrates this point.
In negotiations over Rockefeller’s Mesabi iron ore properties with J.P. Morgan, John D. Rockefeller, Jr. astutely replied to Morgan’s team asking for a price with, “I think there must be some mistake. I did not come here to sell. I understand you wish to buy.” Despite Morgan eventually purchasing the properties, the price was set significantly higher.
The takeaway from the Morgan-Rockefeller interaction is that adopting a “player” mindset can be crucial in achieving success in negotiations and business deals. Never neglect to realize that your mindset going into a negotiation will likely influence its final outcome.
One of the first realities any seller must acknowledge is that selling a business can be emotionally draining. The process demands significant time and thought, and many business owners inadvertently harm the value of their business by neglecting day-to-day operations during the sales process.
It’s advisable to delegate the heavy lifting of selling your business to experts. Most business owners have never sold a business before, and even if they have, they likely lack expertise in this specialized field. When striving for optimal results in any endeavor, seeking the expertise of professionals is always beneficial. A business broker or M&A advisor, for instance, can manage every aspect of the sale—from evaluating offers and structuring deals to vetting serious buyers.
As a business owner, your primary focus should remain on running your business successfully until the day it is sold. This approach ensures that your business maintains its value and appeal to potential buyers throughout the sales process.
Copyright: Business Brokerage Press, Inc.
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