A recent article posted on the Axial Forum entitled “What Do Buyers Look for in the Lower Middle Market?” explains how to make your business valuable to potential buyers and how to find the right buyers for your business. The buyers in the lower middle market are usually strategic buyers, financial buyers, private equity firms, and search fund advisors. Buyers in this market are generally looking for the following characteristics: A strong management team who has incentive and is prevented from competing against the company if their employment is terminated Stability and predictability of revenue and cash flow Low customer concentration Other value drivers such as state-of-the-art operating systems High level of preparedness The article warns about the biggest obstacles for owners. Business owners should consult with experienced deal attorneys and investment bankers before speaking to any buyers. They should also consult with advisors before the company goes on the market to make … [Read more...]

The value of the term sheet shouldn't be overlooked. From buyers and sellers to advisors and intermediaries, the term sheet is often used before the creation of an actual purchase or sale agreement. That stated, it is important that the term sheet is actually explained in detail. Let's take a closer look at its importance. What is a Term Sheet? Even though term sheets are quite important, they are rarely mentioned in books about the M&A process. In the book, Streetwise Selling Your Business by Russ Robb, a term sheet is defined as, “Stating a price range with a basic structure of the deal and whether or not it includes real estate.” Another way of looking at a term sheet, according to attorney and author Jean Sifleet, is that a term sheet serves to answer to four key questions: Who? What? Where? And How Much? Creating the Right Environment A good term sheet can help keep negotiations on target and everyone focused on what is important. Sifleet warns against advisors, … [Read more...]

A recent article from Small Business Trends entitled “41% of Entrepreneurs Will Leave Their Small Business Behind in 5 Years” summarizes a report by a global financial services firm that looks at business ownership and entrepreneurialism in modern America. The report found that almost 60% of wealthy investors would consider starting their own business while more than 40 percent of current business owners are planning to exit their business. Of the 41% of business owners who are planning to leave their business in the next 5 years, half of them plan to sell their business. The report highlights how heirs in the family are often reluctant to take over the family business and that many business owners underestimate what they need to reach a successful sale. The report notes that 58% of business owners have never had their business appraised and 48% have no formal exit strategy. One of the main takeaways from this should be that small business owners need to prepare for selling their … [Read more...]

Buying or selling a business is one of the most important decisions that most people ever make. Before jumping in, there are several points that should be taken into consideration. Let's take a moment to examine some of the key points involved in buying or selling a business. Factor #1 - What are You Selling? Whether buying or selling a business it is important to ask a few simple questions. What is for sale? What is not included with the buyer's investment? Does the sale price include any real estate? Are vital assets, such as machinery, included in the sale price? Factor # 2 - What are the Range of Assets? It is very important to understand the range of assets that are included with a business. What is proprietary? Are there formulations, patents and software involved? These types of assets are often the core of the business and will be essential for its long-term success. Factor # 3 - Evaluating Assets for Profitability Not all assets are created equally. If assets are not … [Read more...]

Personal goodwill can have a profound impact on both small and medium-sized businesses. In fact, it can even impact the sales of larger companies. Ultimately, understanding how personal goodwill is cultivated is of great value for any company. During the process of building a business, a founder builds one or more of the following: a positive personal reputation, a personal relationship with key players such as large customers and suppliers and the founder's reputation associated with the creation of products, inventions, designs and more. What Creates Personal Goodwill? Personal goodwill can be established in many ways, for example, professionals such as doctors, dentists and lawyers can all build personal goodwill with their clients, especially over extended periods of time. One of the most interesting aspects of building personal goodwill is that it is essentially non-transferable, as it is invariably attached to and associated with, a particular key figure, such as the founder … [Read more...]

A recent article posted on PR Newswire entitled “Business owners' love of work may hinder succession planning” explains the parallels between the number of business owners with no plans to retire and the lack of succession planning. In a recent poll, over 70% of business owners said they are not planning to retire, don't know when they will retire, or do not plan to retire for at least 11 years. The survey also reported that 2 out of 3 business owners do not have a succession plan or a clear understanding of the importance of one. Even if there are no immediate plans for retiring, business owners should have a succession plan in place to protect the business, partners, employees and customers. If something were to suddenly happen to the business owner such as serious illness or an untimely death, a succession plan would help make sure everything goes smooth with the transition of the business. To get started with creating an exit plan, business owners can take 5 simple steps: Set … [Read more...]

Can two companies in the same industry have very different valuations? In short, the answer is a resounding, yes. Let's take an example of two companies that both have an EBITDA of $6 million but with two very different values. In fact, Business One is valued at five times EBITDA, which prices it at $30 million whereas Business Two is valued at seven times EBITDA, meaning it has a value of $42 million. Value Difference Checklist Revenue Size Profitability The Market Growth Rate Regional/Global Distribution Management & Employees Capital Equipment Requirements Systems/Controls Uniqueness/Proprietary Intangibles (Intellectual property/patents/brand, etc.) There are quite a few variables on the above checklist that stand out, with the top one being that of growth rate. Growth rate is a major value driver when buyers are considering value. Business Two, for example, with its seven times EBITDA has a growth rate of 50%, whereas Business One, with its five times EBITDA has a growth … [Read more...]

A recent article posted by The National Law Review entitled “Thinking of Selling? Start Early, Build Your Team” explains the importance of putting together a good team of trusted advisors well in advance of selling your business. Your team should include an attorney, accountant, investment banker, and wealth manager. This team will help you with various aspects of selling your business such as: Setting a realistic valuation on the business Finding potential buyers Handling due diligence and information requests from buyers Structuring a transaction for tax & liability protection Dealing with the sale proceeds and making sure your goals are met It is a good idea to put this team together as soon as possible if you're thinking of selling, so everyone has time to prepare. There are so many aspects to a business sale and it is essential to have an experienced team of professionals to guide you in the process. Click here to read the full article. A recent article from The San Angelo … [Read more...]

A recent article from Divestopedia entitled “To Sell Your Business, Start with the End in Mind” explains the importance of planning your exit strategy in the early stages of your business. The article points out that emotion plays a big part in humans' decision making process, and when a potential buyer perceives that the owner has not prepared a company for sale, they associate this with uncertainty, effort and stress that will accompany rebuilding the business. Focusing on building your company's culture is also very important for exit planning because a well-established company culture will continue to endure after you're gone. Creating a self-sustaining culture that involves talented employees, succession plans for key people, talent acquisition and talent retention can help your business be seen as more valuable in the future. Click here to read the full article. A recent article posted on BizJournals.com entitled “How to know when the ride is over and it's time to get off” … [Read more...]

A recent article posted on BizJournals.com entitled “Top 5 rules on preparing your company for sale” explains how the best time to begin preparing your business for sale is right now. The article highlights these main rules to follow: Start auditing your financial statements now as these will be required by the purchaser. Keep appropriate, complete corporate books and records so everything is ready to be presented to a buyer when the time comes. Obtain a professional valuation of your company so you can use this as a roadmap for growing your company and ultimately maximizing the exit price. Use the valuation of your company to determine what assets are superfluous and will not be valued. This can also help you make future decisions with your business strategy. Start the process now for finding a second in command who could easily replace the founder of the company. This will be very valuable to the future buyer after the sale is made. Starting to prepare your business for sale now will … [Read more...]