Q&A - What can I do to help sell my business?

Being pro active in the sale of your business is a must! This week’s Q&A explains what you can do to help the process.

Q: What can I do to help sell my business?

A: As Sunbelt (or broker in general) begins the process of selling your business, there are certain things you can do to help:

• Do business as usual.

• Treat the business as if it is not for sale.

• Do not let inventory levels dip below normal.

• Keep the business clean and in good repair.

• Remove equipment or furniture that is not part of the sale.

• Provide us with monthly updated financial information in a timely manner.

• Be as accommodating as possible in setting appointments to meet with  buyers.

• Let us know of any changes in the business such as hiring or firing

• Always work with us and not directly with potential buyers.

•Remember that a negotiated deal is a deal that will close. Do not become offended by what you consider to be a "low" offer.

•Counter all offers on a timely basis.

 I hope this list helps. Good luck to all that are in the process of selling. And to those of you who would like to speak to one of our brokers/advisors, do not hesitate to call. We will gladly answer any questions you may have.

Thank you,

Joan Young

Sunbelt Business Brokers, Greater Bay Area | (408) 436-1900 | www.sunbeltbayarea.net

Keeping the sale of your business CONFIDENTIAL

Tip of the Day

Keeping the sale of a business confidential is probably the number one concern for business owners. Employees may become worried about the security of their employment, and clients may become concerned about quality and service.  Here’s something to ease your concern…

Business Brokers specialize in confidentiality. Every business they sell is a confidential transaction. A broker acts on your behalf allowing you to remain anonymous. It’s important to maintain confidentiality.

So, When should I tell my employees about the sale, you may ask? 

Although it sounds cruel, our considerable experience has proven that it is best to tell your employees about the sale after the sale is complete. Of course, if there is an employee whose expertise will be needed after the sale, you should introduce the buyer to this employee shortly before closing.

We have found that once employees find out that the business is for sale, they often just assume that their position will be replaced with the new owner’s personnel. This is far from the truth, however. Current employees are a wealth of knowledge! After the transaction has occurred and the seller is no longer there, employees become a real asset to the business. It typically works best if employees are introduced to the new owner right after closing the sale. This enables the new owner to tell about his background and to take time to assure the employees of their value and that no one is going anywhere– all without distressing anyone.

If you’d like to discuss how the confidentiality of the sale of your business will be handled, contact me at the number below. Thank you very much.

-Joan Young

Sunbelt Business Brokers, Greater Bay Area | (408) 436-1900 | www.sunbeltbayarea.net

Three Traits of a Successful Entrepreneur

Sometimes when you're wondering what to do next in life, good advice can come when you least expect it — like when you're getting your hair cut.

Jenn*, the hairstylist giving me a trim, mused aloud about what she was planning to do with her career. Cutting hair was just one part of her livelihood; she was also a professional caregiver as well as the owner of a rig that her husband operated. But her husband was about to retire from the road, and now they were wondering, "What next?"

Over the course of our brief conversation, in no more than the time it took Jenn to cut my hair, I picked up on three attributes of her success that are helpful for any entrepreneur:

Practical. Listening to her brainstorm reminded me that successful entrepreneurs know how to keep their feet on the ground. First, they get inspired through personal observation, developing ideas from needs they see in the world around them. Second, they develop a concrete plan. They may work the plan, changing it as they go, but always with an eye towards getting a good return.

Purposeful. People with a practical outlook seek opportunities that add value, as opposed to opportunities that just seem "cool." (It's easy to forget this distinction, especially in well-established organizations.) Their focus is offering products and services that customers need and will pay for. For instance, Jenn's second job as a caregiver: that's a service for which there is always a need.

Impatient. Sure, patience is a virtue in some cases. But for an entrepreneur, so is impatience. Jenn is eager to make things happen so that she can continue to earn a good living. When it comes time for her husband to leave the trucking business, she will be ready with another venture. Her gumption and ambition make her impatient for success, and that drive increases her chances of getting there.

There's one final trait that successful entrepreneurs share: They realize that inspiration is useless without perspiration. During my 15 minutes in Jenn's chair, we talked about three different industries she's involved in — personal service, health care, and transportation. People who work for themselves have to rely on their own get-up-and-go.

People like Jenn enjoy working for themselves because it affords a level of independence. With hiring still sluggish at large firms, I suspect we will encounter many more such entrepreneurs. The future of our economy may indeed depend upon such folks, whether they are running a company that cuts hair, or running a company that makes microprocessors.

People who can think and plan ahead, are comfortable with uncertainty, and have the discipline to work hard are an asset, and are ideal candidates for business ownership.

Mistakes to Avoid before Selling your Business

Are you planning to sell your business in the next few years? Here are eight mistakes to avoid before calling it quits:

Mistake 1: Being boring

While it is true buyers like predictability, they also like growth. Set aside a small slice of money for experimenting on new things (product ideas, etc.). The BBC, for example, has a “gambling fund,” which it uses to fund experimental programs that fail the typical new program development testing cycle. It was through the gambling fund that the blockbuster t.v. show “The Office” received funding.

Mistake 2: Selling your product, not your business

A buyer will need to see that your company has a way of winning customers without you. Hire salespeople or invest in marketing so that your business is less reliant on you as a rainmaker. Start thinking of your business as your most important “product” and invest your sales energy in meeting with people who might buy your business, not your product.

Mistake 3: Staying married

Eighty-four-year-old Hugh Hefner told The New York Times last year, “If I sold it (Playboy Enterprises), my life would be over.” If you’re too emotionally connected to your business, it will be difficult to get the price you deserve and will leave you feeling as though you’ve lost a family member after the sale. Instead, slowly start cultivating interests (e.g., travel, another business idea, charity, etc.) outside of work to ease the transition.

Mistake 4: Using retirement income as the basis of your number

Succession planners will tell you to figure out how much income you want in retirement and make that the basis for calculating how much money you need to get from selling your business. The reality is, your business is worth what someone will pay for it and has nothing to do with how much you need to retire. You’ll likely be bored after selling your company, so after taking some time to decompress, travel and play, you’ll probably find yourself starting something new anyway.

Mistake 5: Not including survivor clauses in your contracts

Acquirers like to see that you have locked customers into long-term agreements, but if your customer contracts do not have a “survivor clause” to ensure they remain enforceable after a change in ownership of your company, they may be moot. Talk to a lawyer to make sure an acquirer will get the benefit of the contracts you’ve got with customers after you’re gone.

Mistake 6: Sharing equity with key employees

It’s tempting to use equity or options to retain employees you want to keep through the negotiation and sale of your company. However, you can achieve the same result with a simple “stay bonus,” which you offer key employees who remain with your company for a period of time after the sale. A stay bonus is a lot simpler to implement, doesn’t muddy your company’s capital structure and may end up costing you less in the long run.

Mistake 7: Leaving your team rudderless

A lot of big-personality founders set the tone for their business through their personal charisma, but if you want to sell your business, you need to make sure your company has a set of values independent of you. David Ogilvy handed out Russian dolls to his managers as a reminder of the perils of hiring successive layers of smaller and smaller people. Ogilvy sold his shares in his agency and retired to a castle in France, where he ultimately passed away, but the dolls live on in the hallways of Ogilvy offices as a reminder to managers to always hire people smarter than they are. Find a way to remind employees of your values when you’re not around.

Mistake 8: Not having a BATNA

Professional negotiators suggest having a best alternative to a negotiated agreement (BATNA) — that is, a plan B in case negotiations to sell your business stall. For example, if you’re planning to sell your business to a strategic buyer, also have a financial buyer keen to make an offer or a management team with the means to buy your business over time. That way, you’ll have more leverage when negotiations get dicey.

Have you ever sold a business? If so, what you would you do differently next time?

Reasons to Sell Your Business Before You're Ready to Retire

You don't have to hold onto your business until your working days are done. Here are some reasons why "retirement" and "exit planning" shouldn't be synonymous.

Have you ever noticed how the terms “retirement” and “exit planning” for business owners are often used interchangeably?

Sometimes it seems as though the only socially acceptable way to exit a privately held business is to hang on until you’re well past your prime, eventually giving the reins to your offspring so you can play golf for a few years before retiring into a home to wait to die. Your children, however much you love them, could be the last people in the world that should run your company. Spending your retirement watching your life's work diminish before your eyes –

I’m sure you have your own reasons for building a business you could sell, and while retirement is a legitimate reason, it’s not the only one. Here are my favorite reasons—inspired by real people in their 30s, 40s, 50s and 60s—for selling a business before you want to retire. You may want to:

• Become an angel investor;
• Capitalize on an unsolicited offer for your business;
• Write a serious check to a charity;
• Get rid of your mortgage;
• Start a bigger, faster and more profitable business;
• Live debt free;
• Take a year off to coach your kid’s baseball team;
• Buy a beach house;
• Get out of a toxic partnership;
• Experience what it is like to work for a big company

When I ask business owners who have sold their company to share the one thing they wish they had known before doing so, many are quick to say they wish they had known to do it sooner.

Don’t wait too long to enjoy the other jobs of life. Allow a good 20 years to do the things you have always wanted to do.

How Buyers Put a Price on Your Business

If you're looking to sell your business, you probably have a number in mind. Here's why it might differ from what an acquirer is willing to pay.

A funny thing happened when I was first approached by someone who wanted to buy my printing company: I forgot everything I knew about sales.

Instead of listening to the customer and understanding his or her needs, I went into negotiations with potential buyers focused on my needs. I wanted to get a certain multiple for my business but failed to put myself in the shoes of a buyer to figure out what he or she would be willing to pay.

It was a rookie mistake on my part. Any first-year salesperson knows the first step in selling is figuring out what the customer needs. I should have asked about buyers’ goals in wanting to acquire us. In particular, I should have tried to understand what kind of return they were looking for on their investment in an acquisition.

The price buyers are willing to pay for your business depends on a lot of factors, but one of the most important is the return they expect to get and the risk associated with achieving that return.

Assuming your revenue is flat or growing modestly, the higher the return on investment the buyers are looking to achieve, the lower the multiple they will be willing to pay for your business.

At the risk of oversimplifying a complex equation, if the buyers are looking for a 22 percent return on their investment in your company, then they will derive the multiple they are willing to pay as follows:

100 ÷ 22 = 4.5 times EBITDA

Provided you’re not the next Google and you don’t have the cure for cancer, the buyers would be willing to pay around 4.5 times EBITDA to buy your business.

If, however, their expectations for a return are higher, let’s say 30 percent, they will be willing to pay less for your business:

100 ÷ 30 = 3.3 times EBITDA

So what drives up buyers’ expectations for return on investment while at the same time driving down the price they are willing to pay for your business? In a word, risk. The riskier your business looks to buyers, the higher their expectation for a return will be.

Likewise, with your own investments, you are willing to settle for a lower return when you buy relatively safe assets, like a government bond. But when you buy that risky small-cap fund, you expect a higher rate of return in exchange for putting your capital in harm’s way.

So how do you de-risk your business in the eyes of an acquirer?

• Client risk—do you rely on just one or two key clients for most of your business?
• Supplier risk—will you be in trouble if one of your suppliers goes under?
• Depth of management—what happens if a key employee disappears?
• Contracts—do you have legal agreements in place, or do you rely on handshakes?

Ask yourself these questions to judge how risky your revenue stream is. Investors want to know that things won't fall apart if something unexpected happens. Show them safety in your pattern of earnings, and you can expect a higher offer.

When you sit down with people interested in buying your business, try to find out what their expectations for return on investment are. That will tell you a lot about what their offer will look like and how risky they view your business. From there, you can do the math and anticipate their offer price and decide whether or not you want to keep talking.

Transferring Ownership in a Small Business

Just because a company has a key employee who knows a lot about the business, its operations, customers, and employees doesn't necessarily mean they should stay indefinitely.

I sold a temporary help business last year, and the key employee would only sign a six-month employee contract. At the time, this was a concern for the buyer. After one month of owning the business, the owner was counting the days until the six-month contract expired. With a key employee having a lot of knowledge but a bad attitude, not always honest, not a team player, and only out for himself, the company would not thrive and grow with him involved.

The new owner started interviewing and found several excellent candidates that he would enjoy working with--Oh, by the way, for less money and fewer perks than the previous employee was getting.