June 2016
I Have a Buyer Can You Help Me
by
Joan M. Ridley, CEPA, CBI, CFP®
"Hello, is this Jerry Burton, President of Fieldcraft Industries?"
"Yes, this is Jerry."
"This is Mark Harris with OG Enterprises. We are in an acquisition mode and would like to talk to you about possibly acquiring your business. Would you be interested in talking to us?"
Gulp!! What do you do now?? You're flattered. Your chest swells a bit. You envision lots of cash coming your way. A million thoughts race through your head all at once. What kind of information will they will want to see? How much information should you share? How will you keep your employees from finding out? What's your business worth? – and on and on and on. You probably don't want to spend any money, but you wonder if you should reach out for some help, maybe poke around for free advice. So you call your CPA.
"Hello, Brad? This is Jerry. I might have a buyer for my business."
"I didn't know you were interested in selling. I've been telling you for a long time that you would be wise to start preparing for your future."
"Well, I might want to sell now if the price is right. What should I do?"
"Jerry, that's not my area, but I know somebody who might be able to help you. I know a business coach who specializes in helping business owners prepare for ownership and management transition planning. She has done this for a long time."
"Hi Joan. This is Jerry Burton. I was referred to you by my CPA. I have a buyer for my business. Can you help me? "
Jerry's situation is fairly common. Like many business owners, he didn't think it was necessary to prepare for the inevitable, that someday, one way or the other, he would leave his business. Now he has a real opportunity, but he is totally unprepared and could be at a serious disadvantage. If he acts quickly and makes a few prudent decisions, he can still have a positive outcome.
"Jerry, we focus on helping business owners plan for a successful transition of ownership or management. It typically takes between 12 and 24 months because there's so much to be done, even for the best run businesses. If you already have a buyer that you wish to pursue, there just isn't enough time to prepare. However, there are a few things you can do that will increase the chances that yours will be a successful transition."
Here are some tips for making the best of an unexpected opportunity
- Make sure that your financials are current and that a buyer can quickly determine the profitability of each product and service line.
- Double-check to be sure that all employees have signed a properly drafted employment agreement. Better yet, be sure key employees have also signed an employee (post-sale) retention agreement.
- Be sure that your customer diversification records are detailed, current, and easy to understand.
- Although it would be good to know a realistic range of enterprise value for your company, that information will only be useful regarding financial buyers. Yours appears to be a strategic buyer that will assign its own value. But having a general idea of a realistic value would be useful.
- Know with a level of accuracy what you need to walk away with.
- Retain a qualified intermediary to represent you. He or she will know how to negotiate to your best advantage, and, will seek other offers, creating an auction process, to insure that you walk away with the best price and terms. Another option is you could deal with the buyer directly, obtain an offer and then retain a transaction attorney to paper the deal. The downside of this approach is that you will never know if you left cash on the table, and, negotiating for yourself sends the wrong signal to the buyer and its advisors.
"Jerry, we can help you address the items on this list. It will take a few months to address these issues. The process will go a lot faster if you have key people whom we can work with simultaneously. One of the most challenging tasks you will face is how to identify the advisors with special expertise to assist you. We will help you with that. If you're lucky, the deal will close for the best terms. But if it doesn't make it to closing, you will have benefited from on-the-job training. With that experience, you will be enlightened as to how to prepare for when you are of a mind to put your business in play. Either way, you win. Let's get started so this buyer doesn't get away."
Call us today to discover how we can help you at 214-692-9192.
Copyright 2016 Joan M. Ridley
Joan M. Ridley is President of Business Wealth Solutions. She is a business coach who helps business owners create company sustainability in preparation for management or ownership transition. She is a Certified Business Intermediary, Certified Business Exit Planner, and a Certified Financial Planner™. In 2013 she received the first Excellence in Exit Planning Award conferred by the Exit Planning Institute for her pioneering contribution to this new discipline. She is the Founder of the North Texas Chapter of The Exit Planning Institute. Call 214-692-9192 and visit www.bwsllc.net.