- CONFIDENTIALITY: If Sellers try to represent themselves there is no way to remain anonymous and protect themselves and their business from nervous employees, predatory competitors, vendors, creditors and others that they have to deal with on a regular basis.
- NO WAY TO CONTACT BUYERS: Sellers who need to remain anonymous can not advertise to find Buyers and more importantly, it is unlikely that they would have a database of potential Buyers available to them.
- SCREENING POTENTIAL BUYERS: Trying to separate interested parties from real potential Buyers is very difficult and time consuming. Sellers often label potential Buyers incorrectly as not being capable of replacing them due to a difference in personalities.
FINANCIAL QUALIFICATION: Sellers are at a distinct disadvantage in obtaining financial data on potential Buyers, prior to an offer being made. Buyers will not disclose their financial capability, as it would make negotiations difficult.
NEGOTIATIONS: Sellers are at a major disadvantage when trying to resolve differences of opinion with a potential Buyer and often lose a potential contract because they can’t compromise with someone they don’t believe understands their business.
VALUE versus PRICE: Very often the Sellers perception of value and the market reality of price are two different things. Each has merit, however, the Sellers typically base their opinion on what they think will happen in the future, with someone like themselves running the company. Whereas the Buyers base their opinion on historical data, current economic conditions, debt service and a need to generate income from a “new” business.
TIME REQUIREMENTS: Sellers must consider the amount of time involved to conduct all of the above necessary functions, in addition to the necessary documentation when a legitimate Buyer wants to enter into a contract. Now the hard part starts with documentation, attorneys, accountants, insurance, landlords, contingencies, financing, escrows, closings and smooth transfers between the parties.
WHO RUNS THE COMPANY: While all of the marketing, presentations, qualifications, negotiations, documentation and closing stress is taking place, who has been running the Sellers company; and did the company maintain a level of profitability during all of this time that would impress a potential Buyer?
…WORKING WITH YOUR ADVISORS
There are many aspects to Selling, or Buying, a business, that are too often overlooked by those unaccustomed to handling such transactions. Allocation of asset values, as an example can cost the Seller thousands of dollars, if an improper allocation is selected. We are not accountants or practicing lawyers and we therefore urge our clients to involve their advisors, as we do not give tax or legal advice to any of the parties.
We also work with your advisors to review insurance, leases, assignments, tax matters, contingencies and other documentation required to make full disclosure and informed choices for all parties.
…HOW MUCH DOES IT COST?
Our management is experienced in handling mainstreet transactions under $2 million and Merger & Acquisitions that extend well beyond $100 million. Our fees, like many professional business intermediaries will fluctuate with the complexity, value, appraisals, marketing requirements and anticipated costs.
Our mainstreet transactions under $1 million, will normally incur a twelve percent (12%), exclusive of real estate, success fee paid at the closing . Proper analysis, structure, pricing and “packaging” should result in substantially improving the final value and pricing, thereby frequently mitigating the fees charged.
Larger transactions and Merger & Acquisitions often require qualified appraisals to support the value, price and financing, among other costs incurred and charged on an agreed basis, to be credited at the closing.
…NEGOTIATIONS, OFFERS AND CONTINGENCIES
Your Broker has years of experience in dealing with Sellers and Buyers and it is to your advantage to allow him to represent you in arriving at a fair and acceptable offer. Too many times negotiations are strained between the Seller and Buyer and it requires a third party to step in and prevent the parties from losing the transaction, in which they both stand to achieve their respective goals. Your Broker can raise questions, or approach difficult or embarrassing issues that might otherwise be a point of contention, if addressed directly by the Seller or Buyer. Remember, both parties must get along after the closing, to permit training and a smooth transition.
There will, more likely than not, be contingencies to overcome before the closing(s) can take place. Whether it is the bank closing or the business transfer closing, there will be issues. Issues are just that, not disasters, just issues to be resolved. Your Broker is experienced in handling these types of problems and considers it a part of his professional duty to you to assist in resolving whatever is needed to remove any contingency.