12 Secrets to Selling Your Business

  1. You must find the value of your business, so that you are not disappointed or sell your business for a low amount. Before entering the market to sell your company, you must know its value. To do that, you must create an appraisal, indicating what you are seeking for the business and the logic behind it. Businesses in your industry are valued on a multiple of EBITDA (earnings before interests, taxes, depreciation and amortization.) Buyers will attempt to buy your company at the lowest price, but they know your company will be valued at 4 – 8 times EBITDA, with the mid-point being 5-6 times EBITDA. Demonstrating clearly what you know to be the value of your business allows you to get the highest price. there are many adjustments to EBITDA. You must know those adjustments to get the maximum value. Businesses are not sold on a multiple of earnings, they are sold on a multiple of EBITDA.

  2. You must choose a professional investment banker to represent you. It has been said that someone who represents themselves in the sale of their own company has a fool for a client. There are many subtleties involved in the sale of a company and must be dure to eliminate the emotional aspects that you may have in selling what is your life’s work. An investment banker will allow you to get the highest price and fight for you in every area. You must remain distant from the negotiations and maintain a cordial relationship with the buyer, allowing the investment banker do the fighting for you.

  3. You must be sure that your employees don’t know that you are selling the company. If employees are made of aware of the selling of your company, they will be concerned and consider leaving the company. The time they should be made aware of the selling is when you close or have a firm offer in writing.

  4. You must know in advance what you will do with the money that you will obtain. You will come into what will no doubt be millions of dollars. Knowing what you will do with that money is important. for instance, there are interest paying bonds that pay as much as 5% to 6%. If you are willing to risk your money you will be well-advised to invest in excellent stocks like Apple, AT&T etc.. don’t risk 20 years of your life or more buy investing in risky companies. Real estate. historically, has proven itself to be a worthy investment. Real estate funds have demonstrated continuous earnings. If you are knowledgeable in real estate, it can be an excellent place to put your money. In the long term, real estate will be going up, not down.

  5. Know what you want to do with the rest of your life. Most buyers will want you to stay on for two or three years. You may want to stay on longer. After you sell your company, you may want to be a serial ​entrepreneur and may want to continue investing in businesses or you may feel that now id the time to hang it up and enjoy the fruits of your labor. What you do after the sale of your company is something you must have in mind for yourself and follow that path.

  6. Have a plan for what you will do for your employees. On one hand, some entrepreneurs feel that they should keep all of their rewards and not do anything. On the other hand, others will take 10% of the proceeds and award it to their employees. This is a very personal decision and think it through in advance. A good word of advice is to let the employees have some incentive based on future earnings of the company. It is probable that you will have incentives based on future earnings of the company. You will want your employees to participate in the future, which will keep them motivated.

  7. Prepare a professional overview of your company. Many people believe that it should be a 40-page business plan, but that is a great mistake. On average, a buyer looks at 20 businesses each week or up to 1000 a year. It is foolhardy to believe they will read 1000 business profiles of 40 pages or more. A punchy business profile of 10-15 pages is what they will truly need. This business profile should be created professionally, with attention to detail – covering all aspects of the business. The buyer wants to understand all of the key elements: what you do, how long you have been doing it, who your key employees are, what your challenges are and the opportunities for the future. This should be written by a professional business profile writer and not do it yourself.

  8. Think of your business as if you were a potential buyer. If s paint job is needed, if there is anything ins disarray, parking lot not properly paved, then you must address these matters right away. First impressions are critical. You must look at your business through the eyes of a new buyer, who must visit at least 100 businesses a year. Nothing should be left to their imagination, or worse yet, to their viewpoint. Evaluate your dress code. Buyers don’t want to see people in jeans and t-shirts. First impressions are key to the sale of your business.

  9. This is a highly-specialized process. Unless someone has done over a dozen of high-valued sales recently, they will not be a candidate to represent you. A good rule of thumb is to keep your attorney, who you like and trust, as general counsel.  However, your attorney, who does not do mergers and acquisitions, will be looking at hundreds of pages. Unless they are fully informed,  they may miss key factors in your representation. This is a once in a lifetime event, so you will want an expert who understands the subtleties and nuances of selling a company.

  10. Understand the tax consequences of your company. If you are a C corp, you really cannot sell assets – you must sell stock of your company. In an asset sale for a C corp, the company is taxed twice: once when you sell the asset and again when the proceeds are passed to the owner. If you are an S corp, you can sell either stock or assets of the company, but it really depends on how you will treat the benefits. In addition, you must take a look at the sale incentives of the company.  Most buyers will want you to have an incentive or earn-out. The earn-out should be phrased in such a way that it does not create a tax consequence until you actually receive that earn-out. If you do an installment sale, it must be phrased in such a way that the installment payments are not taxable until you actually receive them.

  11. Retain a tax expert to help you for federal and state taxes. This is a critical area. You need a tax expert who can guide you through all of the federal and state income taxes. This may affect how you receive the proceeds of your sale by as much as 50%. Don’t make the critical mistake of thinking that all accountants are created equally.

  12. Don’t talk to just one buyer. You wouldn’t sell a car, a house or any significant property with just one opinion or one price. You want to have conversations with at least 3 qualified buyers. Remember, that price is one thing, but you will have to live with this buyer for 2 or 3 years.  $50,000 seems like a lot of money, but the high bidder doesn’t necessarily win the day. If you like the buyer and will hopefully get the highest price from that buyer.  

The official announcement of selling a business is critical. It represents a dozen or more years of your life. You want to write the announcement and participate it in such a fashion that will lead to success and not leaving the company. You want to be sure that the world knows about this announcement and control how it is released.

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