People ask “how to sell my company” all the time. Selling a business is one of the most complex transactions you are likely ever to be involved in. Unlike a publicly-traded company that is run for the benefit of shareholders, a privately held small business is run entirely for the benefit of its owner. The business is operated to maximize the lifestyle and the perks for its owner. This causes there to be many discretionary expenses that may be considered perks or items that contribute more to the lifestyle of the owner than the need of the business.
Critical Steps to Sell My Company
Small business owners make decisions to legally reduce the tax burden by expensing as much as possible through their business. This may come in the form of a luxury car, boat, house, business trip, or having a spouse on the payroll. These are considered “discretionary expenses” that are added back to income because the new owner won’t need these discretionary expenses to operate the business. Discretionary expenses and perks of small business owners make it difficult or nearly impossible to determine the exact cash flow for a new owner. Many deals fall apart because there is no way to make an accurate forecast of future earnings.
“Opportunities don’t happen. You create them.” –Chris Grosser
Sell My Company in Five Steps
1. Making the Decision
Making the decision to sell a business is the most important step in the process. Many owners identity is attached to being a business owner. Friends, family, and the community look at business owners in a certain light which may be difficult to lose after the business is sold. There is also a financial consideration and how the sale of the business will affect future plans.
2. Optimize the Value of the Enterprise
Prospective buyers or a new owner would be willing to pay more for a business for these reasons:
a) Generates a lot of income
b) Income is steady every single month
c) Business has systems in place and not dependent on the owner
d) Business has a history of Growth
By improving the above-mentioned items, your business will become more desirable and sell for the most money. Don’t worry if your business is not perfect, no business is. People expect things to be wrong with any business and they come in with the expectation that they will use their ideas to fix it after they buy.
3. Decide whether to use legal professionals
There is a cost associated with using professionals but selling a business alone may put you at great of future liability or other complications. At a minimum, you will need an attorney to draft a Purchase and Sale Agreement that properly transfers the business and all of its assets to the new owner and eliminates any and all future liabilities. Additionally, you will want to consult with an accountant to best determine how to structure the financial part of the transaction and any tax liabilities you need to be aware of.
4. Determine the Value of the Business
There are countless numbers of valuation models that can be used to calculate the value of a business. The comparable sales method compares similar transactions and uses the data to determine a price. The debt capacity method is based on the amount a bank will loan for the acquisition of the business. The cost to replace method calculates the investment to replace equipment, furniture, and fixture. There are also rules of thumb that take the earnings of the company and multiples by a certain multiple depending on the industry. It’s not uncommon for there to be a wildly different valuation calculated by a buyer and seller. The buyer is usually 20% to 40% less than the sales price the seller estimates. Sellers should set the sales price reasonable or risk scaring buyers off and not even getting an offer.
5. Do the Actual Selling On Your Own or Use a Broker
Ensure that you work with reputable business brokers or business intermediaries. Business brokers and business intermediaries are experienced at pricing your business to sell at the maximum price. They also have expertise in confidentially marketing your business to the largest audience. The process of selling a business can be very complicated and time-consuming. While there is a fee associated with using a business broker, it is almost always money well spent. Most businesses never sell because it’s so difficult for a business owner to operate their business and have the time to market professionally and sell their business.
Selling a business is hard work and takes time. Delegate the appropriate tasks to professionals so you give yourself the best chance to have the most profitable transaction. Most deals fall apart a few times before actually getting closed. It is critical to allow your professionals to do their jobs and move the transaction along for your maximum benefit. You can learn more about the process of selling a business by clicking here.
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