• 2870 Peachtree Road #504 Atlanta, GA 30305 USA
  • Free Consult(404) 816-7878 x205
  • E-Mail info@montanagroup.com

Category: Uncategorized

Thinking of Selling Your Business?

Before Selling Your Business 

Top 10 Considerations Before Selling Your Business

  • Are your company’s recent sales and earnings trends desirable? The ultimate purchase price is significantly increased if the sales and the earnings have been growing over the past several years.
  • If your business lost its two largest customers what percentage of its overall revenue would be lost? If there is a concentration of business with a single or a few customers and they have other options it would be advantageous to dilute this before selling your business.
  • If you, the owner, are involved in the business is there an interest in continuing in that capacity or even a reduced capacity after the normal 1-2 year post closing transition? Are there qualified management candidates within your company to take over once you, the owner, retire post-sale? If not, such a suggestion outside the company may be of importance.
  • If there is significant value in the company’s real estate it may be advantageous to distribute it to the stockholders before selling the company and have the company lease it back at market rates.
  • Understand that the purchase price takes into consideration that there will be no interest bearing debt to be assumed by the buyer.
  • What is the corporate structure and which would be preferred, selling the assets or selling the corporate stock?
  • Is the ownership willing to have their broker discuss the company with the company’s competitors? Often this is an easier sale and for more money but also there are additional risks (e.g. industry talk, customer information, product or service pricing) not found when selling within the unrelated private equity market. If a quiet sale is the goal then discussions with a competitor are usually not recommended.
  • Make sure the broker that you select is paid only when the sale is complete and with a fee structure calculated to incentivize an increased sale price. Only success is rewarded. Determine who within the brokerage company will actually be working on the marketing and the negotiations of your company. Associates are not senior partners.
  • Understand that for the time to complete a sale a reasonable target would be about 6 months. Is this a good time within your business’ seasonality or its industry cycle?
  • Is there someone within your company who can confidentially assemble the required financial data without disrupting the company’s business and without exposing the process within the company?
“Selling a business is a once-in-a-lifetime and lifestyle change that often affects multiple generations. So, use a specialist with years of experience. While this can be done by the business owner in an attempt to be frugal, our 25 years of this specific focus tells us that often the owner is reducing the sale price in multiples over the money saved from not paying a consulting fee.”, says Emmett Barnes, President and Founder of The Montana Group.
sales process explained

The Montana Group’s Sale Process Explained

Sale Process Explained:

  • Initial discussions with the Owners to allow us to get to know each other.
  • Review of historical financial statements and Company marketing material.
  • Discussions concerning price expectations.
  • Execution of the Listing Agreement.
  • Receipt of necessary material to reconstruct the financial data and to assemble the Offering Memorandum.
  • Initial “Blind” email teaser to determine which of our Private Equity Groups has a current interest in the Company that we are now marketing. Also, specific marketing within the Company’s focus if so instructed by the Seller.
  • Execute a Confidentiality Agreement with each prospective Buyer.
  • Provide the Executive Summary of the Company to the Buyers.
  • Initial discussions to determine the level of interest with each Buyer.
  • Provide the complete Offering Memorandum which includes Financial Information.
  • Discussion with each Buyer to determine those that qualify to proceed.
  • Individual conference call with Seller, Buyer and the Montana Group.
  • Buyer provides non-binding valuation range.
  • Those with acceptable valuations are allowed a visit with Seller either on premise or offsite.
  • Buyers provide an offer sheet which is discussed with the Seller.
  • A Buyer is selected and the Due Diligence process begins which includes the assembly of much information and many meetings to discuss the Company.
  • A successful closing!

 

When Selecting the Advisor to Sell your Business?

When Selecting the Advisor to Sell your Business?

The spectrum of business intermediary (advisor) is vast. There are those who are members of nationwide networks who can blast a company’s information throughout the country and abroad. There are those who believe the ideal method when locating the potential buyers should be a selection based on their acquisition history, their current acquisition interest, their ability to fund the transaction, and their overall success with their previously acquired businesses. This tier tends to include those that focus on businesses with a value greater than the aforementioned nationwide network model and is the focus of The Montana Group. (www.montanagroup.com)

The relevant questions to help someone determine the advisor most qualified and best fit for a business owner are based on the intermediary’s experience and how a company will be marketed. A review of completed transactions to determine the size range, geographic and industry focus of their completed transactions, an understanding of services offered and fee structure, the duration of their listing agreement and ability to cancel, the makeup and depth of their buyers, and the level of their involvement throughout the sale process will help in the selection. Also, who specifically will be working on the transaction and their experience and qualifications?

The optimal situation would be to obtain a full and fair proposal that assures the remaining employees that their future with the company continues to remain bright. Generally, those employees that are very good will be critical to the business going forward and will be treated very well by the new owner.  Often the buyer will want the seller top remain for a period of 1-5 years with a minority ownership but this is determined by the seller’s preference. The intermediary should further define the potential acquirer based on this preference as most buyers have a preference.

Often the company owner has a few potential buyers within their industry who have made it clear that they have an interest in acquiring that business. It is rarely a situation that does not require a business broker consultant, as the buyer will realize that due to the representation there must also be other interested suitors outside their industry who are difficult to predict and therefore an opportunity to purchase the business below market should not exist. The fee paid to the consultant should be return in multiples if the selected intermediary is successful.

“Selling a business is a once-in-a-lifetime and lifestyle change that often affects multiple generations. So, use an advisor who is a specialist with years of experience. While this can be done by the business owner in an attempt to be frugal, our 25 years of this specific focus tells us that often the owner is reducing the sale price in multiples over the money saved from not paying a consulting fee.”, says Emmett Barnes, President and Founder of The Montana Group.

 

Thinking of Selling Your Business?

Common Components to Montana Group’s prior transactions

In the twenty-four business sales that The Montana Group (www.montanagroup.com) consulted each were unique in their own way, but most share common components. The ultimate buyers share many of the same acquisition interests so it’s fairly predictable when we list a business that it will be sold but when and to whom is the unknown.

These businesses were in the manufacturing, distribution, and service sectors and were located throughout the US with a concentration in the southern part of the country. They also fall within the size range, of $2 million minimum in pretax profits. These businesses all have good growth trends that exhibit an increase in sales accompanied by a commensurate increase in pretax profits. There is also an opportunity to increase the business revenue in the future either from internal growth from an increase in market share, an expansion in geographic territory, or through a strategic acquisition. The existing management, either the prior owner or newly elevated existing management, is involved with the business after the sale and at times receives ownership for their future successes. These businesses have a niche that makes them desirable. These niches were a desirable geographic territory, a product with little competition, a large market share of a small market, a specialized service that is difficult to duplicate, or simply a nimble company filling a need with a quality product.

The owners were in a position in life that selling their business allowed them to retire at the sale or gradually retire over a few years and the sale allowed them to make liquid their largest and most significant asset. By working with The Montana Group these companies were paired with the appropriate buyer who met the owners’ various objectives. Our clients appreciate the risk that we take when we are willing to work on the sale of their business and only get paid when the business is sold. This tells them that we are confident in an outcome that meets their objectives.