The Paperwork Series: The Purchase Contract For Business Buyers



Buying a business is no small task, and many first-time buyers are initially intimidated by the paperwork required to make a sale happen.

 

The good news is the paperwork, contracts and red tape required for buying a business are totally do-able.

 

You just need to stay on top of requirements, have patience and have the right help.

 

 

After you have signed non-disclosure agreements and have had a chance to check out a few businesses, the next set of paperwork you will encounter will be your purchase contract.

 

What is a purchase contract?

 

When you find a business you really like, you will put together an initial offer with your business broker and present that offer to the sellers. This initial offer opens up the negotiating table, and after a bit of back and forth between both parties you will hopefully have your amended offer accepted by the sellers.

 

Your initial offer, once accepted, essentially becomes the purchase contract. This contract is basically a guide for what will happen during the transaction process.

 

What will it include?

 

It will vary from transaction to transaction because businesses are inherently complex and each one is very different from the next. Some basic items the purchase contract will cover? The price offered, the length of the due diligence period and the length and scope of training are a few of the things covered in your contract, but there will also be many more.

 

The complexity of this agreement is one of the major reasons the professional help of an experienced and qualified business broker is necessary for a successful transaction. Drawing up a purchase contract on your own could leave you in a lurch if you forget something critical.

 

An important point about seeking professional help with your purchase contract: your business transaction attorney could also help you with the purchase contract  – however, notice we said business transaction attorney. Your family law attorney or the attorney you used for a civil lawsuit are not going to understand a purchase contract the way a business transaction attorney would. Remember that an attorney’s sole purpose is to protect you from any and all risk – and all businesses come with an inherent amount of risk. This contradiction means it will be tough to properly advise you if your attorney has never been a part of a business transaction. The solution is to use the advice of a business transaction attorney and business broker instead.

 

Do you have more questions about the purchase contract in a business sale? Would you like to know more about what’s included? Ask us! Feel free to leave any questions or comments and we would be happy to help.

 

 

 

Michael Monnot

941.518.7138
Mike@InfinityBusinessBrokers.com
12995 South Cleveland Avenue, Suite 249
Fort Myers, FL 33907

www.InfinityBusinessBrokers.com


The Paperwork Series: The NDA For Business Buyers



Buying a business is no small task, and many first-time buyers are initially intimidated by the paperwork required to make a sale happen.

 

The good news is the paperwork, contracts and red tape required for buying a business are totally do-able.

 

You just need to stay on top of requirements, have patience and have the right help.

 

 

We’ll start with the first paperwork you will come across, the non-disclosure agreement. This is an agreement you must sign in order to learn the name and physical location of a business that interests you.

 

Why do you have to sign it? When a seller puts their business on the market, the confidentiality of that for-sale status is crucial for protecting the business. When confidentiality is breached an entire staff can quit, vendors can cancel contracts and the competition may move in for the kill.

 

The non-disclosure agreement protects the confidentiality of the business by creating legal repercussions for a buyer who discloses the business inappropriately. You as a buyer can avoid these repercussions by keeping the information you are given to yourself and by following the instructions of your broker in regards to any financial documents or associated information you are given.

 

What if I don’t like a portion of the non-disclosure agreement? Can I cross out the portions I don’t like before I sign it? No, you can’t. Non-disclosure agreements are standard documents, and as such changes are not permitted.

 

If you are uncomfortable signing the non-disclosure, consider the reason it is needed. If you were selling your own business, you would want legal repercussions in place to protect that business. You wouldn’t be comfortable handing over sensitive and/or proprietary information to just anyone in that same way you probably wouldn’t be comfortable handing your personal tax return to the strange guy sitting next to you at a coffee shop.

 

You should discuss any reservations you have with your business broker, but understand that your refusal to sign a non-disclosure agreement will probably put a stop to your ability to buy a business.

 

Do you have more questions about the non-disclosure agreement and what it means for you as a buyer? Would you like to know more about the business buying process? Ask us! Please feel free to leave any questions or comments and we would be happy to help.

 

 

 

Michael Monnot

941.518.7138
Mike@InfinityBusinessBrokers.com
12995 South Cleveland Avenue, Suite 249
Fort Myers, FL 33907

www.InfinityBusinessBrokers.com


Business Buyer Questions: What Can I Afford?



 

What can you afford?

 

This is an important question, but a vastly more important question is…

 

What can you REALISTICALLY afford?

 

Anyone around for the real estate crash of 2008 knows that a major contributor to that disaster was people buying homes they had no business buying. Great big loans were common, and eager home buyers leapt at the chance to buy dream homes that were well out of realistic reach. 

 

While one would hope that we’ve all learned our lesson, there are many instances in the business market today where buyers make a 2008-esque mistake. They purchase a business they can’t realistically afford and guess what happens? Failure. Time and time again we’ve seen buyers bite off more than they can chew, use up all of their free capital and end up having to walk away six months after the closing table.

 

How do you protect yourself from this disaster?

 

Have a frank and honest conversation with your business broker when you start the business buying process. Your broker needs to know what funds you actually have available and what you are willing to risk. It should go without saying that you should be using as little of your free capital as possible for the purchase of your new business.

 

Why?

 

You are going to need cash available for a litany of things when you take over the helm. Payroll, inventory, licensing – there are day to day costs that will need to be paid in order for the business to continue running long enough for you to get profitable. 

 

What we’re trying to drive home here is if you have $100,000 available – don’t look at $100,000 businesses. Look for businesses well below your max budget so you leave yourself some financial wiggle room in your early days as owner. 

 

Are you currently looking for businesses to buy and want to know what you can realistically afford? Would you like to know more about how much free capital you should leave yourself? Ask us! Leave us any questions or comments and we would be happy to help.

 

 

 

Michael Monnot

941.518.7138
Mike@InfinityBusinessBrokers.com
12995 South Cleveland Avenue, Suite 249
Fort Myers, FL 33907

www.InfinityBusinessBrokers.com

 


Want To See A Business On Vacation? PLAN AHEAD



 

It’s a request we get all. the. time. A prospective buyer has made a trip to our area, they’ve already been here a week and they would like an on-site tour of one of the businesses we have listed. Oh, and they fly back home tomorrow morning so the tour has to be now

 

Guess what? It’s a hard no.

 

Why? 

 

Business sales are nothing like home sales where you can make a call and someone can drive you around that day. Everyone knows when a home is for sale, and that knowledge of the home’s for-sale status is a good thing. 

 

The opposite is true for existing businesses.

 

Business sales work under a tightly controlled layer of confidentiality. This confidentiality covers everything – from the tax returns to the very name and location of the business. A business that reveals it’s for-sale status can be setting itself up for potential ruin. Regular customers will (incorrectly) assume that a business for sale is a business on the brink of failure and take their business elsewhere. Staff can quit en masse to find more stable work. Competitors can move in for the kill. All bad things, right?

 

The necessity of confidentiality means that potential buyers must sign non-disclosure agreements before even the name and location of a business can be disclosed. They will likely need to arrange several conference calls with the seller and business brokers involved to decide if a business fits with their goals for business ownership. Then (and only then) does it make sense for a potential buyer to see the physical location of the business. This on-site tour will need to take place before or after business hours when no staff or customers will be on site, and will need to be coordinated between the schedules of the buyer, seller, brokers involved and the business itself. Guess what? That 100% can’t be done before your plane leaves tomorrow. 

 

Do yourself and your chance for getting a look at a business a favor – plan ahead. Have the cursory conversations with your broker, the conference calls with sellers and the time and flexibility to arrange on-site meetings – way, way ahead of time.

 

Are you in the market to buy a business and want to know more about how confidentiality affects the process? Would you like to know what businesses in the area might meet your goals for business ownership? Ask us today! Leave any questions or comments and we would be happy to help.

 

 

 

Michael Monnot

941.518.7138
Mike@InfinityBusinessBrokers.com
12995 South Cleveland Avenue, Suite 249
Fort Myers, FL 33907

www.InfinityBusinessBrokers.com

 


How To Solve The Family Entrepreneurial Divide



Owning a business means putting your heart and soul into a living, growing business entity – and with all that heart and soul comes a lot of personal attachment. Many small business owners dread the day when life will force them to hand over the reins to someone else. How could anyone else do the job like they do? How could anyone else possibly care as much as they do? What if a new owner changes things? These are the things of entrepreneurial nightmares.

 

What do many small business owners do to deal with their issues of letting go? They try to groom one or more of their children to take the helm. By handing the business down to one’s offspring you can always keep one foot in the door and still exert some control, even if it is from behind the scenes. You can also continue to reap the financial rewards of small business ownership by taking a salary to fund your retirement.

 

 

Unfortunately, however, many small businesses that get handed down to children fail or take such a steep decline that the aging parents must come out of retirement to try and right the ship.

 

Why does this happen?

 

Children are not clones of their parents – they are their own people with their own motivations, hopes and dreams. A great many children of business owners take over the family business not because they want to, but out of a sense of duty.

 

Any successful business owner will tell you that without drive and passion there is little chance of keeping a business alive. If you try to force that drive and passion onto someone else – the outcome could be ugly. In other cases it isn’t a lack of drive or passion, some people just aren’t cut out to be business owners.

 

If you are grooming your kids for life as the owner of your business you need to consider that they, secretly or not, might not want to do what you do.

 

If you have a family business, the first thing you need to do is have a serious talk with your kids about the future of the business, their dreams and their goals. You might be surprised to learn that they want to do something else.

 

If this is the case, all is not lost. You can still make a return on all of the investment of time,energy and money you have contributed to your business over the years by selling the business. You can use the proceeds of that sale to fund your retirement or to invest in a business venture that your children actually want.

 

The message here is every business owner needs to deal with the reality that no one lives forever, and for the business to continue someone else needs to take the reins. Turn all of the love you have for your business into capital you can use instead of forcing your kids to take the helm.

 

Do you own a business and have always planned to give the business to your children? Have your kids expressed zero desire to take over when you retire? Would you like to know what businesses like yours have recently sold for? Ask us! Please leave any questions or comments here and we would be happy to help.

 

 

 

Michael Monnot

941.518.7138
Mike@InfinityBusinessBrokers.com
12995 South Cleveland Avenue, Suite 249
Fort Myers, FL 33907

www.InfinityBusinessBrokers.com

 



Michael Monnot

941.518.7138
Mike@InfinityBusinessBrokers.com

12995 South Cleveland Avenue, Suite 249
Fort Myers, FL 33907

Michael Monnot

941.518.7138
Mike@InfinityBusinessBrokers.com

12995 South Cleveland Avenue, Suite 249
Fort Myers, FL 33907




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