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Buyer Patience: Why Instant Gratification Is Impossible In The Business-For-Sale World

Posted in Buyers Articles

Published January 2, 2023

We live in an amazing time. You can order something from your phone and have it almost immediately. If you have any question about anything in the world, the answer is at your fingertips. The sheer speed at which life can happen has turned us into people who are not only used to instant gratification – we expect it. If you are buying a business, the expectation of instant gratification can be a big problem.

Why?

There aren’t many things in the business buying process that can be rushed.

I’m about to spend a ton of money, why do I need to be patient?

There are a lot of reasons. Here’s a few:

A business broker can send you a Non-Disclosure Agreement (NDA), a standard in all business sales, electronically for you to sign on your phone – but you aren’t going to get that NDA from a decent broker until they’ve had a chance to actually talk to you. Signing a NDA for a business that would never work for you is a colossal waste of your time, so any broker worth their salt is going to ask you about your goals for business ownership, the amount of capital you have to invest and your practical experience. They’ll use that information to put together a list of available business listings for you to look over. If there’s one (or more) that catches your eye, then they’ll send you the e-sign NDA.

Once you’ve looked at the marketing package for a business most buyers immediately want to see the physical location. This isn’t a good next step, and it’s also nearly impossible to do an impromptu site visit. Businesses survive the for-sale process because the entire process is kept quiet except for those who need to know and have signed the appropriate non-disclosure documents. A site visit usually requires seeing the business either before or after business hours when no staff or customers are present and also needs to be coordinated between the schedules of the seller, the seller’s broker, the buyer and the buyer’s broker. A better next step is to come up with a list of questions and schedule a conference call or meeting with the seller off-site and see if the business would be the right fit – long before you step foot in the physical location.

If you like the business, then you can put together an offer and submit it to the seller. You probably aren’t going to get an immediate response. Purchase contracts/offers are usually fairly complex and a seller has to be given time to fully review what you’ve submitted and time to come up with a counter-offer if that’s the path they want to take. The back-and-forth of negotiations also needs to pass through the business brokers on both sides to keep the deal on track (by eliminating the possibility of one side taking offence to the other and killing the deal). This takes some time as broker emails and phone calls from one client can’t (and shouldn’t) be answered while in a meeting or on a call with another client.

If you and seller come to an agreement on a purchase contract due diligence can begin. This part of the process involves you requesting to see things like tax returns, contracts, inventory lists and the like. Due diligence doesn’t typically begin until you’ve received all of the documentation you asked for, so you shouldn’t need to worry about the clock starting on the due diligence period you’ve agreed on (typically 2 weeks) if it takes the seller a bit to fulfill your list. Remember that they are still running what you hope will be your new business. You probably don’t want them to take their focus off your future business so they can gather documents when they should be helping customers.

See a theme?

Buying a business isn’t like walking into a car dealership and driving off the lot the same day. Business deals take time, they involve a lot of moving parts and need to accommodate the schedules of many people. To be successful in your business ownership journey you need to come into the process understanding that a good deal of the process is out of your hands – and that a healthy dose of patience will serve you well.

Have you been looking for businesses to buy and have been frustrated by the pace of the process? Do you have questions about what a reasonable timetable should look like? Ask us! Please leave any questions or comments and we would be happy to help.

Michael Monnot

What Is Due Diligence? A Business Buyer’s Guide

Published December 26, 2022

You’ve found a business you like and you’re ready to take the next step – but before you start handing anyone your hard-earned money you want a good look behind the scenes and a thorough look at the books. It’s time for due diligence.

What is due diligence?

For business buyers, due diligence is the step that allows them full access to a business – the financial records, contracts, leases, etc. This period of a business transaction is typically after a letter of intent (LOI) is submitted or after an initial offer is accepted. The length of the due diligence phase is something that can be negotiated, but is typically no longer than a few weeks. In that time frame both you and your advisors (like your business transaction CPA, business transaction attorney and your business broker) will be able to go over the business with a fine-toothed comb and see what you are actually buying.

What should I be looking for in due diligence?

This will very much depend on the individual business you are considering as well as the industry the business is a part of, but for the most part you will be looking for any potential issues or problems that the sellers weren’t forthcoming about. Some examples might include unpaid tax debts, more “handshake agreements” than actual written contracts you can count on, pending legal issues and the like. Use the experience of your advisors to determine if anything you find is a deal killer or simply something that warrants a renegotiation with the seller.

What if I find a “deal killer”?

If you find something during due diligence that makes you completely unwilling to go through with the sale, then you will absolutely have a chance to back out of the deal. Keep in mind that businesses are inherently complex, and there is not a business anywhere that is completely devoid of any issues. Your threshold for issues will depend on what you are comfortable with, what can be negotiated and whether or not the funds are available to fix the problem.

What if I didn’t find anything wrong, but something is making me uncomfortable with proceeding?

Gut feelings about a business deal can both help and hurt your chances of getting a deal done. If you are feeling uneasy even after a thorough due diligence, now is the time to seek the advice of your business broker. Did they get the same uneasy feeling about the deal? Are you just apprehensive about making such a huge financial investment, or do you really have something to be worried about? Separating the reality from your own cold feet can be difficult to do, so asking your intermediary can be very helpful in this situation. A good broker won’t steer you wrong, as it is in their best interest for you to be happy and comfortable with the business you ultimately buy. You will need to sell again one day, and your referrals of other business owners you meet are your broker’s bread and butter.

I know we agreed on an offer, but after due diligence I’ve changed my mind. What now?

If something you found in due diligence warrants a renegotiation of price, then your advisory team will help you decide what the new offer might look like. You should be prepared for at least a bit of back-and-forth, as most sellers will probably be unhappy when you decide to offer less money. Make sure your justification for the new price is backed up by whatever you found during due diligence and the renegotiation shouldn’t kill the deal. If you’ve completely changed your mind and now you definitely don’t want the business, you have the opportunity to walk away.

Are you a business buyer with more questions about the due diligence process? Have you been through this process before and have an experience you’d like to share? Please feel free to leave any comments or questions, we would be happy to help.

Michael Monnot

The Shark Tank Myth: Why You Don’t Need To Be A Shark To Succeed

Published December 19, 2022

We all love a good rags to riches story, so shows like Shark Tank that glorify the millionaire/billionaire investor who came from nothing and became wildly successful are exceedingly popular with most Americans who grew up hearing all about the “American dream.” While we all fancy ourselves capable of starting from scratch on main street and envy the thought of being our own boss, most who haven’t lived a day in an entrepreneur’s shoes have no real idea of what owning your own business is really like.

The vast majority of entrepreneurs have failed – multiple times. To truly succeed in this game you need to have the tenacity to get back up, dust yourself off and try again. If you have that tenacity, then this is the life for you.

Start-ups are extremely risky. You are betting on an unproven model in an unproven location. Less than one in four start-ups make it to their 5th anniversary, so if you want to give business ownership a try (with a bit less risk), buy an existing business instead. Buying existing does not mean guaranteed success, it just means the model, location, operating procedures and staff have been tested. It’s simply a better starting point for the new entrepreneur.

New customers are not going to line up around the block or beat down your door because you tied a banner out front that reads “under new management.” A great entrepreneur is never satisfied with the status quo and is always looking for new ways to grow their business. What if you’re not a marketing guru? Become one. Learn how to take advantage of social media, join networking groups, make your business a part of local community events – the list goes on. Businesses that thrive find new and creative ways to grow, and the best business owners learned what works by trying (and trying again) until something sticks.

The hours are not fun. Business ownership is not going to mean that you only work from 9 to 5, Monday through Friday with four weeks of vacation throughout the year. If that free-time stability is what you want for your life, then stay at your current job. Entrepreneurship means that the buck stops with you and you alone. If something has to be done, if your entire staff comes down with the flu, if it’s peak season and the business will be packed – you have to work. The hours are long, but the trade off is knowing that you are in control of your own life and all of this work doesn’t benefit someone else – it benefits you.

You probably won’t make millions and millions. The Sharks on Shark Tank are like the NFL Hall of Fame of entrepreneurs. You can have a very successful and fulfilling life as a business owner without ever becoming a billionaire investor, so the quicker you set your sights on more realistic financial expectations, the better.

If you have the grit and determination to keep trying, the willingness to learn new ways to grow and the drive to work the hours your business needs – then perhaps business ownership is for you. Start your search for an existing business by talking to an experienced and knowledgeable business broker about your past experience and what your goals for business ownership would be. They will be able to help match you with business opportunities that will get you where you want to go.

Have you considered buying a business, but you aren’t sure that business ownership is for you? Do you have questions about what types of businesses are currently available? Ask us! Leave a comment or a question here and we would be happy to help.

Michael Monnot

Is My Business Broker A “Good” One? What You Shouldn’t Pay For

Posted in Business Broker Why & How, Buyers Articles, Sellers Articles

Published December 12, 2022

Like any industry, there are good business brokers and there are those who should find another way to make a living. Determining if the broker you’ve chosen falls into the “good” category might seem tough, but one way you can decide is by looking at the things your broker is willing to do without you having to pay extra for that service.

Most brokers earn a commission at closing, and the amount is based on a percentage of the sale price. If you are a seller, this percentage will be negotiated at the time of listing and will be a part of the listing agreement.

Beware the broker who will forgo the listing agreement or who will drastically cut their commission percentage just to get your listing. A great broker will stand firm of their typical percentage because they know how much work they are putting into selling your business. A desperate broker who can’t get and keep regular business will be willing to do anything to get you to sign on the bottom line. Also beware of a broker who charges extra fees for something as basic as your marketing package or advertising costs. These basic elements necessary to sell your business come out of the commission your broker makes at the time of the sale, not before.

For buyers, your broker gets a chunk of the money you pay for the business, so technically you are paying them even though you don’t have an agreement. Beware the broker who forces you to pay up front for their services. This shows a lack of confidence in their ability to find you a business and get you all the way through to closing. A great broker is not going to demand a retainer, nor are they going to charge you extra for help with the things every buyer needs – like basic assistance with licensing. If you are getting billed for basic services, then you probably need a different broker.

The key here is to watch for those brokers who put the amount of money they make in front of the reason they do what they do for a living. A great broker likes their job. They like helping the small business community grow, and they live for the chase and the thrill of negotiations. They don’t live to nickel and dime their clients. They get the vast majority of their listings through the referrals by former clients and members of their local small business community. They go to bat for their clients and are willing to help.

If the things we’ve named for a great broker don’t sound anything like the broker you are currently working with – it might be time for a change. When you initially interview brokers – ask about their referral rate, what kinds of fees they charge (there shouldn’t be any besides the commission) and what kind of percentage they take for commissions. The answers to these questions will speak volumes about the motivations of your broker and give you a good idea of where they fall on the great vs. not-so-great broker divide.

Have you had a not-so-great broker experience? Do you have questions about our referral rates and typical commission percentages? Ask us! Leave a comment or question, and we would be happy to help.

Michael Monnot

Why A Business You Can Successfully Run Is More Important Than A Business You “Want”

Published November 28, 2022

If you are new to the world of buying a business, or even if you’re a seasoned entrepreneurial veteran, one of the first decisions you will need to make is what type of business you want to buy.

Notice that we used the word “want” here. Many budding entrepreneurs have a dream business in their minds, but that dream business might be in an industry that would mean a slim chance of success.

What do we mean by that? We’ll use the classic bar example.

An accountant always dreamed of owning their own bar – but since this accountant has never worked so much as a day in the restaurant industry, buying that bar would be a gigantic mistake. Anyone who has work history knows that each industry and each business require their own unique set of skills in order to be successful. Making such a big change without the practical knowledge of what’s ahead can only lead to massive issues.

Drastically changing industries without understanding what you’re in for can be very problematic. An accountant is probably used to working the typical 9 to 5, Monday through Friday gig – so they might have big problems switching to the long hours and long nights required to operate a bar. There are many nuances in each industry. If you don’t have the experience to understand those nuances (like the long hours example) you are setting yourself up for failure.

Another big roadblock for new buyers trying to enter an industry with no experience comes from the c0ommercial landlord. If you have zero restaurant experience, then a commercial landlord/property manager is not going to rent you a space where a working restaurant is bringing them revenue. If the restaurant fails due to your lack of experience, they won’t get any rent. You will have to prove to any landlord that you have the practical knowledge necessary to sustain the business.

But I want to buy my own business because I want to get out of a rut and try something new!

This motivation for purchasing a business is fine, you just need to focus your search on businesses where you have some chance of success. No one wants to buy a business just to drive it into the ground.

But I’ve only ever had just one career!

Practical experience doesn’t necessarily have to come from previous jobs. If you are an accountant who has spent the last 20 years taking art classes and volunteering to help with gallery openings in your spare time, then purchasing an art gallery wouldn’t necessarily be a bad idea.

The point here is to have a serious talk with your business broker about what industries will/won’t work for your both your practical experience and goals – and then listen to their advice. If they tell you buying a bar is a terrible idea, then it probably is.

Your broker wants you to be successful because they hope you will use them again when the time comes to sell, and because a very large part of a good broker’s business comes from referrals from happy clients. You will not be a happy client if your broker doesn’t help you find a business that you can’t maintain.

Think about what you are passionate about, what your goals are and also what types of practical experience you would bring to the table. Then find businesses that fit that mold, and you will be well on your way to entrepreneurial success.

Do you have an “I bought a business I knew nothing about.” horror story? Do you have questions about what industries would be right for you? Share your stories and questions here, and we would be happy to help you find the right business.

Michael Monnot

What Separates The Good Entrepreneurs From The Great

Published November 14, 2022

Whether you’re a business owner already or someone who is considering taking the entrepreneurial plunge, knowing what it takes to be great is essential to success. The essential ingredients to success come from knowing about the challenges you will face and having the will to persevere. The problems come from unrealistic expectations of what business ownership is really like.

Many budding entrepreneurs come to the business market looking for a business they can buy for a small amount of capital that is going to make them buckets and buckets of money. This is far, far from reality. Owning your own business does give you the flexibility of deciding your own fate while doing something you are passionate about, but it rarely makes you filthy rich. If you are in it to become the next Mark Cuban, you might be in the wrong game.

One aspect of entrepreneurship most don’t consider is the mid-ownership crisis. Owning your own business is very tough, so late one night with a pile of work left to do before the sun comes up you will likely ask yourself “What am I doing here?” We regularly remark that it would be far easier to just go get a job and punch someone else’s clock. If you get to a mid-ownership crisis, don’t panic. If the issue is burn out, you can move to sell your current business and purchase another one in a different arena. If burn out isn’t the problem, then just hang in there. Great entrepreneurs know how to persevere and make the best of what they have to continually grow their business.

Another ingredient that separates the good from the great is leadership skills. If you own a business that isn’t a one-man show, then you not only have to motivate and manage your staff, you have to set a good example by being motivated all on your own. Many first-time business owners delegate anything and everything to their staff without lifting a finger – this can be a big mistake. The best leaders are those who would never ask their employees to do something they wouldn’t do themselves, and often demonstrate their leadership by rolling up their sleeves and working right alongside their staff. Regularly demonstrating to your staff that your heart is still in the game can be great for morale.

Great business owners also know the importance of the community’s perception. It can be difficult to keep from taking a bad review personally, especially if you are a company of one. Using any review (no matter how scathing or ridiculous it might initially seem to you) as constructive criticism can only help your business grow. Sure, there are trolls who live to complain and customers out there who no one could ever make happy, but responding politely to and implementing changes based on negative reviews will show your clientele that you are driven to be a part of the community for years to come.

Owning your own business can be really, really hard work – but the rewards of becoming a great entrepreneur are worth the effort.

Have you always wanted to buy your own business and are curious to see what’s currently available? Ask us! Please feel free to leave any questions or comments, we would be happy to help.

Michael Monnot

You Don’t Need To Be The Next “Meta” – Why Small Businesses Are The Perfect Fit For Your Dreams

Published November 7, 2022

Many cubicle-bound professionals daydream of one day becoming their own boss and launching themselves into fame and fortune – the likes of a Zuckerberg or Gates – but notions and ideas that lofty can actually prevent you from having a profitable and satisfying career as the owner of a small business.

The American economy was built with small businesses and the entrepreneurial spirit of main street, and although some small businesses do become mega-corporations, most don’t. This isn’t a bad thing – for most small business owners a profitable time can be had without exponential growth.

Why should you keep your business ownership dreams out of the clouds? If you are realistic about your expectations as a business owner, then you are more likely to find the happiness and success that can come from a sensible entrepreneurial vision. Still need convincing that you should keep your goals a bit lower than “the next Meta or Google”? Here’s a few reasons while a small business can be far better than a mega-business:

Too many cooks in the kitchen.

If you’ve ever worked for a large company or even sat in a large meeting, you will know that the more people involved, the slower the process will go and the more resistant to change they will be. Large businesses are like large ships at sea – they take an enormous amount of time and effort to change direction. As a small business, you will be better equipped to shift with market trends, pivot with your customer’s needs and be able to implement changes without the enormous task of getting the approval of a large number of people before anything can happen. This can be critical in times of crisis, like the pandemic, when a quick pivot in your business model can save you.

Sustainability isn’t just for farms.

A massive company also comes with massive infrastructure and expense. You might be racking up massive sales, but a large chunk of the money coming in will have to be allocated to keeping the bones of the company supported. A very large business needs a very large location, a location that likely comes with a very high lease payment. There are the bills to keep the lights on, to keep the wireless working, to provide benefits to employees, to buy office supplies – the list of expenses can go on and on. If a very large company isn’t able to keep profits growing, it can be incredibly hard to support that massive infrastructure. If you are a small business, on the other hand, you can easily maintain a small but functioning location with a low monthly cost in terms of lease and utilities. If you have a bad quarter, unlike your massive counterpart, you have a sensible and sustainable monthly expense that will give you the ability to stay in the game long enough to get the numbers back in the black.

Corporate life is not for control freaks.

If controlling your own destiny is something that is very important to you, then life on a mega-corporate ladder can be tough. By owning your own business the responsibility and decisions are all yours, so any successes you achieve are that much more satisfying. You have complete control of where your professional life goes, and for some this alone is desirable enough to stay off the corporate ship.

The message here is if you are considering entrepreneurship, dream big – but not so big that you talk yourself out of ever owning a business. Small business owners are driven and happy – so if you think this is a path you want for your life, make some realistic goals and then set them into action.

Have you thought about buying your own business, but aren’t sure entrepreneurship is for you? Do you have questions about how much money you could make by owning your own business? Ask us! Please feel free to leave a comment or question here, and we will be happy to help.

Michael Monnot

Honesty Vs. Telling You What You Want To Hear – Selling Your Business With A Broker

Posted in Sellers Articles

Published November 3, 2022

If you really tried to add up all the hours you’ve put in, every penny you’ve spent, all the stress you’ve endured – it would probably mean your business is worth an absolutely insane amount of money. It would be great, right?

In reality your business is only worth what someone is willing to pay for it, so pricing your business correctly when you list is extremely important. Price it too low and you’re leaving money on the table. Price it too high and buyers probably won’t attempt to make an offer. You need to be in that sweet spot where you’re price reflects the actual cash flow of the business but isn’t delusional.

How do you figure out the sweet spot for your listing price? Talk to an experienced and qualified business broker. They’ll help you consider cash flow, your equipment and inventory, upcoming contracts, debts the business holds, your commercial lease, what comparable businesses have recently sold for, etc. and guide you to a listing price that gives you your best chance for the highest return on your investment.

Here’s the most important point. If you’ve chosen the right broker their goal is to help you sell your business successfully. The only way that’s going to happen is if the listing price is right. If you’ve got a broker who will let you list for whatever you want – that’s a problem.

Letting a client list their business for whatever they want is a way for some brokers to get listings – listings they know won’t sell. Why would they do this? Any listings they have will generate calls from buyers, so when a buyer inquires about your substantially overpriced listing that broker will use the opportunity to steer your potential buyer to another of their listings they can actually sell. Your business languishes on the market indefinitely and you don’t see the benefit of the listing – the broker does.

How do you keep this form happening to you? Hire a broker who tells you the truth. You might not like what you hear, but a broker who actually wants to sell your business isn’t going to let you list for an astronomical price. They’re going to help you hit that sweet spot – even if it’s less than you would ideally want. A good broker bases their listing prices in reality, not with the goal of getting the listing at any cost.

Ask lots of questions in your initial conversations with brokers. If you’re requesting a specific listing price and they don’t agree, ask why. If they are willing to let you choose any number you want – remember in that scenario you aren’t the one who benefits.

Have you tried to sell your business without any luck and now think it was because you listed it for the wrong price? Do you want to know what businesses like yours have recently sold for? Ask us! Leave any questions or comments and we would be happy to help.

Michael Monnot

Stay In Your Wheelhouse: Why You Shouldn’t Buy A Business You Know Nothing About

Published October 31, 2022

Sometimes it seems like a good idea. A hard about-face in life. Choosing to buy a business in an industry that interests you, but one where you’ve never spent a single, solitary second. How exciting, right? A whole new chapter of life – a new adventure.

Don’t do it. Here’s why.

Life as a business owner is tough. Really tough. It’s long hours, lots of responsibility and constant challenges. That toughness translates into rewards if you have the grit, experience and passion to be a successful entrepreneur. Notice we included the word experience. We’re not saying you need to have owned a business before. The romantic notion that the only requirements for success as a business owner are grit and passion just isn’t reality.

The reality is taking over a small business as the new owner comes with a sharp and steep learning curve. There are so many aspects of owning and running your new business that you will have to learn – quickly. How the operating procedures work and why they are the way they are. The nuances of your new staff. What needs to be where and when. How to place orders. How to manage inventory. How to stay on top of licenses, taxes, payroll. The list is long. What you don’t need in this mix is trying to learn an entirely new industry. If you want to be successful you’re going to have an exponentially easier time taking over a business where you have some real, practical experience.

Here’s an example. Say you went to school to be an accountant, then you spent some time working as the accountant for a small manufacturing company. Like most people you’re a fan of a good happy hour and have always had a daydream of owning a tiki bar on the beach. When a 200 seat beach bar near you goes up for sale, you put in an offer and are able to work out a purchase contact with the seller. After closing on the sale you struggle with your now 24/7 work schedule. You’ve never worked anything but a classic 9 to 5, so having to open the bar at 10am and stay until 3am every day is rough. The huge staff you’ve inherited to run this large establishment are a constant source of drama you’ve never had to contend with. You fire one employee and then 9 more quit, including your weekend bar back. Now you’re juggling trying to fill the schedule and trying to hire someone who will actually show up to be the bar back on Saturday nights. So for 5 Saturday nights in a row you’re the one hauling kegs and refilling ice. And you didn’t realize how fast you’d go through lemons so you’re driving around at 4am looking for a 24 hour grocery store because there isn’t any time to order from your vendor and get lemons by tomorrow. Then your line cook calls in sick so you have to jump in and work the line for 3 days, cooking food you’ve never cooked at what seems an insane pace – much to the displeasure of your customers who keep sending the food back.

If you’re someone who has experience in the restaurant industry, that scenario probably seems pretty normal. You know what it’s like to work late shifts and have to jump in and cover for people who’ve called in that night. You’re familiar with the drama that exists in every food industry staff. You understand that a 200 seat anything is huge, and not for anyone who’s a rookie. You know what food cost is and you understand what a bar needs (lemons) to function properly.

The point here is you really need to know what you’re getting into before you make the life-altering decision to buy a business. The only way to really know what owing a business is going to be like is by working in that industry at some point in your life. Our accountant from the example above could have bought a small manufacturing business or a small accounting firm and done quite well. Instead they are immediately overwhelmed and quickly burned out.

Don’t do this to yourself. Talk to a business broker about the practical experience and education you have. You might be surprised by the business and industry options available that would compliment the things you’ve done in the past. Set yourself up for success, not burnout.

Are you rethinking buying a business you know nothing about and want to know what industries and businesses would fit with your experience? Did you buy a business cold and have a story to share? Contact us or leave any questions or comments, we would be happy to help.

Michael Monnot