When Selling A Business: Your Accountant, Wealth Advisor and Business Broker Can Make The Business More Valuable – And You More Money!
When the divestiture time comes, utilizing your Business Broker, Accountant, and personal Wealth Manager – maximising their skills in preparing the company’s financial statements, management of your family’s financial goals and the execution of your business’s exit strategy – becomes one of the most important and valuable assets in the process of selling your business.
“Where The Rubber Meets the Road” – Financial Statements
When going to market with your company – the first, second and third most important aspects to successfully selling will be clean, straight forward, easily verifiable financial statements. That’s where the rubber meets the road, not only for the buyer, but for a financial institution involved in financing any part of a deal. And today, most deals have some element of financing.
Usually, when working the market, a buyer would expect a business’s P & L for the previous month to be ready by the 15th to the 20th of the following month, and year end to be completed within 90 days from the closing of the fiscal year’s business. This changes with the complexities of a business, but the more organized the seller is on a month to month basis, the more impressed and confident a buyer will be with the accuracy of the financial statements, management team and future sustainability of the business model.
Once deciding to sell a business, it is not uncommon for a company to take one, two, even up to three years, to properly audit and position the financial statements and company structure to successfully market an enterprise. Particularly when the business has been operated to finance an owner’s personal lifestyle. When the time arrives to consider going-to-market, be properly prepared beforehand with all appropriate financial information and documents .
Typically, the first requests from a buyer for financial information include, but are not limited to;
- Tax Returns: Last Three years
- Sign form 4506t (Tax Transit Request)
- Financial Statements: Three years P & L’s (Income Statements), Balance Sheets and a list of ‘add-backs’, and/or cash and non-cash benefits
Also, you will need to present at some point;
- List of Patents
- Asset Lists
This is why working closely with your personal accountant, the company’s accounting department and maintaining up to date financials and corporate documentations is so critical. Keep it clean and simple, and always be forthright in your representations of the financial situation. When in doubt, understate. If there are financial surprises, better they be pleasant ones for a buyer. Nothing kills a deal faster than overstating numbers. Once the seller loses credibility, you probably have lost your buyer.
In addition, your personal or family accountant needs to be brought in immediately. How you structure the exit strategy and the sale proceeds has a profound effect on successfully maximizing your divestiture and future wealth management.
You would be amazed at how many owners only begin to consider contacting their accountant and/or wealth advisor just a few weeks, sometimes days, before the closing table. Please, don’t be one of them.
Your Wealth Advisor:
The “Liquidity Event” of an Owner’s Lifetime: What to do?
The successful selling of a company is often the largest liquidity event in an owner’s life-time. Your Wealth Advisor needs to be consulted as soon as possible. It’s not what you sell your business for, but how much you end up keeping. Consider what your financial goals and dreams are today versus what materializes post transaction. The future results and exit will determine a successful divestiture.
Wealth is obtained, held and grown in different ways. It could be in securities, both liquid and illiquid, or other financial instruments. Like savings and investments, your business is also an asset; for many owners, their life’s largest and most important asset.
Unfortunately many owners do not treat their business as an asset. They see their business as an occupation and a mechanism to finance their lifestyle and sadly, they treat it as such.
To successfully market and sell a company, it needs to be treated as an asset that requires continual financial accountability and honest stewardship. A business is not a tax shelter. It is an instrument, a machine, that generates cash flow which in time will be sold – or closed – by you or another party.
Deal structure and proceed planning are critical to a successful divestiture. Your wealth advisor will provide unbiased, comprehensive investment planning tailored to your situation and dreams. The sooner he/she is engaged, the more thoughtful and invaluable the advice for your complete financial situation – before, during and especially after the liquidity event of your life.
Your Business Broker:
Is Your Company Salable? What is the True Value of Your Business? To Whom and How Will You Present Your Company? How will you find the best possible buyer?
The answers to these questions and the guidance throughout this divestiture adventure is what an Intermediary is for. Use him/her.
Let’s get right to the point; know that four out of five businesses listed on the market today never get sold. That’s right, 80%. Why?
If you had to pick one area that kills more deals in due diligence or turns more buyers away immediately, it is the preparation, management and presentation of the financial statements and the many supporting document requests.
The tragedies, the skeletons of a business usually reside within the financial statements and company supporting documents – and the buyers know it!
An experienced business broker knows how to counsel you through the documentations and process, and most importantly knows how to prepare and present the financials and the business’s history to a buyer. The broker understands today’s market and what participants are looking for and what buyers will pay in an acquisition for your type of business! He knows who maybe a real buyer versus someone just “kicking the tires”.
The marketing materials and financials are essential components of a professionally offered buyer presentation. Frequently they are referred to as an “Offering Memorandum” (“OM”) or “Confidential Business Review” (“CBR”).
A well written, comprehensive overview of your company in the “Confidential Business Review” (“Offering Memorandum”) is critical to marketing a business. It contains a history of the company, the who, what, and how the enterprise works, and most importantly the financial benefits to the new owner. This is your company’s first impression – make it count!
Finally, your business broker is both a guide and point person (“flack catcher”). The broker is your personal liaison to the market place who will choreograph and execute the divestiture process to a successful conclusion working with all of the possible participants – encompassing buyers, attorneys, bankers, accountants, wealth advisors and family members.
The transaction lifecycle can be long (sometimes six to over eighteen months) and exhaustive. Calibrating all the moving parts of its players and responsibilities is, for a seller, both daunting and emotionally draining. Let the broker do the work of the process and handling the transaction noise, while you manage the business operation and work with your accountant and wealth advisor to successfully position you, your family and company pre and post transaction.
Oh yes, one final word…bring all of your patience. It will be challenged every day and every step of the way – like never before.