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Signs You're Ready to Sell Your Business

Your business is more than just your job or your career. It's your life, your legacy - the result of years of mental, physical, and emotional labor. Your business is a part of who you are and why you get up in the morning. 

But there comes a time for every business owner when it's time to make a change. Maybe it's retirement or maybe the business is ready to go to the next level and you need outside help.  Knowing when and how to sell your business is difficult. As with any difficult business decision, there are many factors to consider carefully. The decision will come down to questions like:  

  • Are you personally ready to sell? 
  • Is your business ready to sell?
  • What kind of buyer or investor are you looking for?
  • How do you value your business?
  • How do you sell your business?  What are the steps?

The answers to questions like these will guide you in selling your business and having a good outcome.  It's a mix of personal, business, and market factors.  You want to look back and feel happy with the decision you made.  When you decide to sell your business, you can't un-do it.  If you're ready to think through your exit strategy - let's dig into these key questions.

When You're Personally Ready to Sell

Every business is different, and every business owner is different.  There are many personal reasons you might want to sell your business or part of your business. Reasons range from:

  • Wanting to see your business grow and expand beyond your resources
  • Considering retirement 
  • Facing health issues or other personal issues
  • Feeling burned out or ready for a new opportunity
  • Making a seachange - like moving to a different city

These personal reasons are just that: personal. They'll vary from business owner to business owner and are always influenced by many factors, including family members, friends, and employees.  They are important to consider as you think through your next steps and whether you're ready to sell.  You want to do what's best for your business, but you also want to do what's best for you personally and for your family.  You are in control, and you can decide when the timing is right.  You should also think through what you would want to do after you sell your business - would you want to stay on board in some capacity or simply transition out of the business?

When Your Business is Ready to Sell

You might be ready to sell - but is your business?  It's important to determine whether your business is well-positioned to take to the market.  You want it to be appealing to buyers and investors to increase the valuation and improve the odds of getting a deal done.  Here are a few important considerations: 

  • Is your top-line revenue growing, flat, or declining?
  • Do you have healthy profit margins?  How do your margins compare to others in your industry if you were benchmarked?
  • Do you have a strong management team in place that could take over if you stepped away from the business?
  • Are your financials clean and ready to present to potential buyers?
  • Is your market growing or declining?  What are the growth opportunities?

By getting your business ready to sell, you're positioning yourself for success in the deal process, and you're creating value.  If your business isn't ready to sell and you go to market anyway - you're destroying value.  You may not have a choice, but if you have a choice, you only want to sell when your business is ready.

Taking It to the Next Level

In some situations, business owners feel like their company can do more with additional capital or resources.  You've done the math and know exactly how to capitalize on a growing market, but you aren't ready or able to make that jump yourself.  For example, the next evolution of your business may require more funding than you're willing to invest or borrow.

If your business needs new partners to fuel growth, you should spend some time putting together the business case to help investors see your vision.  How much capital do you need?  How would you use that capital?  How much growth would their investment generate?  What other resources do you need?  You might want to open a new branch location.  You might want to hire new employees or invest in new equipment.  Whatever your expansion requires, it's important to put together a plan. 

It's also important to think through what your personal role would be in the next phase of growth.  Would you want to remain in charge - or would you like to transition to a new executive to grow the business, which might be important if the next phase of growth requires a skillset beyond your capabilities or interests.  New ownership or investors can help inject new capital and new energy into your business, but you want to be able to point them in the right direction.  A carefully thought-out plan will make it easier to attract investors and align everyone.

What Kind of Buyer Are You Looking For?

There are many different types of business buyers, and they all approach deals differently.  Here are a few common ones to familiarize yourself with: 

  • Strategic acquirers
  • Private equity firms
  • Search Funds and individual investors
  • Family offices

Each of these types of buyers has different investment objectives, timelines, and strategies.  Some strategic acquirers, for example, may want to re-brand your business on Day 1.  Does that matter to you?  Some Private equity firms may ask you to "roll over" equity into their deal, meaning you still have money invested in the business under their control.  Does that appeal to you as a way to get a "2nd bite at the apple" and benefit from their investment or do you see that as un-appealing?  Family offices tend to have longer investment time horizons and hold times with a slower pace - do you think that benefits your business or not?  

With each type of buyer, you'll have to consider your priorities and what you're looking to get out of the deal.  Here's a framework that might be helpful for consideration.  Rank these in order of importance to you:

  • Top dollar (highest valuation for your business)
  • Certainty of closing a deal (likelihood they'll get a deal done on the timeline agreed to)
  • Cultural fit (alignment on values, priorities, and personalities)
  • Deal structure (is there a roll-over component? An earn-out?  Seller financing?  Escrows?)

Here's a scenario to help clarify: the highest offer you get is from a buyer who you think won't be a good fit for your business.  Do you take the offer, or do you take a lower amount from a buyer who you think is a better fit and would protect your legacy better?

As you start talking with potential acquirers, you can interview them as much as they're interviewing you.  Ask them about their approach - what would they plan on doing on Day 1?  Ask them about how they typically structure their deals, and what role business owners usually play post-acquisition.  The more questions you ask, the more you'll understand the way they look at your business, and if you're ready for them to buy your business.

  • Investment thesis - why are they interested in your company?
  • Sources of funds and investment objectives - do they have funding in place, and what does a "win" look like for them?
  • Track Record - what's their reputation?  Have they had investments that were successful for all stakeholders?
  • Certainty of closing - what's the likelihood they're going to close the deal and not waste your time?
  • What's their culture - what do they prioritize as people and as buyers?

You should also ask to spend some time together in-person with the buyers.  Get to know them as people.  See for yourself how they operate, what they care about and prioritize, and how they approach other people.  Are they respectful to the wait staff at the restaurant or jerks?  Do they get the most expensive bottle of wine or drink a local beer?  What is their definition of personal success?  

Finding the right buyer comes down to a key question: are they a good match for you and your company? 

How to Value Your Business?

When you're thinking about selling your business, valuation is top of mind, and for good reason - for many business owners, the majority of their net worth is tied up in the value of their businesses.  How much your business is worth is a difficult question to answer – because the truth is that the value of a business depends on a large number of variables that are changing constantly.  Many business owners say that they'd be ready to sell "for the right price," but what does that mean?

Let's start by defining the "valuation" of your business.  For our purposes, it’s not what the business is worth to you – because of the lifestyle it gives you, the company car, the perks, or the cash it generates for you, or the prestige. It’s also not what you think the business could sell for based on something you heard at an industry conference or what someone told you while you played golf at the country club. Too many owners make the mistake of thinking they can sell their business for the same multiple or valuation that someone else got for their business. This is a dangerous assumption that often leads to disappointment when confronted with reality: every business is different and valuations vary significantly, even within the same industry. Don’t fall into the “country club” valuation trap.

So what is the definition of "valuation" then?  There are technical definitions of “fair market value” that are sometimes used by accountants, financial professionals, the IRS, and valuation experts. These more technical valuations can be calculated using several different complex methodologies. These methodologies include income-based approaches, market-based approaches, and asset-based approaches, which all generally involve analyzing financial statements, conducting market research, assessing comparable transactions, and determining appropriate valuation multiples. Even these more technical approaches to valuation are still very subjective.  Let’s keep it simple: let’s think of value as what someone else will pay for your business right now. 

The best way to get a valuation of your business, is to have a buyer make you a real offer.  Short of that, you can look for indicators in the market and advisors to help you at least get a potential valuation range.

Understanding acquisition activity in your industry and in your market can also help give you a sense for if valuations are trending higher or lower.  Right now, for example, Private Equity buyers are very active and becoming more active, driving up valuations in many of their target industries.  Many advisors are expecting to see another uptick in investment as well as private equity mergers and acquisitions in the near future.  This type of activity in the marketplace creates higher valuations due to competition for deals and great exit opportunities for business owners. 

How to Sell Your Business

At OwnerCo, we know what it's like to sell your business. That's because, as business owners ourselves, we've done it before.  Our advisors know what it takes to get a deal done.  It's a time-consuming process that can be a stressful, emotional roller-coaster from initial buyer meetings through due diligence.  You want to be able to look back and not only be happy with the decision you made - but also with the decision-making process.  

We'd be happy to help you how we can with this process.  Most importantly, as a buy-side broker, we want to help you find the right buyer for your business.

Email us to get more info: Info@OwnerCo.com