These articles are courtesy of BobSweeney of Innovative Travel Acquisitions. This firm is one of, if not the preeminentfirm, travel brokerages in the country. Their comments are of interest to all businessbrokers.
Many experts are predicting a huge wave of businesses will become available for sale over the next two decades as baby-boomers will be ooking to retire. We suggest you ask five key questions when acquiring a tour or travel-related business.
Five Questions for Buyers
- Who runs the business and how does business function when the owner takes a two week vacation?
- Do the numbers add up? – Will the business provide a rasonable return on your investment and time?
- How does the business attract leads? – Which marketing channel provides the most/best leads?
- Will the business survive the transition and will key employees stay on post transaction?
- Will the seller put any skin in the game? – Are they willing to stand behind the business’s 1st year post-sale performance?
Below is a conversation between Tom West and a business broker asking for clarification regarding Seller's Discretionary Earnings.
There has always been some confusion regarding SDE. It was originally termed Seller’s Discretionary Cash (SDC), and I think it was called something else before that; then it became Seller’s Discretionary Earnings (SDE). I guess someone decided Earnings sounded better than Cash. In any event, as mentioned in the following emails, it boils down to profit + addbacks (this is the discretionary part) and owner’s salary or compensation. Then the multiple is calculated and is used against the SDE calculation. The result plus or minus the inventory, depending on who you talk to, is the price.
As old-time successful veteran business brokers will say, however, the price is what the seller will take for it!
Read the rest of entry »
Who are your best clients? Wouldn’t you like to have more just like them? Most of us would. Start by gathering all the information you can about them. What do they have in common? Are they in the same or similar industries? The same size company? Here are some quick tips to help you take aim at your target market.
1. Pick a couple of your best clients, and...
Read the rest of entry »
What is a FSBO? A business for sale by owner.
Why is it a mistake for an owner to try and sell their own business?
1. Don’t know value
What the owner paid for it, what other businesses are advertised for, and what outdated rules-of-thumb (ROT!) are supposed to apply may have no relationship to today’s value. Price it too high and...
Read the rest of entry »
Below you will find the current “hot” business list courtesy of data from Businesses For Sale. We asked Businesses For Sale for a monthly ranking of business types based on the number of “hits” on their site. This ranking is not based on the actual sale of businesses.
Top Ten Businesses for June 2012:
1. E-commerce Businesses
2. Convenience Stores
3. Bars
4. Websites
Read the rest of entry »
Throughout my years of successfully assisting business owners in selling their companies, I've been asked the same questions by many potential sellers. In this article I have compiled a list of common questions about selling a business along with my answers that you may find helpful.
1. How much is my business worth?
The correct answer is the price a Buyer offers you that you are willing to accept. It makes no difference...
Read the rest of entry »
Are you planning your own appointment setting and lead generation effort? Without proper planning, lead generation programs often fail. The first and most important part of a successful program is to hire the right person. Here are six tips to help you find and train the person who can make your in-house program a success:
Read the rest of entry »
Ed’s article points out the differences between a going business and a franchise. However, I do think that the purchase of an existing business is also an investment. If the new owner increases sales and profits, the business is worth more than when it was purchased by the new owner. I do admit that the economy does or can take a toll on the price one might get for a business – whether a franchise or an existing business. The price of a business, unlike a house, is based on its earnings, not on the ebb and flow of the residential real estate market. I do agree that increasing earnings during a recession is certainly more difficult than in a booming economy.
Ed does make one very important point and that is that the purchaser of a franchise is somewhat dependent on the franchisor and how they market their product or service, how much support is given, etc. Business brokers should read this and act accordingly. An individual who purchases a going business is in almost complete control of his or her business and destiny and, in my opinion, creating a solid investment if the business is successful. He or she is also not dependent in any way on the actions of a franchisor.
Ed’ article is excellent for both the buyer of a going business and an individual buying a franchise.
Read the rest of entry »
Note from Tom West:
Clyth lives and has his office in New Zealand, and some of the language, etc. may be different. But, if you read the following, you will see that business brokerage is not much different here in the states. (I like the term MPSP – it sounds much better than an appraisal.)
If you are thinking of selling your business you will want to know the Most Probable Selling Price (MPSP) before placing it on the market.
What you paid for it, what you need for it and what similar businesses are advertised for, may all have little relationship to current market value.
Read the rest of entry »
Personal goodwill is present to a greater or lesser extent, in most SME – but is less common in larger companies.
An Australian case stated “a business proprietor who has ‘know how’ and ability, and the personality to attract and hold customers, no doubt may be said to possess those customers’ goodwill. This will certainly be of value to him, and just as certainly will increase his profits, but it does not thereby become for the purpose of commercial law, ‘goodwill’. It is not a saleable asset. This is the test.”
With intangibles becoming an increasingly large proportion of business value the appraiser needs to carefully differentiate between enterprise / practice goodwill and personal goodwill.
For example,...
Read the rest of entry »
Below you will find the current “hot” business list courtesy of data from Businesses For Sale. We asked Businesses For Sale for a monthly ranking of business types based on the number of “hits” on their site. This ranking is not based on the actual sale of businesses.
Top Ten Businesses for May 2012:
1. E-commerce
2. Miscellaneous Restaurants
3. Convenience Stores
4. Bars
Read the rest of entry »
The New York Times recently published an article by Bryan Borzykowski describing the challenges of a seller staying on with the business for a period of time following the sale.
"While the transition from entrepreneur to employee will always be tricky, owners who have had the experience say it is important to negotiate well — and be prepared for the worst."
Business intermediaries are in a unique position to help owners negotiate well and be prepared for the challenges unique to transitioning from captain to crew member. We think you will find the New York Times article interesting and the real-life examples of how sellers dealt with this transition helpful.
Below you will find the current “hot” business list courtesy of data from Businesses For Sale. We asked Businesses For Sale for a monthly ranking of business types based on the number of “hits” on their site. This ranking is not based on the actual sale of businesses.
Top Ten Businesses for April 2012:
1. E-Commerce
2. Sandwich Shops and Delivery
3. Convenience Stores
4. Restaurants
Read the rest of entry »
We need to keep reminding ourselves of this in the present turbulent times. As with many other businesses, the last 4 years have been tough for us – a battle to maintain sales and profits. We have reviewed our processes and systems, trimmed expenses (but you cannot cut your way to success) and focussed on our team and on the relationships we have built up over 50 years.
But we always get back to the basics – ours is a simple business...
Read the rest of entry »
See the top 10 franchise sectors with those franchisors that had trouble growing. I call them underperforming franchisors.
A few weeks ago I published an article entitled A Startling Franchise Industry Statistic . It reported on franchisors that had sold less than five new franchises despite having been a franchisor for several years. As a follow up to this article I took a look at which franchise industry segments had the highest percent of what I’ll refer to as the “Underperforming Franchisors”.
Read the rest of entry »
It was not all that long ago, perhaps only 3 or 4 years ago when in every deal we did it seemed to be easy to get an SBA loan. The lenders were competing for loans and sometimes we would see a buyer walk away from closing with a loan for 80% of purchase price and working capital in excess of the down payment. Sometimes they virtually had "no skin in the game". Boy have things changed.
As we all know that is not the case anymore. While lenders are beginning to make loans again,...
Read the rest of entry »
There has been a lot written, and a lot of research, on happiness in recent times. There is general agreement on the ingredients contributing to happiness. We believe owning your own business ticks all the boxes.
Positive emotions – having enough to live a comfortable lifestyle, educate the kids, and buy what you want (within reason). The latest findings suggest that money does buy happiness.
Engagement – being involved in what you are doing, enjoying your job.
Meaning – not necessarily changing the world, but...
Read the rest of entry »
This article is a continuation from yesterday's posting by Adam Bannister of businessesforsale.com.
Company culture
It’s also important to meet with existing staff before you buy. You need to know how many will stay, and what it will take – in terms of pay rises and other incentives – to make unhappy staff stay.
If staff have to be replaced you need to find out how much it will cost to hire and retrain replacements and incorporate that into your evaluation of the business.
And if you don’t get on with the staff or feel you’re at odds with the culture of the company then it’s best to look elsewhere.
You need to check...
Read the rest of entry »
Franchise re-sales offer the possibility of quick profits.
If you buy a franchise resale – where the owner of a franchise has decided to put his business on the market – then you can reap the benefits that come with both buying a business and running a franchise.
As we’ve said elsewhere on this site, when you buy a franchise for sale you get to run your own business but with the brand power, marketing muscle and technical and administrative support of an established franchisor.
Quick profits
But if you’re buying an established venture, then not only do you have...
Read the rest of entry »
In our most recent survey, it was quite obvious that the sale of existing franchises makes up a very small portion of sales. The sale of new franchises is almost non-existent. While it’s the sale of both that is of concern, the fact that the sale of existing franchises is so minimal should be of great concern.
Let’s face it, franchising is here to stay and, unfortunately, is slowly replacing many small businesses. Whether it’s fast food or a brand new concept, franchised small businesses are taking over. And, although they may be replacing many small businesses such as the fast food category, they are also bringing many new concepts to small business.
Most franchises are small businesses individually owned and operated. They are the small businesses of the future and business brokers should be handling the resales, if not the sale of new ones. The resale of franchises is no different than the sale of any small business. Yes, you have to deal with the approval of the franchisor, but in most cases, the lease is easier to transfer and other details may also be easier.
We strongly urge the main street broker to increase their efforts to handle the resale of franchises. Many of the owners have been in business for some time and are ready to move on. Our most recent survey reported that franchise resales represented less than 12 percent of their sales. That’s not nearly enough.
Have you had any franchise resales since November 2011?
We need your help in adding new franchise pricing data and maintaining updated information on our current franchise list. We have a very simple form which gives us sufficient financial information to create a Rule of Thumb.
We would be most appreciative if you would review your sales since November 2011 and complete the online form for all of your franchise resales. You will always be able to obtain a current list by emailing me personally.
To contribute franchise resale information, please use our online form.
We realize that the following is a bit self-serving since we do sell and promote ValuTrax, but we also feel it is an important and informative article on the process.
The ValuTrax Small Business Pricing Model is an accurate, easy-to-use online application available online through Business Brokerage Press. ValuTrax provides a Broker’s Price Opinion. It does not provide a formal valuation.
The ValuTrax pricing model is based on traditional business brokerage pricing methods that are easy-to-use, easy for clients to understand, and which can generate supplemental income for brokers and other business consultants. ValuTrax Pricing Reports sell for $500 to $1,500 and up with additional information included. The ValuTrax application consists of 12 basic steps, with the ValuTrax Pricing Report being generated in Step 12 in either PDF or editable MS Word format. Brokers and other business consultants can use the editable Word format to add other sections to the ValuTrax report such as a description of the subject business, an industry profile, competitive analysis, for sale comps, etc. Business Appraisers can also use the editable MS Word format, and a built-in editable Calculation of Value template, to prepare Calculation of Value reports for small businesses.
In Step 1 of the ValuTrax application,
Read the rest of entry »
Two in five business sellers are prepared to be “very flexible” with their asking price, according to the latest BusinessesForSale.com quarterly survey.
The survey, which forms part of the Market Intelligence section on BusinessesForSale.com surveyed business buyers and sellers worldwide. Further highlights include that 30% of sellers thought that shortage of credit was significantly affecting sales, compared with 14% who were confident that they’ll find a buyer. Nearly half (48%) of the buyers surveyed would pay a premium for a business with a good track record. Yet 45% of potential buyers will buy a struggling business if it's realistically priced and 34% would even enjoy the challenge of turning round a failing business.
We are now extending our market intelligence service to brokers/franchisors and are inviting them to participate in future surveys on their areas of interest. Please click here for more information.
Below you will find the current “hot” business list courtesy of data from Businesses For Sale. We asked Businesses For Sale for a monthly ranking of business types based on the number of “hits” on their site. This ranking is not based on the actual sale of businesses.
Top Ten Businesses for March 2012:
1. Convenience Stores
2. E-Commerce Businesses
3. Fast Food Franchises
4. Websites
Read the rest of entry »
In preparing for a talk in Florida next month, I found a very interesting statistic. I have kept some data from my days at United Business Investments (UBI). As a few of you know, UBI was the first business brokerage firm to have some 50 company-owned offices in eight states. I had someone who kept pretty accurate statistics of the offices’ performance: number of listings, number of deals, sales, etc.
One of the more interesting statistics was the actual selling price versus the seller’s asking price. In 1978, it was...
Read the rest of entry »
Franchisee Feedback
The most important aspect of your franchise due diligence is to obtain feedback from current and former franchisees.
Speak with enough franchisees so that you have representative feedback. I would suggest a minimum of 8 to 10 franchisees. The more franchisees you speak with the more credible the feedback. You should speak with existing and former franchisees in order to gain a broader perspective.
Call franchisees in different parts of the country as well as in the geographic area you’re interested in. If you can...
Read the rest of entry »
Following is an article by franchise guru Ed Teixeira. While it is written for franchise buyers, if you are considering representing a franchisor to sell new units for them (and why aren't you if you are not?), this article will help.
Performing a comprehensive evaluation of a franchise is a critical step before you pay the franchise fee and sign the agreement. Learn how to perform this important activity.
There are key steps in the franchising process but none more important than...
Read the rest of entry »
Who are your best clients? Wouldn’t you like to have more just like them? Most of us would. Start by gathering all the information you can about them. What do they have in common? Are they in the same or similar industries? The same size company? Here are some quick tips to help you take aim at your target market.
1. Pick a couple of your best clients, and write a brief case study about them for future use. Really consider your competitive advantages towards that market and include how...
Read the rest of entry »
During the process of gathering some franchise industry data I discovered an interesting statistic. Read more to learn out what I found.
Read the rest of entry »
The Direct Market Data Method (DMDM) relies on the principle of substitution. A buyer will not pay more than the price at which he can obtain an equally desirable substitute.
The DMDM method uses parameters of comparison in the form of income multipliers. They can be multipliers of income, either gross net or discretionary cash flow. The three most popular databases which supply the transactional data are; Institute of Business Appraisers (IBA), BizComps and Pratts Stats.
When attempting to value a company using the Direct Market Data Method (DMDM), it is not uncommon to experience...
Read the rest of entry »
“The following question was asked some years ago of quite a few successful business brokers – here are their responses. They were originally published in The Business Broker when it was a print publication. Subsequently, it was included in Wit & Wisdom of Business Brokerage edited by Connie Womack, an well-known industry veteran, now retired. The book is published by Business Brokerage Press (BBP). For information visit BBP online.
Have at least six months of working capital saved for the initial dry spell. Keep your overhead low.
Go to work for a successful business brokerage company to learn from the experts.
Have the discipline to...
Read the rest of entry »
“The following question was asked some years ago of quite a few successful business brokers – here are their responses. They were originally published in The Business Broker when it was a print publication. Subsequently, it was included in Wit & Wisdom of Business Brokerage edited by Connie Womack, an well-known industry veteran, now retired. The book is published by Business Brokerage Press (BBP). For information visit BBP online.
Don’t quit – be tenacious – hard work – high energy and a sense of humor will see you through to success.
Look at the business as a profession, not just a way to make money. Look at the profession for...
Read the rest of entry »
“The following question was asked some years ago of quite a few successful business brokers – here are their responses. They were originally published in The Business Broker when it was a print publication. Subsequently, it was included in Wit & Wisdom of Business Brokerage edited by Connie Womack, an well-known industry veteran, now retired. The book is published by Business Brokerage Press (BBP). For information visit BBP online.
If you were to give one bit of advice to someone entering business brokerage, what would you tell them?
Be committed!
Business brokerage is a classic example of a business that is customer-service intensive, if it is to be a successful rewarding activity. New entrants should be...
Read the rest of entry »
Almost half of people trying to sell their business have had a much worse response from potential buyers than expected, according to the latestBusinessesForSale.com survey.
Seller trends
Respondents were selling their businesses in geographical locations worldwide including Sweden, Indonesia, Pakistan and Jordan, among others. Seventeen percent of sellers were hoping to sell hotels or guesthouses, the most common type of business for sale, followed by real estate property (13%), manufacturing (13%), retail (11%) and cafes and restaurants (11%).
Of sellers whose businesses have been on the market for some time, 47% said...
Read the rest of entry »
The following search breakdown by type of business in order of interest (restaurants being first) is based on almost 850,000 searches – only the top 16 are listed. Courtesy: BizBuySell
- Restaurants
- Gas Stations
- Convenience Stores
- Liquor Stores
- Bars/Taverns
- Drycleaning/Laundries
Read the rest of entry »
I began my business brokerage career in 1963 in Anaheim, CA. The average sales price of a business in that year was approximately $15,000. That doesn’t sound like a lot, but using an inflation table, that would be approximately $105,000 in 2010 dollars. Our minimum fee was $1,000 – today (also in 2010 dollars) it would be a $7,000 minimum. However, shortly after I joined the firm, it was raised to $1,500, and it is now 2012. What is your minimum fee today?
According to the BizBuySell data
Read the rest of entry »
A recent survey by BizBuySell, using their data, makes for not only interesting reading, but is very informative. BizBuySell is providing a valuable service to the business brokerage industry by promulgating this data.
For example, one interesting figure is significant because it bears out a figure from other sources. The chart in the BizBuySell report on small business sales price versus asking price came out at approximately ...
Read the rest of entry »
The more things change, the more they stay the same.
When I first sold businesses 50 years ago sales agreement forms were only 2 pages long, IBM golf ball typewriters had been introduced the year before, commission rates were 2%, and supermarkets and shopping centres were in their infancy.
No internet. No cellphones. No faxes. No emails. No photocopiers. No PCs.
But we...
Read the rest of entry »
Below you will find the current “hot” business list courtesy of data from Businesses For Sale. We asked Businesses For Sale for a monthly ranking of business types based on the number of “hits” on their site. This ranking is not based on the actual sale of businesses.
Top Ten Businesses for February 2012:
- Convenience Stores
- Miscellaneous Restaurants
- Bars
Read the rest of entry »
Today's posting completes the three-part interview of industry veteran WM B Martin by BBP's Tom West. It picks up after Bill's second "retirement" and includes what Bill considers to be the secret of his success.
Tom:
But, there’s more to the story.
Bill:
Yes, when ABMI in Kansas City (the brokerage I’d started in 1989 and sold in 1998) found out I was no longer involved in other enterprises, they asked if I’d consider moving back to KC, and taking on a short term consulting contract, to advise them on returning ABMI to the “basics” we’d pioneered at ABMI, that they’d gotten away from. We worked out the details, and from 5-1-10 through 10-1-11, I consulted with ABMI. We were able to re-introduce the “basics” over that time, including recruiting and training managers to continue ABMI’s progress.
Tom:
So, what have you been doing since Oct 2011?
Read the rest of entry »
Today's posting continues an interview between BBP's Tom West and industry veteran WM B Martin.
Tom:
Then, you “un-retired”.
Bill:
Yes, Tom, I simply wasn’t ready to stop making deals. So, in late 1999, I bought back from ABMI the Springfield, Mo branch office I’d sold them, moved to the Ozarks, and took possession of that one agent, 10 listing office, planning to just “tinker” with business brokerage part time, and enjoy the wonderful Southern Missouri lifestyle.
Tom:
That “part time” plan didn’t last long.
Bill:
Right. We started doing the things in Springfield that had worked so well in KC, and the Springfield brokerage (now called First National Business Brokerage Corp) “took off” like a sky rocket. Within a year we had...
Read the rest of entry »
This week's postings comprise a three-part interview of Industry Veteran WM B Martin by BBP's Tom West.
Tom:
Bill, you and I, with over 30 years in business brokerage, have done some fascinating things in our industry, and I think my readers would be interested in hearing the history of your experiences.
Bill:
Thank you, Tom, for your interest in my activities. I joined Business Concepts, Inc in Kansas City, Mo (which was, back then, the most successful business brokerage in KC) in 1982, as a new, straight commission agent. BCI was a former VR agency (they went independent the year before I joined them), but they still used the original VR/Tom West agent training materials. So, Tom, like thousands of others in our business, I’m a Tom West trainee, even though I didn’t meet you in person until many years later, at an IBBA conference.
I fell in love with business brokerage those first weeks on the job, even though I was uncomfortable with...
Read the rest of entry »
Comment from BBP:
The following article points out a number of reasons buyers need to complete their due diligence and choose wisely when selecting a franchise. This is important information for business brokers to be able to share with their buyers.
Current franchise agreements and judicial decisions can provide obstacles to franchisees who take legal action against their franchisor. The result is that prospective franchisees had better make the right decision when choosing and purchasing a franchise.
Individuals that decide to purchase a franchise should do an exhaustive evaluation of the franchise to confirm the following:
Read the rest of entry »
The terms used to express earnings are as follows, along with a definition of SDE:
EBDIT (EBITDA)—Earnings before depreciation (and other noncash charges), interest, and taxes.
EBDT—Earnings before depreciation (and other noncash charges), and taxes.
EBIT—Earnings before interest and taxes.
Source: Pratt et al., Valuing a Business
Read the rest of entry »
We receive quite a few inquiries on the Seller’s Discretionary Earnings (SDE) method of pricing a business. For those who want an official definition, following is one from the International Business Brokers Association and a further explanation from Business Reference Guide.
The SDE method of pricing a business actually
Read the rest of entry »
Our sister website, FranchiseSales.com has published the results of its state of the marketplace quarterly survey.
The global survey of franchisors and franchisees, whose average age is 43 and 80% of whom are male, also revealed the most popular sector among franchise seekers as fast food, remaining recession-proof in times of squeezed incomes and unemployment.
Read the rest of entry »
As year-end approaches, I find it beneficial to take a closer look at my performance, and where I might need some fine tuning. I will share my diagnostic review questions with you and perhaps you may wish to take a closer look at your own past performance. After you pinpoint your area of concern, you might find that a “DO BETTER” pill is called for.
Read the rest of entry »
Before signing on that dotted line and paying the franchise fee there are certain questions that the franchisor should be asked. If you’ve already considered asking these questions kudos to you, however, chances are you’ve missed these.
Despite the amount of resources available to franchise candidates, mistakes continue to be made and franchisees can and do fail. Although there are no guarantees to success, individuals can lower the risk of failure by adding certain questions to their franchise evaluation process. Here are ten questions that a prospective franchisee should ask the franchisor.
Read the rest of entry »
Thousands of buyers and sellers have taken part in the latest BusinessesForSale.com quarterly survey. Respondents answered from more than 15 countries, including the UK, USA, Australia, Canada and South Africa. Over 70% of respondents were aged 42 and older, with 20% of those wanting to buy or sell a business being female. We outline some highlights below.
Seller trends
The survey reveals that although economic conditions may be biting...
Read the rest of entry »
Comment from Tom West:
We receive a lot of newsletters and email information from business brokers and intermediaries. Below is an excellent example of what some do. Informative, but it also sells Bob’s company. In fact I enjoyed reading it and also learned some things. If you’re going to have a company newsletter that you send to potential buyers and sellers, Bob’s is a good example of what can be done.
To all-
We enter the fifth year of tough economic conditions with some measurable positive signs for middle market transactions: SBA lending is clearly...
Read the rest of entry »
The number of home based franchises continues to grow and in some franchise segments the home based feature exists in a majority of the total franchise companies. This article presents some interesting statistics and the reasons why home based franchises continue to grow.
Looking back into franchise history the typical franchise was a bricks and mortar franchise whether it was a KFC, Dunkin Donuts or McDonalds. It wasn’t that long ago that a home based franchise was considered an anomaly or an exception to what we typically consider a franchise. In recent years however, things have changed as the number of home based franchises have continued to grow in numbers and popularity. If the franchise customers are not required to go to a specific location then chances are that particular franchise can be home based.
Read the rest of entry »
We recently received a full-color attractive 3 by 5 inch postcard from a Century 21 Realtor. Under his name was the tag line "Active Adult Community Specialist." The card was of interest for two reasons: One, we happen to live in an active adult community but, more importantly, we were intrigued that a Realtor claimed to specialize in a particular real estate segment.
As many of you know, we edit and publish the annual Business Reference Guide. In order to get a lot of our information, we solicit business intermediaries who specialize in various different types of businesses or have experience with them. There are more industry specialists every year.
Read the rest of entry »
COMMENT FROM TOM WEST:
This Sunbelt office publishes an e-mail newsletter on a regular basis. The following is from their most recent issue. An excellent article on why buyers should be using the services of a business broker. If you email your potential buyers on a regular basis (and you should be), why not tell them what you do – and why they should use your services.
The testimonial letter included at the end shows the patience it takes to put some deals together. Gary Stehle, you provide a good reason why it does pay to “hang-in” – a deal was made.
Read the rest of entry »
Below you will find the current “hot” business list courtesy of data from Businesses For Sale. We asked Businesses For Sale for a monthly ranking of business types based on the number of “hits” on their site. This ranking is not based on the actual sale of businesses.
Top Ten Businesses for January 2012:
1. E-Commerce Businesses
2. Convenience Stores
3. Miscellaneous Restaurants
Read the rest of entry »
The following is an opinion by Tom West regarding a vote that closes February 17, 2012.
Many of you may be unaware of what has been transpiring over the past few years within the Association (IBBA). What follows is strictly my take on the events, but the ultimate conclusion could, in my opinion, be catastrophic for both the IBBA and its subsidiary, the Source.
Read the rest of entry »
The following is a continuation from yesterday's posting of an article written by the “Old Pro” 30 + years ago. Russ Wright was my mentor and subsequently my father-in-law. These are the rules I learned from him many, many years ago. How things have changed!
Tom West
Educating Your Seller
To guarantee your seller’s complete cooperation in the sale of any listed business, it is always wise to “alert” him to the possible annoyances he may be subjected to before a sale had been consummated. A few “do’s” and “don’ts” at this point should eliminate most of these problems. Before doing this, however, your listing should be completed and signed.
Read the rest of entry »
The following article was written by the “Old Pro” 30 + years ago. Russ Wright was my mentor and subsequently my father-in-law. These are the rules I learned from him many, many years ago. How things have changed!
Tom West
The Listing
Make it Saleable!
It is extremely important that you know why you are taking a listing and how to make your listing saleable. Don’t forget, before your listing can be sold to the public, you must...
Read the rest of entry »
The following article was written by the “Old Pro” 30 + years ago. Russ Wright was my mentor and subsequently my father-in-law. These are the rules I learned from him many, many years ago. How things have changed!
Tom West
The Listing
Make it Saleable!
It is extremely important that you know why you are taking a listing and how to make your listing saleable. Don’t forget, before your listing can be sold to the public, you must...
Read the rest of entry »
Comments from Tom West:
Cleaning out some old files revealed a very practical approach to pricing main street businesses. The creator of the following was Bill Womack, an old-time business broker and I should add - a very successful one. This take on pricing small businesses is about as practical and down-to-earth as it can get.
Read the rest of entry »
Comment from Tom West:
Following is an advertising piece used by travel expert Bob Sweeney president of Innovative Travel Acquisitions, in Atlanta, Georgia. It is valuable information on the very practical side of business valuation and deal making in general. Too many business brokers forget why the seller hired them in the first place – to sell their business. Business brokers are duty-bound to try to get the seller – theirs client – the highest price possible. Thanks to Bob for allowing us to use this piece.
Read the rest of entry »
The more I look at recent surveys asking who the business buyers are and why they are looking to buy (see some of those results here), the more I want to say, “So, what’s changed?”
When comparing some of these results to those found in surveys conducted 20 years ago, except for the increased use of computers and the reliance on listing sites, such as www.bizbuysell.com, not much has changed. Sure, the economy has impacted the business,
Read the rest of entry »
This posting refers back to yesterday's listing of top franchise opportunities in 2011, courtesy of www.franchisebusinessreview.com.
Many of the franchises listed yesterday in the “best franchises” are small and in many cases very receptive to working with business brokers. Not only in selling new units, but in handling the sale of existing ones. Even when I was active in business brokerage we sold Orange Julius (the second sale I ever made), Tastee Freeze, Dairy Queen, etc. When franchises make up a very large segment of small business, and represent only 6 percent of the total business sales made by business brokers, a big opportunity is not being taken advantage of.
I can understand why business brokers have trouble selling new franchises. Commissions may be a lot less than a regular business sale. For example, a business might sell for $150,000 bringing in a $15,000 fee. A franchise might require a buyer to invest the same amount, but franchisors might not want to pay a $15,000 fee since the franchise fee might only be $30,000, but FF&E increase the amount to the $150,000 figure.
However, business brokers must realize
Read the rest of entry »
Best Franchises by Category
As promised yesterday, here are the best franchise opportunities for 2011 sorted by industry category and investment level.
Courtesy: www.franchisebusinessreview.com
Advertising & Sales
Valpak
Category: Business Services, Advertising & Sales
Total Inv: $92,500 - $120,800
Automotive...
Read the rest of entry »
"What is selling?" is one of the questions most often asked, not only by business brokers, but also by buyers and sellers.
What was selling then?
When I first got into the business brokerage business in Southern California, beer bars were the big seller. California, at the time, issued licenses for just the sale of beer and they issued separate licenses for hard liquor drinks. At the time they also issued beer and wine licenses, but these were generally issued to restaurants. Our brokerage office also sold a lot of small coffee shops, quick serve places, and coin laundries, but beer bars were the biggest seller.
So, what’s selling now?
Read the rest of entry »
The United States Supreme Court issued a landmark ruling in 1993 in the case of Daubert v. Merrill Dow. In that decision, the Supreme Court changed 70 years of case precedent for the admission of expert testimony.
Daubert changed the w ay in which federal courts are required to evaluate scientific and technical evidence. Prior to Daubert, federal courts admitted scientific and technical evidence only if the principle upon which it was based was sufficiently established to have general acceptance in the field to which it belonged. In Daubert, the Supreme Court invalidated the "general acceptance" standard, and instead held that, according to Rule 702 of the Federal Rules of Evidence, scientific and technical evidence is admissible only if...
Read the rest of entry »
Some months ago I agreed to serve on a volunteer group with four other local business people to review the small business permitting process of our town and create a permitting guide. We delved into all of the steps one must go through to obtain a business license, the necessary permits, etc. It can be a cumbersome process.
This recent experience brought to mind how, in my past business brokerage experience, we did try to work with the buyer in dealing with the California alcoholic beverage control board when selling bars, etc. and other local boards and departments.
If you’re just selling your service and knowledge of the business buying process,...
Read the rest of entry »
This article in BlueMauMau from John Gordon of Pacific Management Consulting, includes an updated private equity and restaurants report. The information details activity in the restaurant industry by private equity (PE) firms. The result? A lot of activity, investments, and some high profile failures.
Recently, FranchiseKnowHow published a two part series on Private Equity in Franchising.
© 2011 FranchiseKnowHow, LLC
Ed Teixeira is the President of FranchiseKnowHow, LLC. He can be reached at franchiseknowhow@gmail.com.
We recently reviewed a survey we had done for the International Business Broker’s Association by Babson College 20 years ago. One of the questions asked for the average number of days from listing to sale. We compared the results of the 1992 survey to our most recent survey results from 2011.
| Survey Year |
Average time from listing to sale |
| 1992 |
4.8 months |
| 2011 |
10 months |
The big question is, obviously, "Why do deals now take more than twice as long from listing to closing?"
Read the rest of entry »
Below you will find the current “hot” business list courtesy of data from Businesses For Sale. We asked Businesses For Sale for a monthly ranking of business types based on the number of “hits” on their site. This ranking is not based on the actual sale of businesses.
Read the rest of entry »
2011 is almost over – already!
In between the rush of holiday parties and family activities, did you sit down and do the business planning you promised yourself that you would do? If not, it’s not too late to make sure that 2012 gets off to a fabulous start!
The first key to a successful, long-term marketing strategy is to be flexible, but any plan is better than no plan at all, so here are a few tips to help you get started on your 2012 Marketing Campaign.
Read the rest of entry »
You may not think to ask potential buyers about other business owners in their family or about their interest in extreme sports or other thrill-seeking activities, but it could be useful information. In Scott Shane's opinion piece for Entrepreneur.com, Are You a Born Entrepreneur?, Shane discusses the impact of genes, experience and personality on entrepreneurship.
In particular, he briefly discusses the genetics of people who are more likely to engage in sensation seeking activities and points out that starting a business is just such an activity. Interesting information for ideas of where to market for potential buyers; where might brokers find those sensation seekers? Also helpful for some additional questions to ask potential buyers to possibly separate tire-kickers from those ready and even thirsting for the adventure of business ownership.
This is a continuation from Tuesday's posting and Wednesday's posting on H-10 Election Requirements.
H-10 Election - Tips and Traps
- As stated in yesterday's posting, a C Corp cannot own an S Corp. But if Purchaser (P) is an S Corp and acquires 100% of Target's (T's) stock, it can make a Qualified Subchapter S Subsidiary (QSub) Election. The QSub Election is done by filing IRS Form 8869. Both P and T then become pass through entities thereby eliminating tax at the corporate level.
- Because of potential ordinary income recapture in a deemed asset purchase, T's S Corp sellers - who agree to the H-10 Election - are likely to pay more taxes than they would have paid in a stock purchase (for tax purposes). The parties will often negotiate a higher price to compensate for this additional tax cost borne by the seller.
Read the rest of entry »
This is a continuation of yesterday's posting which gave an overview of H-10 Election Requirements.
Exhibit 1: S Corp Target - Stock Purchase (Actual)
P may want to purchase T's stock for the following non tax reasons:
- T has several assets that require title transfer that would be burdensome in an asset purchase.
- T has contracts that are difficult to transfer.
- T has favorable workers compensation and/or unemployment ratings that P wants to preserve.
Read the rest of entry »
Purchasers in a business transaction generally prefer an asset purchase in order to step up the basis of acquired assets. Yet, a stock purchase may be preferable for a variety of non tax reasons. Normally in a stock purchase, the consideration paid becomes the tax basis of the stock from the purchaser's standpoint.
However, in certain circumstances, the Internal Revenue Code gives the purchaser and the seller the ability to make a joint election where the actual transaction is a stock purchase, but for tax purposes it is treated as an asset purchase. This is accomplished by making a Section 338(h)(10) Election (H-10 Election) - the subject of this article.
Read the rest of entry »
The data below is from the 2012 Business Reference Guide (coming January 2012). Sandwich shops represent a big opportunity for the business broker. If you want to start your business off on the right foot in January, send a letter, postcard, or newsletter to all of the sandwich shops in your area. You should be able to compile a list for mailing, phone calls and perhaps even personal visits. You should be planning this for all of the business types that are perfect for the first time buyer, etc.
Sandwich Shops
SIC 5812-19 . NAICS 722211 . Number of Businesses/Units 37,000
Rules of Thumb
Read the rest of entry »
Comment from Tom West
Two comments on the information in yesterday's posting. First, some additional information on what businesses are in demand in today’s market. In addition to the top 20 posted yesterday, here is the October 2011 list of businesses that buyers searched for on businessesforsale.com, a leading site for businesses listed for sale.
1. Nightclubs
2. Miscellaneous Restaurants
3. Bars
4. E-Commerce Businesses
5. Websites
Read the rest of entry »
Bloomburg Businessweek and BizBuySell, the leading business for sale web site, recently conducted surveys answering the questions in the title above.
First, why do people want to own or start their own business?
According to Businessweek, when prospective buyers were asked, "Why do you prefer working independently?" the responses were:
Read the rest of entry »
A business valuation is not about what a company is worth in the current owner's hands, it's about the company's transferable value. It's about the probability that the business will sustain its profitability and continue to grow with a new owner at the helm. Therefore, the factors that contribute to the company's stability and consistency will be examined by prospective buyers to determine the risks associated with taking over the business.
A strong brand, an intangible asset and an element of goodwill, is a desirable attribute to have in the business-for-sale marketplace. Having documented systems, also, is a factor that contributes to saleability. Both make the list of...
Read the rest of entry »
Below you will find the current “hot” business list courtesy of data from Businesses For Sale. We asked Businesses For Sale for a monthly ranking of business types based on the number of “hits” on their site. This ranking is not based on the actual sale of businesses.
Top Ten Businesses for November 2011
1. Bars
2. Miscellaneous Restaurants
3. E-Commerce Businesses
4. Non Franchise Fast Food Businesses
5. Convenience Stores
Read the rest of entry »
The 2012 guide will be at sent off to print today. We are offering free shipping and pre-publication pricing through December 30th PLUS a free industry survey for guide orders placed by December 15th. Find more info at http://bbpinc.com/education/books/pre-publicationspecial.aspx. The guides will ship out in early January.
The following is a continuation from yesterday's posting.
Are You Marketing to the Right Target?
If the target for your lead-generation campaign isn’t focused on the most qualified group, you are wasting a lot of time, energy and money! We ask our clients two questions to determine their target market to put money into:
1. Where is your experience?
Read the rest of entry »
When considering how you spend your marketing dollars on a Lead Generation campaign, what are some of the questions you should ask? Here’s a great place to start: How many leads can you expect for each campaign’s financial outlay? What is an ‘average’ sale worth over the course of a year? Over 5 years? Can you make predictions about annual revenue? More importantly, what is the profit?
Have a handle on these numbers and you’ll have a better idea of the potential investment dollars you need to acquire those new clients. If your average revenue opportunity results in $300 for a once a year sale, then of course investing in a $5K marketing program needs to be very well thought out. For this rate of return you need a large volume of sales to make the campaign pay for itself. There’s no exact science, but most marketing experts agree that marketing requires a well planned strategy, to a targeted audience, in a consistent manner.
How Warm are Your Leads?
Read the rest of entry »
Franchise Business Review has recently created a special report on Veterans and Franchising based on the "independent satisfaction ratings and reviews by nearly 2,000 military veteran franchise owners.”
The report includes a list of the top 100 “Veteran-Friendly” franchises according to veteran franchisee satisfaction as well as a top 10 list of franchise systems with the most veteran franchisees.
Interesting information if you are working with military veteran buyers looking into franchise opportunities.
The report is available for viewing here.
I'd like to share some quotes and statistics about Generation Xers taken from “Realty Bites,” Bloomberg Businessweek – September 18, 2011.
Generation Xers, the 33-to-46-years old who grew up with the breakfast club and the compact disk, are in the prime in their working lives and it isn’t pretty. At least according to a study by the Center for Work–Life Policy, sponsored by 67 companies, including Bloomberg LP. The study found an overworked, underrewarded generation.
Gen Xers who aspire to become entrepreneurs:
Men 39%
Women 28%
On Job Loyalty
“I’d rather know that I’m going to lay myself off than get blindsided by a boss and have security lead me out of the building.”
Even as the recession sent many GenX entrepreneurs back to corporate jobs, few see their positions as a long-term safe haven.
Answers to "Why do you prefer working independently?"
Read the rest of entry »
Recently I interviewed Roger Murphy the founder of Murphy Business and Financial Corporation. Franchising since 2006, Murphy Business and Financial Corporation franchise has become a successful operation with 127 franchisees.
Every so often I become aware of a successful franchise that is under the radar. I can probably attribute this to the fact that most of the franchise news is focused on the giant franchises, the fast growing franchises and franchise litigation. After learning about the Murphy Business & Financial Corporation franchise I wanted to speak with its founder Roger Murphy. Having experience in both the franchising and business brokerage industry, I wanted to learn more about their franchise program.
In March of 1994, Roger Murphy started his company and it grew to thirty branch offices with over fifty broker/agents in Florida.
The company began its franchise program in 2006 with twenty six of the original offices converted to franchises. Since that time, the network has grown to 127 franchisees.
“The concept of the newly formed franchise was to provide the franchisees with “first class” back office support, comprehensive training, ongoing support from both a local and national level, and the best tools and resources available in the industry.
FKH: Roger, what services do the franchisees provide?
Read the rest of entry »
Congratulations to Bill Bradow, winner of our 11-11-11 drawing for one free year of BRG Online access. Bill has been a business broker in the Orlando area since 2000 and served in the US Navy as a LT and Naval Aviator from 1963 to 1969.
Thank you to all who participated in our drawing. What an honor to see well over 100 years of military service listed within our industry. Your willingness to defend freedom both at home and abroad is appreciated by many!
I recently saw a query from a business broker on one of the various web sites asking what his office could do to create income on a regular basis until the deals started flowing. I assumed form the question that it was not a start-up office, but one where the deal flow was more than slow.
I don’t have the answer to this query, but I always get concerned when business brokers stray from what they do best – listing and selling businesses.
Valuation Reports?
I have no issue with brokers providing valuation reports for business owners. However, I would be concerned if the opinion of value (a better term for what most business brokers supply) is created for legal or IRS situations. The brokers are then entering dangerous ground. In those situations, a broker is better off recommending one of the various third party valuation services available.
FF&E Valuations?
I’m also comfortable with business brokers providing opinions of value for business fixtures and equipment. These opinions of value services go hand-in-hand with listing and selling businesses. I am concerned, however, when...
Read the rest of entry »
Below you will find the current “hot” business list courtesy of data from Businesses For Sale. We asked Businesses For Sale for a monthly ranking of business types based on the number of “hits” on their site. This ranking is not based on the actual sale of businesses.
Top Ten Businesses for October 2011
1 . Nightclubs
2. Miscellaneous Restaurants
3. Bars
4. E-Commerce Businesses
5. Websites
Read the rest of entry »
BBP would like to join the rest of the nation on Veterans Day in remembering the sacrifices of America's 25 million veterans and their families. We appreciate your sacrifice and service!
If you are a veteran, please feel free to add your name, branch served in, conflicts participated in, and years of service as a comment to this posting. We honor you and your families!
Read the rest of entry »
We say "no" to many potential listings. This month starts my 50th year selling businesses. We have sold around 7,000 businesses in that time, earned "enough" money, and, more importantly, made a lot of friends and built strong relationships with many professional advisors.
Fundamental to our growth has been our commitment to truth and honesty in all our dealings with clients and customers and our belief in the "golden rule" – do unto others as you would have them do unto you.
One aspect of this is providing...
Read the rest of entry »
This article is a continuation from yesterday's posting about a potential buyer's first impressions with various brokers and franchise representatives.
OK, so what did work?
Two main things impressed me. One was one gentleman in particular who we are now working with. The other was an email that included an attachment “Questions to help you evaluate a business.” That particular broker sent it with the explanation that the questions would be helpful for us to have whether or not we chose to work with him. That got my attention. If we had not already been working with the first company, we may have pursued working with him, just because he included something in his email that demonstrated his desire to help us.
It’s hard to put into words what we liked about the one we are now working with, but I can tell you when I listened to three voicemails in one day, I literally wrote...
Read the rest of entry »
Although we've been interested in owning our own business for many years, recent circumstances plunged us into a more intensive search just recently. The variety of first impression experiences has been interesting and, I believe, informative for brokers.
We inquired about a few businesses on a national business listing site, and inquired about new franchises as well. Here are some of the responses to our inquiries.
#1: Zero Response
We have heard absolutely nothing from a few of our inquiries. Obviously this did not leave a good first impression. We had noticed that some of the listings on the national listing site were not on the representing broker’s own web site and wondered if that meant they had already been sold or withdrawn but not removed from the listing site. Whatever the situation, the broker lost the opportunity to find out our readiness, our available cash to invest in a business, and what we are looking for in a business.
#2: Vague or Incomprehensible Response
While the email responses generally referred back to the specific listing we inquired about, the phone responses didn’t always do the same. In one particular voicemail, the broker
Read the rest of entry »
Read your article on the BBP blog…very interesting and applicable. I’d say a majority of the businesses I visit in this area fit into the category of ‘too much asset’ for cash flow…generally that asset causing the problem is real estate included in the sale. It seems to me this causes the same problem as ‘fancy’ equipment, etc. Am I wrong? You mention “unless the seller is willing to do something very, very special (which I’ll explain some other time)”…I’d appreciate your elaborating on that a bit.
Regards
Montana Broker
BILL'S RESPONSE
Thanks for the kind comments.
The banks I deal with call these business elements “underperforming assets”. That’s any asset that isn’t producing enough profit to make the deal viable.
For example:
If an owner has a business that is generating EBITDA + owner benefits (what I call NOB…Net Owner Benefits) of, say, $200,000, and, if that owner also owns a building that might appraise at $1,000,000, I would do the following evaluation:
Read the rest of entry »
|
Bagels
|
30% to 35% of annual sales
|
|
Bars
|
50% of annual sales
|
|
Bar & Grills
|
(50% liquor) 40% to 50% of annual sales
|
|
Barbecue
|
30% of annual sales
|
|
Bistros
|
30% of annual sales
|
|
Brew Pubs
|
40% of annual sales
|
|
Billiard Parlors
|
45% of annual sales
|
Source: Business Brokerage Press and the Boston Restaurant Group, October 2011
Read the rest of entry »
As the federal government and the state governments look for more ways to bring in money, the independent contractor status is a likely place for them to look. After all, by using independent contractors rather than employees, employers don't have to withhold taxes, provide workers' compensation, contribute to unemployment compensation, or provide any benefits such as 401-k programs, health insurance or other benefits. Plus you can use and discontinue independent contractors as needed.
Certainly, in this age of home-based businesses, the use of outside sources makes a lot of sense. After all, outsourcing a lot of business needs has been done for years and will only increase with growth of small business. Most one-person and small businesses don't need full-time employees. Many requirements can be outsourced to independent contractors who in turn outsource many of their requirements.
It is the use of workers who are classified as independent contractors but who are really employees that can cause legal issues.
Read the rest of entry »
How Much Is My Business Worth?
By Bob Sweeney
The fact is that your business is worth whatever the most motivated buyer is willing to pay you at the time you are ready to sell. That’s where our matchmaking skills & database that has been developed over 20 years becomes very valuable. There is no set formula that all buyers adhere to. Never pay thousands of dollars for an appraisal unless you need it for legal purposes – divorce, estate matters, partnership dispute, etc. For a mere $200, our firm provides an opinion of value for those who are curious to know what their business is worth or are contemplating a sale. Buyers pay zero credence to the results of a full blown appraisal.
Read the rest of entry »
Web sites get stale and out of date. Laws and regulations change. If you haven't updated your Web site in the past 12 months, it's time for a review.
1. Jurisdiction Statement?
The Internet makes access to Web sites possible from anywhere on the planet. You want to make it clear that your Web site is governed by the laws of your selected state. This way, you are less likely to find yourself being sued for violating the laws of some other place.
For example, my Web site says, "This Web site shall be governed by and construed in accordance with the laws of Massachusetts, USA, without regard to its choice of law rules." http://www.smartfast.com/pages/juris.html
2. Disclaimer?
Does your site have a disclaimer?
Read the rest of entry »
We have listed franchises with a “quick” rule of thumb, or range, usually expressed as a percentage of sales. For many of them we have based it on quite a few actual sales; others may have been based on just a few; and in some cases just one where we felt it was appropriate. They can be a good starting point for pricing the business.
Many of the franchises are well known while others are very new with just several units. By the time this goes to press, some of the franchises may have folded, sold or merged. We try to keep this as up-to-date as possible. We could use your help. To contribute to our ever-growing list, just go to our Web site and click on Franchise Update and complete the form that will show up and email to us at tom@bbpinc.com and also if you find that a franchise has disappeared or merged, etc, please let us know. Obviously the big changes such as Mail Boxes to UPS Store will be caught by us or by our researchers (hopefully).
Keep in mind that rules of thumb are just that. Every business is different and rules of thumb will never take the place of a business valuation or even an opinion of value. But, they will give you a quick ballpark idea of what the business might sell for everything else being equal. A rule of thumb will tell you whether a seller is in the ballpark when he or she tells you what they think their business is worth or what they want to sell it for.
Read the rest of entry »
This posting is a continuation from Part 1 and Part 2 of Asking for Guidance.
(8) We use a different formula for commercial service businesses (like executive suites) than for retail businesses, or restaurants, or manufacturing.
You will note that the formula I’m recommending does not take into consideration the value of the FF&E. Yes, I understand how hard it is to tell a seller who has an “under performing asset’ (FF&E that’s ultra nice, but that isn’t producing enough profit; or too much slow moving inventory; or who owns a building that’s “too nice” for the profits being generated), that his business is only worth a multiple of the cash flow. I, like all brokers, have had to explain this to many, many sellers over the years. But, I’ve never been clever enough, for example, to sell a machine shop, that, say, has $1,000,000 in FF&E, but that only has an EBITDA discretionary cash flow of, say, $100,000…and then price it for the $1,000,000 the seller thinks he should recapture in a sale…unless the seller is willing to do something very, very special (which I’ll explain some other time). Similarly, when you encounter a greeting card shop that only has an EBITDA cash flow of $50,000 for an owner operator, but that has over $300,000 in inventory (at cost), you can’t sell it for $300,000 or more, and the buyer can’t finance it, unless the seller does something very, very special. The “something special” is NOT simply owner financing. The answer to selling businesses that have too much of the “wrong” asset, for a price the seller can accept, that is ok with the buyer and his banker, is...
Read the rest of entry »
This posting is a continuation from yesterday. Click here to see the question and first third of Bill's response.
(6) All our “formula’s” start, as almost all brokers do, with an analysis of the historic cash flow, and an EBITDA recasting.
But, we never do a projection. That’s one of the “conservative” elements that are rare in business brokerage. All our analysis are based on history, not forecasts. That, alone, causes the recasting to be more conservative (and more sell-able, and more finance-able) than the recasting done by brokers and other experts who base their pricing opinions on future growth of the business. Why do we not use projections? Because you can’t prove that opinion. And, today’s more sophisticated, and more informed, buyers (and their bankers) usually look on projections as “the oldest, and least honest, broker trick in the book”. But, we can prove the historical cash flow. We rarely get any arguments about those conclusions.
Another reason for our avoiding forecasting, especially in tough times, is that buyers and bankers simply are ultra uncomfortable with the risks associated with over-relying on growth we can’t prove. In 2011, especially with the negative forecasting that now burdens most of the national economic news, buyers and bankers are even less willing to “buy into” growth, than in past years. But, they will “buy into” the idea that...
Read the rest of entry »
THE INITIAL QUESTION:
Dear Bill:
I hate to take up your time, but I have a matter you may be able to help me with. I got your name from the BBP publication. What I’m looking for is an indication of a pricing mechanism(s) for an “Executive Office Suites” business, which a friend of mine established in Massachusetts and has owned and operated for 25 years. My research on pricing and/or sales has proven very unproductive.
He improved the raw space, has 65 offices for rent in an excellent location on a major thoroughfare in a large office complex, provides the usual secretarial, phone, etc. support, but rents the 17,000 square feet from the landlord. He is 95% occupied.
Do you have any ideas about to put a proper value on this business?
Read the rest of entry »
*CORRECTION*
This article was originally posted with the numbers in the chart lined up incorrectly. Thankfully, Len notified us that we had not displayed his information accurately. Please note the corrected chart and we apologize for this error.
Some of you may already be doing this, but I have started adding a standard extra page to the “Seller Carry” version of a valuation. This is only for the purpose of “selling” the idea of Seller Carry to my Client Prospect.
Below you will find an example for a large company I am about to list (I hope).
There are two objectives:
1. To show them how much more they will receive from the sale if they carry a note. Notice that these sellers would earn another $59,188 in interest
2. To get them used to the idea that our commission is coming out of the cash at closing. Note that, after interest, they would receive 96.3% of the purchase price.
Read the rest of entry »
From my perspective, each of us sells businesses all the time (I hope), and with our sellers and buyers we frequently discuss the “Cap X” (annual capital expenditures), the monies our buyers need to invest in the business annually to keep the business running and growing. Each of us, as business brokers/intermediaries, have our own business, with about 50% of us working in multi-intermediary offices, and about 50% being sole practitioners. But in almost every case, each of us “are our business” since most of us are almost wholly commission based, so our success is created by ourselves, and directly effects our income. Just because our profession has a very small barrier to entry is no reason to think that each of us, as independent businesses, do not have an annual “Cap X.” However, in our professions case, most of our “cap x” is in intangible assets, not tangible assets. Nevertheless, those expenditures are necessary to keep our businesses growing. What are some of the key expenditures for us? I suggest that two primary items are Marketing (in multiple manners) and Education. And, in our case, most of the education comes from our associations, and obviously within our particular association, association membership is directly tied to education and vice versa.
Few things in my career as a business broker have had the financial impact that
Read the rest of entry »
You see this term on many business listings online or hear it from listing brokers all the time. Have you ever wondered what makes a seller a "Motivated Seller?"
There are several reasons that a Business Seller would be considered a "Motivated Seller." Generally they all have a sudden important "motivator" such as a serious personal or family health issue, or they are planning on moving out of the geographic area for reasons beyond their control. Perhaps they are just really burnt out and want to get out of the business. These are only a few of the possible reasons for a seller to be especially motivated.
Whatever the reason, the "Motivated Seller" is usually spurred on by a need to sell as quickly as possible.
Read the rest of entry »
Below you will find the current “hot” business list courtesy of data from Businesses For Sale. We asked Businesses For Sale for a monthly ranking of business types based on the number of “hits” on their site. This ranking is not based on the actual sale of businesses.
Top Ten Main Street Businesses for September 2011
1. E-Commerce
2. Websites
3. Miscellaneous Restaurants
4. Convenience Stores
5. Bars
Read the rest of entry »
DISCLAIMER: Please note that this is one subject that really gets under my skin. As a result, the following may step on some toes, may get under your skin, and hopefully will encourage the one thing that can help you make more money!
On our most recent survey – available now – 52 percent of respondents said that co-brokered deals represented only 15 percent or less of their deals. Actually, 38 percent reported that co-brokered deals represented less than 5 percent of their deals.
When asked why they didn’t co-broke, the most frequent response was “no need” followed by “confidentiality,” “legal concerns,” unsuccessful in the past,” “incompetent brokers,” and “trust/control issues.” Over the years, we have received the same responses in almost the same order.
#1: “No Need”?!?
Read the rest of entry »
What do you do when you can’t reach your prospect …ever? How do you draw the line between optimistic persistence and wishful thinking?
Let’s look at a scenario that someone recently described to me. A few months before, he received a call from a prospect who was very enthusiastic about his product, asked a lot of questions, requested more information and set up a date for a follow-up phone call. My friend sent the information and called at the requested time. No answer, so he left a message and made a note to call again in a week if he had no response; still no answer. He was confused. His prospect had called him! Why was he suddenly getting no response? He continued calling every week or so for several weeks before asking me for advice.
In business, especially in sales, the thing we dislike most is silence – we want feedback, even a “No” is better than no answer because no means we can move on to the next prospect. Silence keeps us hanging on, hoping to hear something. So let’s look at the best ways to get a response – even if it is a no, from our prospects.
Read the rest of entry »
When selling a business, maximizing value is of primary importance to the business owner. One element that can drag down business value is poor inventory management in the form of excess inventory. Maintaining proper inventory levels is essential to maximizing value.
When running a business, the goal should be to tie up as little cash as possible in inventory, while having enough inventory to meet ordinary business needs. After all, a prospective buyer looking at your business as a possible acquisition would rather have fully flexible cash not less flexible inventory weighing profits down. Any additional dollar that can be found to help bottom line earnings when selling a business will be rewarded by a higher price when the business is sold.
Read the rest of entry »
The Massachusetts Supreme Court announced its decision in the case of Awuah v. Coverall North America, Inc. As a result of this ruling misclassifying workers as franchisees in Massachusetts could be very costly to franchisors. This important alert from Nixon Peabody provides a detailed summary of this important decision. Franchisors that currently operate in Massachusetts who bill customers and collect revenues on behalf of their franchisees and advance or submit payments to their franchisees, should be in touch with franchise counsel. Read the complete article and obtain the opinion.
Ed Teixeira is the founder and President of FranchiseKnowHow, LLC, a franchise-consulting firm. Ed has worked in the franchise industry for thirty years. He has served as a corporate executive for firms in the retail, manufacturing, healthcare and technology industries.
Below you will find the current “hot” business list courtesy of data from Businesses For Sale (www.businessesforsale.com). We asked Businesses For Sale for a monthly ranking of business types based on the number of “hits” on their site. This ranking is not based on the actual sale of businesses.
Top Ten Main Street Businesses for August 2011
- E-Commerce Businesses
- Restaurants
- Convenience Stores
- Websites
- Bars
Read the rest of entry »
The following article provides some up-to-date information on the independent contractor status. Business brokers in states requiring real estate licenses are probably safe. The real estate lobby through the National Association of Realtors (NAR) is powerful and has battled the appropriate federal committees and those in Congress. The real estate industry is the only business exempted, as far as I know. I believe that real estate agents are really employees: they work for only one employer; they must follow the dictates of the owners of the firm; they can’t work for any other firm at the same time; the list goes on. So, it follows that agents that work for business brokers and follow the same rules would also be exempted from independent contractor regulations. The states really call the shots since they require a real estate agent to follow certain rules and be employed by only one broker, etc.
Read the rest of entry »
Following is a draft of the information we are gathering for the 2012 Business Reference Guide. Sandwich shops are good sellers for business brokers. Buyers like them because they are easy to operate, the hours are better than most quick service food operations; the prices are reasonable, and they are generally located in a shopping center and have a limited menu. Listing sandwich shops can be very profitable. Here is some information that might be helpful. Although the information is based on franchised operations, it can be relevant to non-franchised shops also.
Read the rest of entry »
Our focus is on selling SME (Small and Mediumsized Enterprises) – and over 80% of our sales are in the $10,000 to $500,000 price range. We tend to peak out at $5 million.
We like SMEs because they are generally owner-operated businesses and we understand them. There are a lot of them out there. 98% of New Zealand businesses are SME. They are different.
SMEs have different value drivers than large companies. They provide employment to their owners (and possibly family too), independence, security, challenge, and lifestyle – as well as the opportunity to earn good profits and future capital gains.
SMEs are important to New Zealand’s economy – they are the engines of national economic growth and job creation. All big businesses start small and we have seen some wonderful success stories with buyers of SMEs becoming millionaires.
With the tighter times in the last 3 or 4 years, many businesses have tidied up, become more efficient, and focused more on profits. While you cannot cut your way to prosperity, they have controlled costs and kept a much closer eye on bank balances, credit control, and cashflow.
Most businesses have just a few really important figures. These are Key Performance Indicators or KPIs. They will be different for different businesses but can provide quick feedback and early warning on any potential problems.
KPIs for our business brokerage are sales, new listings (i.e. stock on our shelves), conditional sales (future income), number of salespeople, marketing spend (a major variable), and estimated profit. Based on our annual budget we have figures for each category and results for each are posted in one of 3 columns. Crisis, Expected, or Exceptional. If a figure falls in the "expected" column then that is good, we sleep well. If it is in the "exceptional" column we celebrate, but if it is in the "crisis" column, we are alerted to where our urgent focus must be. Our KPI sheet hits my desk on the 1st day of each month and I regard it as our most important performance check. We "borrowed" the idea from a book on Domino’s Pizza some 20 years ago – thank you.
There are a number of advantages in owning a home based franchise. However, there can be disadvantages as well. Franchisees and franchisors should focus on the pros and cons of home based franchises when making their respective decisions.
A home based franchise operation can offer a number of advantages for franchisors and franchisees. Since the franchisee doesn’t need to locate and pay for a “bricks and mortar” location the initial investment and on-going operating costs will be lower and because it’s a home based location there will be less equipment costs. The time needed to start-up the franchise is usually less compared to a franchise with an offsite location. The overall investment in a home based franchise is typically lower than for other franchises and has the added appeal of the franchisee being able to work from home. These features should make it easier for the franchisor to sell franchises since they can choose from a higher pool of candidates.
A leading franchise advertising site lists 80 home based franchise opportunities with the following investment breakdown:
Read the rest of entry »
Note from Tom:
I have written about pizza shops and how saleable they are. I mentioned that I can count six within a six mile area of my home – and we live 30 miles + from Boston. I recently found some interesting figures from the recent PMQ survey. The question was: How many pizza shops are there within a 10 miles radius of your shop?
| Less than 5 |
30% |
| 5 to 9 |
36% |
| 10 to 15 |
13% |
| More than 15 |
20% |
Indeed there a lot of pizza shops. In addition, I can’t remember ever seeing a closed one. That doesn’t mean that some owners haven’t put the key in the door, but I doubt that many have for lack of business. The good ones are very saleable. Following is some information that is current and we will be adding to it later in the year.
Read the rest of entry »
Here are some rules of thumb on business brokerage covering a lot of different areas. Over the years I have found that there is a lot more truth in them than one might think. They are in no particular order. I can’t claim to be the originator of them all, so I must give credit to a lot of my colleagues over the years.
The following rules are tried and true.
“The first offer is almost always the best one!”
“The reason for sale a seller initially provides is very seldom the real one.”
“The real selling price is half-way between what the seller thinks it’s worth and what the buyer thinks it is.”
“When the seller’s attorney insists on holding the buyers deposit...
Read the rest of entry »
Where is the SBA Going?
For those business brokers who don’t understand seller financing and remain dependent on SBA financing, continue reading. The “Great Recession” may very well change the rules of selling businesses.
“Conclusions -- The SBA retains political support because it is a tool for policymakers to signal their support of small businesses. At the same time, SBA supporters have cultivated a myth that being against the agency is equivalent to being against small businesses. In reality, the great majority of American small businesses have thrived without government subsidies. The SBA's lending programs benefit a relatively tiny number of businesses at the expense of taxpayers and the vast majority of businesses that do not receive government support. Even though there are no substantial economic benefits of the SBA, the agency has remained politically entrenched. It gains particularly powerful support from the banking industry. However, with today's huge federal deficits, policymakers should begin eliminating unneeded business subsidies in the budget, including SBA spending.”
Source: “Terminating the Small Business Administration” by Veronique de Rugy and Tad DeHaven
Most people agree that small business is important in the growth of the US economy and the increase in jobs. However, a very recent survey in the Rasmussen Report reported that 58 percent of likely voters do not believe that the federal government should provide loan guarantees to lend money to someone looking to finance a business. Many people (47 percent) still think that most small businesses get started (or purchased) with bank loans. Business brokers know differently.
Read the rest of entry »
Yesterday's posting addressed how financing is a major issue in the sale of businesses today and yet how the source of financing that has effectively dried up didn't even exist not so many years ago.
So, where does that leave us?
If you don’t know what seller financing is, read on. If you think SBA loans will come back, read on. It used to be, and it is now, that if the seller really wants to sell, he or she is going to finance the sale. There is no outside money and the sooner you can get the small business owner to accept this, the sooner a lot more deals will be made. Sellers may not like it, but if they are serious about selling, the sooner their business will sell.
The buyer will have to come up with 30 to 40 percent as a down payment. The seller will carry the balance on terms that make sense for both. After making the payment to the seller and paying the costs of doing business, there has to be sufficient funds for the owner to feed his family. The ROI is what the new owner receives when he sells it.
The trade-off for both is...
Read the rest of entry »
There are two questions on our latest survey having to do with financing the sale of a business. They are as follows:
Q. What do you think were the biggest reasons for the decline in number of deals, sales, dollar volume, etc.?
(The state of the economy is a given.)
A. #1 = Lack of financing
Q. What was the main obstacle that caused pending sales from closing?
A. Financing 44%
The responses to the above questions should leave no doubt that financing is a major reason, if not the main reason, that more deals are not made. Now I realize that the term outside financing as opposed to seller financing is not mentioned. My guess is that seller financing is not an issue or a reason for very many sales not closing.
What is left is bank and SBA financing. I have written about this before, but I’m still not sure where the issue of financing began. It was never an issue years ago. Banks never did finance the sale of small businesses. Sure, there were some exceptions. Experienced buyers could borrow to buy a second unit, or if they had bank connections, they could get financing to purchase a business. But, well over 90 percent of small business sales were financed by the seller. The SBA, although it existed, really played no part in lending or guaranteeing business loans from other sources.
Read the rest of entry »
Comment from the BBP Staff
A Note on Engagement Letters – With the large increase in business brokers providing business valuation services, making sure that the client knows exactly what he or she is getting is critical. There have already been some issues with business owners thinking they are getting a business valuation that can be used in legal situations, to address IRS problems, etc. Most business brokers really only supply “opinions of value” which serve most purposes, but obviously not all. Using an Engagement Letter which outlines exactly what the client is receiving can protect the business broker or appraiser from any misunderstandings or worse yet, any legal problems.
We realize that the following article concerns a program we are marketing – ValuTrax, but it should be of interest to anyone providing valuation services. Keep in mind that even if you are just providing a business owner with an informal “written” appraisal or opinion of value or pricing report – you should still get something in writing and signed that tells a potential seller that it is just your opinion of what you think it should sell for. Regardless of what you may tell potential clients, if they have a written report on the value of their business, they could end up using it for purposes other than what you intended.
Read the rest of entry »
When individuals purchase a franchise most will plan on selling the franchise at some future date or operate it until their children can take it over. I’ve encountered some individuals who plan on operating the franchise for the long term until retirement. If you’re considering buying a franchise a good approach to take is to plan on selling the franchise as part of your analysis. Learn why this strategy can be helpful.
When evaluating a franchise opportunity it might be useful to consider: What if I wanted to sell the franchise in five years? This scenario may not be your actual objective, however, it can change the way you evaluate and consider a specific franchise opportunity. It can create a sense of urgency and a timeline that will emphasize certain aspects of the franchise. Private equity funds and venture capital firms take a cautious look into potential businesses they might invest in. The reason is because they want a return for their investors in a period of 3 to 5 years. This benchmark requires them to evaluate an investment opportunity with a critical eye. You can use this same approach, although you may not have the benefit of Ivy League MBA’s to perform the analysis.
In addition to the questions and areas that ought to be a part of any franchise evaluation lets place a bit more emphasis on the following areas:
Read the rest of entry »
Yes, financial information is important. But often non-financial information is more important in determining the value of a business. Many of the real value drivers do not appear on the Financial Statement, so it is critically important to fully understand the company’s operation.
People
How reliant is the business upon the owner’s skills, experience, and relationships? Are these transferable or does the goodwill walk out the door with the owner? And are there key staff who it would be difficult to replace, or whose loss would damage sales and profits?
Products and Services
How vulnerable are these to economic changes or legislative changes? Are they exclusive or is there strong competition out there? Are there any supply contacts or customer contracts in place to ensure profitability going forward?
Premises and Facilities
Is there a sound lease in place if the business premises are leased? If so...
Read the rest of entry »
Below you will find the current “hot” business list courtesy of data from Businesses For Sale (www.businessesforsale.com). We asked Businesses For Sale for a monthly ranking of business types based on the number of “hits” on their site. This ranking is not based on the actual sale of businesses.
Top 10 Main Street Businesses:
1. E-Commerce
2. Convenience Stores
3. Websites
Read the rest of entry »
This article is a continuation of yesterday's posting.
WHAT DOESN’T WORK:
If the manager has plenty of experience, knowledge and past success at listing and selling, but fails to “show and tell” in live buyer/seller interviews, with each new agent, in plenty of live interviews with the new agent’s prospects, management then is guilty of “wishful thinking” and is likely to fail to capitalize on the potential of each new agent. Forcing agents to “learn by doing”, on their own, is incredibly wasteful of the valuable leads the agent is working. They simply “don’t know what they don’t know”, and it’s not their fault, if they are undertrained, that they fail to make all the deals possible.
Or, if management doesn’t know the answers that are needed to motivate a buyer prospect to move along in an orderly manner, or if management doesn’t know how to convince a reluctant seller to list their business, management then can’t help a new agent, and/or management might even be guilty of teaching new agents “bad habits” that are ineffective.
If management doesn’t have the answers, they should form an alliance with someone who does know the answers, and who is capable of providing that mentoring/leadership to management and to the new agents.
Agents who are supervised by managers or agency owners who “don’t know what they don’t know”...
Read the rest of entry »
I think I’ve tried it all, folks.
Since entering business brokerage in 1982, and hiring/training/supervising agents for most of those years, in offices nationwide, I’ve come to understand the true meaning of the old saying…”managing sales people is like herding cats”….In other words, it isn’t easy.
But, hiring and managing agents is a way for a brokerage owner to “Xerox” yourself, and theoretically generate more income than a one man agency can generate, so, like many other agency owners in our industry, I’ve usually been engaged in building multi-agent brokerages, with 5 to 25 agents per office.
THE “LEAVE THEM ALONE” THEORY:
I’ve hired agents, trained them, then hoped that, somehow, on their own, with minimum management involvement, they would figure out all the answers needed, by themselves, and magically turn into productive listing and selling agents.
I’ve worked especially hard at the interview process, so that I only hire “newbies” that have strong sales backgrounds, and who preferably have impressive resumes, believing that those high quality people are most likely to survive and thrive, with minimum supervision. This “leave them alone” theory, in my experience, rarely works, and is counter productive, “wishful” thinking.
THE “SALES MANGER THEORY”:
I’ve hired other agents, trained them, then turned them over to a competent sales manager, who is then required to spend lots of time with each new agent, making seller calls with them “in the field”, and sitting in on buyer interviews, and...
Read the rest of entry »
Recently, I received a call from Katrina Mitchell, President of SPEAK!, who gave me an idea that I should share with you. Katrina was instrumental in helping us engage Troy Hazard as our Keynote speaker for our Annual Murphy Conference in May. Her company works with many different speakers, but after talking with me several times, she was convinced that Troy was the perfect match for our needs. For those of you that attended the conference, I am sure that you will agree with me that she was right.
Katrina called me to follow-up on the conference and make sure that everything went as planned. It was important to her that we were happy. She asked me a lot of questions about what people thought of Troy, and why he turned out to be such a good fit for us. She also wanted to make sure that she had done everything that she had promised us to make the process easy and asked if we would be willing to use her services again for our next conference. Since we were extremely happy with everything, I heaped on the praise and promised that I would never think of hiring another speaker without using the services of SPEAK! After all, her marketing tag line is “Working with Franchisors to Find the Right Speakers-Every Time.”
After we were finished discussing the results of the conference...
Read the rest of entry »
Here are the most popular business categories on BusinessesForSale.com for June 2011.
Top Ten Main Street Businesses:
1. Convenience Stores
2. E-commerce businesses
3. Websites
4. Sandwich Shops and Delivery Businesses
5. American Restaurants
6. Bars
7. Fast Food Franchises
8. Liquor Stores
9. Delis
10. Gas Stations
Top Ten Middle Market Businesses:
1. Miscellaneous Manufacturing
2. Miscellaneous Service Businesses
3. Oil and Petrochemical Related Businesses
4. Fabrication Businesses
5. Road Haulage and Freight Services
6. Security Related Businesses
7. Storage / Warehouse Real Estate
8. Import and Export Businesses
9. Machine Shop Manufacturing Businesses
10. Medical Supply Businesses
There are many factors that affect a company's value. In recent articles we discussed the quality of the financial statements, historical performance, management, and appearance. The following discussion highlights some other factors that often impact value.
In the process of determining the value of a company, analysis of the financial statements is crucial but in many cases, the nonfinancial information is more important than the financials. If you do not understand the company's operations, ownership structure, products and services, markets and marketing, and employees it is very difficult to determine the company's financial health or its future.
Ownership Form
The form of ownership is an important component of the valuation process for several reasons; such as comparability to other businesses when using the market approach or in comparison to industry composite data. Another reason to understand the ownership structure is legal rights and/or restrictions applicable to the interest being valued. For example,...
Read the rest of entry »
At a recent meeting the Coalition of Franchisee Associations ( CFA) ratified the Universal Franchisee Bill of Rights. It’s important that franchisors and franchisees understand what this document states.
Whatever role one plays in the franchise industry it’s important to recognize and be aware of important change. An example of this type of franchise industry change recently took place. On June 22, 2011, the Coalition of Franchisee Associations (CFA) unveiled the Universal Franchisee Bill of Rights during the CFA Day Forum. The CFA’s Fair Franchising Committee presented the document to representatives from CFA member associations and individual franchisees.
The Universal Franchisee Bill of Rights contains a number of key components, including: freedom of association, good faith and fair dealing, full disclosure regarding fees, fair sourcing of goods and services, right to renew the franchise, right to transfer, encroachment, termination rights and fairness in dispute resolution.
Read the rest of entry »
1. Bad timing – judging the best time to sell is important to maximise the price received, e.g. when the business is doing well or when there is strong demand as there is at present.
2. Being reactive – waiting for the perfect deal is like waiting to win Lotto – it is highly unlikely. Better to be pro-active when the time comes and have the business marketed professionally.
3. Not considering all your options – a sale to staff? A sale to a competitor who has synergies? Bring in a junior partner so you ease out?
4. Being distracted – do what you do best – run the company. Let the professionals market your business and negotiate the best deal.
5. Not knowing your value – what is your business worth now? Have you realistic expectations and will that provide enough for your next project?
Read the rest of entry »
The fitness industry continues to be one of the fastest growing concepts in the franchise industry. This article provides a look inside the fitness franchise craze and why this sector will continue to grow.
As Americans become more health conscience and focus greater attention on diet and exercise, the personal fitness industry continues to benefit from this healthy trend. According to its 2010-2011 forecasts, the Bureau of Labor Statistics predicts employment of fitness workers is expected to increase 29 percent over the 2008–18 decade, which is much faster than the average for all occupations. These workers are expected to gain jobs because an increasing number of people are spending time and money on personal fitness, as more people recognize the benefits of health and fitness programs.
The United States Department of Commerce reports that there are approximately 31,000 fitness centers and health clubs in the United States and franchises represent almost 65% or 20,000 of the total, which includes personal fitness programs unique to franchising, such as Jazzercise. There should be little doubt that the personal fitness industry will continue to provide significant opportunities for individuals looking for franchises with a strong upside.
Market Potential is Key
When considering any franchise opportunity, market potential is an important factor. A strong and vibrant market for a franchise provides the right climate for...
Read the rest of entry »
Len Krick has supplied us with the documentation related to his recent case with the Nevada Securities Division. This documentation includes everything from the 2006 No-Action Letter from the SEC to Country Business, Inc., all the way through to the compliance checklist and listing agreement language now being used by Len Krick as a result of his experience.
You can view all the below forms at this link with numbers 2 and 9 in MS Word Format if you would care to use them.
- November 8, 2006 – SEC’s “CBI” No‐Action Letter
- Len Krick’s Stock Sale Acknowledgement, Notification, and Disclaimer
- March 23, 2011 ‐ Subpoena from the State of Nevada Securities Division
- May 17, 2011 ‐ Position Paper from Krick to State of Nevada Securities Division
- April 20, 2011 ‐ Amendment to listing Agreement Converting to Consulting Agreement
- May 23, 2011 ‐ Proposal by Krick to Nevada Securities Division
- May 24, 2011 ‐ No‐Action letter from the Nevada Securities Division to Krick
- June 8, 2011 ‐ Compliance and Indemnification Letter From Krick to Thomas Schuman (Shareholder selling stock to Michael Baker Corporation)
- May 25, 2011 ‐ “CBI” No‐Action Letter Compliance Checklist to be used by Krick going forward
- June 28, 2011 ‐ Language added to Sunbelt Business brokers of Las Vegas, Inc. Listing Agreement
Before continuing, I thought I would tell you what happened to the transaction. I was in New Orleans at the IBBA Conference, when my client copied me on an e‐mail saying to the Buyer (a public company) that the deal was "off". I thought, "I've been working on this deal for a long time. I need this large commission to pay my legal bills. Now that my client has notified me, in writing, that the stock deal is "off”, I'm going to step back in.” I did and came up with a way to indemnify the public company against potential future liability, from a possible construction defect suite, by purchasing an insurance policy from Lloyds of London. The deal was "back on." This just proves the point that the business brokers need to stay in these deals to the end, and cannot back off once the parties notify the broker that they intend to conclude the deal as a stock sale.
The Chief of Enforcement returned from her vacation, and presumably, the Division’s investigators concluded their review of my submission. We have no explanation for what happened next. ...
Read the rest of entry »
The following is a true account of events that actually happened in the spring of 2011. While business brokers have been “theoretically” at risk when a transaction is concluded through the transfer of equity in the selling entity to a buyer, I actually lived this nightmare. As a result, I thought I would let everyone learn from the experience. All the major documents referred to herein will be linked to in future blog postings, for your review.
Civil Suit Pending Against Krick in Federal Court:
I am still battling a major civil suit, filed in Federal Court, brought by a former client who is accusing me of among other baseless claims, "unjust enrichment" because I received commission for selling the equity he personally owned in his business entity after he and the Buyer decided to convert the $5,450,000 transaction from an "asset" sale to a "stock" sale in August 2006. Their contention is that...
Read the rest of entry »
The following email is from Len Krick regarding his case with the State of Nevada Securities Division. Knowing how important the details and outcome of his case are to all brokers, Len has sent us a great deal of information. Because his case is extremely pertinent to all brokers, we will be sharing this information over the next few weeks.
Today's posting will just include his email and a link to the Nevada no-action letter.
Dear Fellow Business Brokers and Supporters:
Each of you has sent me e-mails of support and interest in my fight with the State of Nevada. So, I thought I would bring you up to speed now that I have resolved that issue. My civil case in Federal Court is still in full swing, though.
The “case is closed” with my State of Nevada Securities Division’s investigation; I received and paid my “assessment.” Now I can provide the detail I promised.
Read the rest of entry »
Set the Stage Now for Great Sales This Fall
"Summertime and the living is easy," wrote Ira Gershwin, in 1943. But that was a different century. Yes, sales may be slower in some businesses during the summer, but if you are slipping off to the beach instead of setting up appointments, you won't be ready to do business when fall finally rolls around. In today's world of smartphones and iPads, people will stay connected, even when they are at the beach.
Best Kept Secret. Summer marketing is the best kept secret, because so many companies table their marketing in the summer. If you're the only one sending a postcard or making a phone call, you have a much better chance to be noticed than in the midst of all the "noise" of September, when people are scrambling to make up for time lost. Plus, while you've already got meetings lined up with those larger companies...
Read the rest of entry »
YOUR OWN PERSONAL TIME BANK
Think of the 24 hours all of us have each day as a TIME “BANK”. And, if you “borrow” any hours from PRIME TIME for activities better suited for FLEX TIME, you need to “pay back your TIME BANK”.
In other words, if you play golf for 8 hours on Tuesday, you should “self manage” and promise yourself that you will devote 8 FLEX TIME hours to marketing, to pay back the 8 PRIME TIME hours you borrowed. Better yet, play golf after 5pm. You absolutely can get in 9 holes (or more), easily, before dark, after 5pm, in the summer time (playing 9 holes, each of 2 weekdays after 5 pm, still gives you 18 holes, right?). So, (if you owed yourself 8 Prime Time hours you “borrowed”), you could devote 1 ½ hours per night, for a week, to phoning buyers you couldn’t reach during the day (a brilliant idea, anyway, as many buyers can’t be easily reached during the day, anyway). Or, you could devote 2 Saturdays, of 4 hours each, to “blitz”...
Read the rest of entry »
The following are opinions. But, they are based on almost 30 years experience in listing and selling businesses, and, during that time, training literally hundreds of agents in offices nationwide, then being able to observe the practices of the successful, and the not so successful, agents. These are a few of the reliable “truths” I’ve observed, along with my theory about “Prime Time” and “Flex Time”.
PRIME TIME
This is Monday through Friday, 9am to 5pm. These are the days and hours most buyers, sellers, bankers, lawyers, accountants and landlords are easiest to make appointments with. This represents 40 hours per week, 172 hours per month (with 5 days times 4.3 weeks average per month), and about 2,054 hours per year, of PRIME TIME, available to each of us.
FLEX TIME
Weekends anytime, and weekdays after 5pm and before 9am. Some of these hours, also, are times when you can
Read the rest of entry »
“For mankind and animals alike, it is not the strongest who survive, nor the most intelligent, but the one who best adapts to change." – Charles Darwin
I was honored to be one of the 200 or so people invited by the International Franchise Association (IFA) to attend their April 7, 2011 Small Business Finance Summit. This event was co-produced by Consumer Bankers Association, the National Association of Government Guaranteed Lenders, and the National Restaurant association. The purpose of this Summit – and its follow-up working group – was to start collaboration between government, bank lenders, and small business advocacy groups, searching for new and better ways to improve credit access and thereby spur business growth nationwide.
By no means was this event limited to focusing on the multi-billion dollar franchising industry, where I have served as an in house attorney (e.g., McDonald’s Corporation, UPS) for 22 years. During this event, we examined the nation’s ongoing small business credit crisis under a microscope...
Read the rest of entry »
The following broker guidelines come from the second half of a memo Bill Martin recently emailed to the 22 agents that work at American Business Masters, Inc (ABMI), a Kansas City business brokerage firm. Due to the length of the memo, we posted the first five yesterday and the remaining five below.
Each Main Street agent should work to make the following a reality:
(1) through (5) listed in yesterday's posting.
(6) Listing pricings/evaluations are generated by (a) your working the telemarketing seller leads ABMI provides ample quantities of (generated by ABMI’s on staff telemarketing opeators), and your contacting 100% of those, setting appointments to do pricings/evaluations, or to “get acquainted”, and/or (b) by your contacting the ample quantities of “reassigned” seller leads ABMI provides you (aged leads that are still suspects), and your contacting 100% of those, and/or (c) your developing your own seller leads through personal production, and/or (d) you canvassing business owners, either in person, or by phone, and/or (e) you sending direct mail or emails to business owners.
(7) Each Main Street agent should be spending at least
Read the rest of entry »
The following broker guidelines come from a memo Bill Martin recently emailed to the 22 agents that work at American Business Masters, Inc (ABMI), a Kansas City business brokerage firm. Due to the length of the memo, we are posting the first five guidelines today and the remaining five tomorrow.
We’re doing great.
Over the last 12 months, during what was supposed to be a “recovering” economy, we have made sure ABMI is practicing, with even more energy, the “basics” we’ve learned over the last 30 years of listing and selling small businesses.
ABMI has become the “New ABMI”, with dramatically increased buyer lead flow, improved listing quality, a doubled agent sales force (now totaling 22 business brokers/agents, working the 10 counties of metro Kansas City), recruiting and training of an exceptional administrative staff, the development of state of the art internet marketing and improved advertising, the writing of a new agency web site (www.abmi.net), totaling hundreds of pages of new content that’s unique to our site, the development of an in house commercial real estate agency with an ultra talented managing real estate broker, the recruiting/development of talented sales management, and lots of agent training and re-training, resulting in sales and commission income that doubled in 2010 over 2009, and, in 2011, commission income that is headed for record setting by doubling again over 2010.
Everyone at ABMI will benefit from these improvements. At least, everyone that does their part to be involved in taking advantage of the opportunities created by ABMI’s owners. Here are the guidelines that each Main Street agent should use as your personal goals, so you can generate your share of these exciting opportunities.
Each Main Street agent should work to make the following a reality:
(1) You should have no less than 10 personal listings/seller engagements at all times. If you are a new agent, or one that’s been on staff less than 6 months, you should...
Read the rest of entry »
Nation's Restaurant News recently posted an article that outlines five reasons why things are looking up for restaurant operators this year. The reasons come from a research note by Brad Ludington, a restaurant securities analyst at KeyBanc Capital Markets.
Read the article.
It seems like every time we visit our son Ron in Wilmington, NC, there is a new franchised sandwich shop that has opened in the area. In gathering data for our 2012 Business Reference Guide (it is hard to believe that this will be the 22nd edition), we began playing with some of the figures. Following is an update on some of the shops. The listing of the various franchises has the rule of thumb for pricing them along with the average annual sales figures that we have so far. The rest of the data is just our rough calculations.
Read the rest of entry »
Contactme.com recently posted a visual summary on their blog covering some basics of selling a business. We thought it was an interesting way of presenting the information. It included the costs, benefits and steps of selling a business.
Of course, we can't help but comment on something you've heard us say over and over. While sellers are fond of the idea of receiving all the cash up front in the sale of their business (a possibility listed in the first benefit of the contactme.com visual), it is the job of business brokers to remind sellers of the benefits of offering seller financing. These benefits include increased sales price, additional funds received over time in interest, and even an increased chance of selling the business in today's climate of scarce business financing.
The following is taken from the preface of Selling Middle Market Businesses: Guide Book for intermediaries by Russell Robb.
There is a movement afoot whereby business brokers are moving up-market from selling Main Street businesses to selling companies in the lower-end of the middle market, previously the exclusive domain of the M&A intermediary. There is no precise definition of lower-end of the middle market as some people would clarify companies with sales between $5 to $100 million, while others would classify this category as companies with sales between $3 to $50 million.
There is a natural tendency for business brokers selling Main Street companies to...
Read the rest of entry »
Below you will find Len Krick's latest update to me regarding his issue with the State of Nevada's Securities Division. If you are not yet familiar with what is going on, you will want to read theprevious postings regarding Len Krick's case. Certainly the information from Len concerning this issue is good news. The fact that the lawsuit goes on as does the federal inquiry, doesn’t lessen the attorney fees or the time it must take for Len to deal with this issue. If you would like to contribute to Len’s legal fees, as many already have, just email me and I will follow up with instructions on what to do.
The fact that Nevada has seen fit to issue a “no action” letter may inspire other states to follow suit.
COMMENT FROM TOM WEST:
And the saga continues...
Read the rest of entry »
COMMENTS FROM TOM WEST:
This is the third instance where I have seen that E-Commerce is the top business of interest on the current “hot” business list courtesy of data from Businesses For Sale (www.businessesforsale.com). The other two instances occurred April 2011 and November 2010. Join a discussion on LinkedIn about e-commerce businesses staying on the top of the lists of searched businesses.
Food type businesses take up 8 spots on the top 10. Nothing has changed. It’s reassuring to an old industry veteran that some things do stay the same. Food and Drink related businesses are still the main staple of businesses that buyers are looking for.
The below lists are a monthly ranking of business types based on the number of “hits” on the BusinessesForSale.com site. This ranking is not based on the actual sale of businesses.
Top Ten Main Street Businesses for May 2011:
1. E-Commerce Businesses
2. Miscellaneous Restaurants
Read the rest of entry »
According to our survey results so far, the average number of businesses sold in 2010 was 11 with a range from 0 to 297. The average for offices was 16 and the average for sole practitioners was 7 businesses sold.
If you haven't yet completed our industry survey, you have until the end of this month (just 4 days away) to complete the survey online and receive a free electronic copy of the industry survey results. If you have already completed the survey, feel free to forward the survey link to other brokers you know. The more brokers complete the survey, the more accurate picture we'll be able to provide of the 2010 state of the industry.
Inc. recently posted "10 Questions to Ask Before Buying a Business." The 10 questions are excellent and certainly a prospective buyer should try to get answers to all of them. Below are a few comments based on many years of experience both as a business broker and business owner.
Listen to the Wife
If the wife does not want her husband to buy a business, it won’t happen. People get used to a regular paycheck. The idea that there is no paycheck and sometimes there won’t be a paycheck or the amounts of the paycheck month to month will not be the same, is the one thing that many wives cannot live with. The pay one receives owning one’s own business is what’s left at the end of the week. If the wife is not supportive, then the husband better keep looking for a regular "job-job". If she is supportive, success is almost assured. The good business broker should ask every buyer before getting too involved if he is married and, if so, is his wife supportive of him going into his own business. Then, if the answer is that she is concerned, ask the buyer to bring his wife in for the next visit. If she won’t come, she is likely scared to death and there will be no sale. On the plus side,...
Read the rest of entry »
It’s important that franchisors disclose as much meaningful financial information about their franchise opportunity as possible. Providing franchise candidates this kind of information can prevent future franchisee problems from arising.
Recently, I received a telephone call from an individual looking to purchase a franchise. The person received my newsletter and asked if I could answer an important question. He explained that he was considering several locations to lease space for a franchise. He had contacted the franchisor about operating costs. In particular, he was seeking some information regarding the costs for leasing retail space. According to the prospect the franchisor told him that he couldn’t provide any cost or expense data other than the information contained in the FDD. My first response was to ask if he was represented by a franchise attorney. His response: “Not yet.”
I explained to him, that under the Revised Franchise Rule, cost and expense data was not considered to be a financial performance representation. I provided a quick overview of the FDD and in particular Item 19, explaining how the previous regulations were strict and somewhat ambiguous when it came to financial disclosure. Now, franchisors can disclose expense and cost data, which should help franchise prospects make a more informed decision. My admonition to the individual was to seriously consider whether he should proceed in purchasing the franchise.
This isn’t the first time this situation has come up. Franchisors that hide under the previous Item 19 requirements
Read the rest of entry »