Why Business Brokerage Professionals Use Term Sheets
Term sheets are invaluable in that they can serve as a point of orientation during negotiations. Thanks to term sheets it is possible to keep everyone involved, focused and on target.
What is a Term Sheet?
These nonbinding agreements detail the basic terms and conditions of a deal. It is different from a legally binding agreement, so it is often misunderstood by buyers and sellers. However, the term sheet serves the purpose of moving a deal along and helping both parties to get on the same page.
A term sheet can be thought of as a preliminary proposal that contains a range of information that is essential to the deal. A well-crafted term sheet includes more than the price, as it also includes key terms and any major considerations, such as employment agreements, consulting and more.
In Russ Robb’s book, “Streetwise Selling Your Business,” Robb concluded that a term sheet serves to include the price range along with the basic structure of a deal. Importantly, Robb also notes that a term sheet will include whether or not any real estate is included in the deal.
There are other ways of thinking about a term sheet. Author and attorney Jean Sifleet once stated that a term sheet should clearly answer the four all-important questions of: Who? Where? What? And, last but not least, How much?
The Importance of Customization
The goal of any negotiation should be to achieve a win-win for everyone involved. In order to achieve that win-win environment, it is helpful to avoid lawyers, accountants and other advisors who overutilize boilerplate documents or who use adversarial tactics or adopt extreme negotiation positions.
Putting it in Writing
Once a verbal agreement has been reached on the important variables of price and terms, it is critical to put that agreement in writing. It is through this information that the process can move on to the next stage and a more formalized letter of intent can be created. It is important to remember that the term sheet is designed to help both parties and can be used to help a deal take its final form.
Term sheets are an extremely useful and time-saving tool. They orient the thinking of all parties involved in the process and help cultivate a clearer understanding of what the final agreement will look like. Through term sheets, it is possible to avoid misunderstandings and last-minute surprises, which often sabotage deals.
Copyright: Business Brokerage Press, Inc.
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Mastering Your Mindset: Strategic Approaches to Selling Your Business
At some point, the odds are exceptionally high that you’ll need to sell your business. Today, fewer businesses are being passed on to the next generation, increasing the likelihood that you will be selling yours eventually. Regardless of your business’ stage of life, the time to prepare for its eventual sale is now.
Many believe that the most effective approach to selling a business is to avoid adopting a purely “selling” mindset and instead aim to position the business to be purchased. Let’s take a look at a historical example. In Cary Reich’s 1996 book “The Life of Nelson Rockefeller”, an insightful anecdote illustrates this point.
In negotiations over Rockefeller’s Mesabi iron ore properties with J.P. Morgan, John D. Rockefeller, Jr. astutely replied to Morgan’s team asking for a price with, “I think there must be some mistake. I did not come here to sell. I understand you wish to buy.” Despite Morgan eventually purchasing the properties, the price was set significantly higher.
The takeaway from the Morgan-Rockefeller interaction is that adopting a “player” mindset can be crucial in achieving success in negotiations and business deals. Never neglect to realize that your mindset going into a negotiation will likely influence its final outcome.
One of the first realities any seller must acknowledge is that selling a business can be emotionally draining. The process demands significant time and thought, and many business owners inadvertently harm the value of their business by neglecting day-to-day operations during the sales process.
It’s advisable to delegate the heavy lifting of selling your business to experts. Most business owners have never sold a business before, and even if they have, they likely lack expertise in this specialized field. When striving for optimal results in any endeavor, seeking the expertise of professionals is always beneficial. A business broker or M&A advisor, for instance, can manage every aspect of the sale—from evaluating offers and structuring deals to vetting serious buyers.
As a business owner, your primary focus should remain on running your business successfully until the day it is sold. This approach ensures that your business maintains its value and appeal to potential buyers throughout the sales process.
Copyright: Business Brokerage Press, Inc.
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5 Essential Tips for Your LinkedIn Profile
LinkedIn is a crucial platform for professionals serious about business. Its versatility allows business owners to harness its potential in numerous ways. By implementing the following tips, you can enhance your LinkedIn profile to attract more leads and expand your network rapidly.
1. Send Connection Requests
Initiate by actively sending connection requests. Most LinkedIn users understand its networking purpose, making it easier to connect with potential clients, CPAs, attorneys, and other influential individuals. Use LinkedIn’s search tool to identify and invite relevant contacts. The platform’s improved connections recommendation feature is invaluable for expanding your network strategically.
2. Build Out Your Profile
Before diving into connections, ensure your profile is comprehensive and up-to-date. Include a professional photograph or yourself, contact information, and a clear summary detailing who you are, what you do, and how you and your business can add value.
Focus on conveying essential information succinctly to maintain interest and engagement. Users are unlikely to read long paragraphs about you and your opinions. That’s why experts suggest focusing on conveying key thoughts and carefully shaping what information is presented on your LinkedIn page.
3. Be Involved
Join groups and engage in discussions to maximize your LinkedIn experience. Look for groups relevant to your regional market or industry. Contribute valuable insights and information to establish yourself as a knowledgeable professional, attracting more connections organically.
4. Update Regularly
Regularly post new content on LinkedIn to stay visible and engage your connections. Share blog posts, professional tips, relevant articles, or updates about your listings. Ensure all your posts provide value and insight, demonstrating your expertise and dedication to your field.
5. Stay in Touch
Maintain relationships by staying in touch with your connections. Regularly reach out to inquire about their well-being and offer assistance if needed. Cultivating these connections over time can lead to unexpected opportunities and strengthen your professional network.
LinkedIn is a powerful tool for expanding your business network when used effectively. By implementing these strategies consistently, you can leverage LinkedIn to its full potential.
Copyright: Business Brokerage Press, Inc.
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Navigating Due Diligence: Essential Steps for Successful Business Transactions
There is no denying the satisfaction that comes with obtaining a signed letter of intent from both the buyer and seller. However, it’s crucial to recognize that due diligence has yet to be completed. No deal is final until the seller undergoes this process and commits to proceeding.
In Stanley Foster Reed’s insightful book, The Art of M&A, Reed emphasizes that the goal of due diligence is to “assess the benefits and liabilities of a proposed acquisition by investigating all relevant aspects of the business’s past, present, and foreseeable future.” Reed highlights the importance of thoroughly examining every aspect of a business and its potential trajectory.
Due diligence is inherently comprehensive, and it’s no surprise that many deals falter during this critical stage. Therefore, it is prudent for both buyers and sellers to consult with key team members, such as lawyers and accountants, before embarking on due diligence.
Reviewing All Aspects of a Business
There are numerous factors that buyers and sellers should consider before initiating due diligence. A checklist addressing these areas is essential. For instance, accounts receivable should be scrutinized to identify outstanding debts. Similarly, inventory should undergo thorough examination.
Environmental concerns, often underestimated by sellers, can derail a deal swiftly. Issues such as lead or asbestos contamination, or water pollution, require careful assessment due to potentially substantial remediation costs and time commitments.
If the business holds trademarks, patents, or copyrights, these valuable assets must be properly documented and their transferability confirmed. They are critical to the business’s current and future value.
The strength of any business lies in its key employees and management. Sellers should evaluate their team for any weaknesses, while buyers must gain a comprehensive understanding of the workforce. Over-reliance on the owner or key personnel can signal risks.
For example, in manufacturing, it is imperative to evaluate all aspects of the production process. The condition of equipment, its anticipated lifespan, efficiency, and overall value are crucial considerations. Identifying key suppliers and assessing their reliability is equally essential.
Due diligence is pivotal for buyers to comprehend the true nature of the business being sold. Sellers can leverage this process to highlight their business’s strengths and address any weaknesses.
Through due diligence, stakeholders can gain insights into critical factors, such as the company’s competitive edge, long-term potential, status of team members, customer and supplier relationships, and more. Business brokers and M&A advisors are well-versed in every facet of due diligence and can guide stakeholders through this complex process.
Copyright: Business Brokerage Press, Inc.
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The Critical Importance of Confidentiality in Selling Your Business
Maintaining confidentiality should be placed at the top of your “to-do” list when selling a business. The tremendous importance of maintaining confidentiality is difficult to overstate and stands as one of the key reasons that any seller should opt to work with a business broker or M&A advisor. Every seller should remember that a breach in confidentiality can quickly kill a deal, and for many different reasons.
To be blunt, a breach in confidentiality is dangerous for your business. Such a breach can cause suppliers, vendors, key customers or clients, as well as employees and management, to become concerned or even alarmed. A change in the ownership of a business can translate into major changes in how it operates.
Vendors and suppliers can worry about disruptions, and employees and management may become concerned for their jobs or positions. In turn, disruptions may take place, such as key team members finding new positions, which could make a prospective buyer nervous. These disruptions could make it more challenging to successfully sell your business.
While a breach of confidentiality may lead to a loss of confidence or concern among vendors, suppliers, employees, and management, that is only the beginning of the problems that a breach may cause. A breach in confidentiality could mean that your competition learns that your business is going to be sold. Your competitors may seize on this opportunity and try to steal your clients or customers. The end result is that your business could experience a sudden and sharp decrease in revenue as key customers go elsewhere. The loss of revenue and customers will make your business less attractive to any potential buyer. In this way, a breach of confidentiality could dramatically help your competitors grab market share and do so at your expense.
Even if all of your employees and management stay and all of your vendors, suppliers, and key customers move forward with business as usual, there is still another issue. Prospective buyers who learn that there was a breach of confidentiality may simply walk away from the deal as they are worried about potential negative outcomes due to the breach in the future.
It can be challenging to maintain confidentiality, and yet, it is remarkably important. Brokerage professionals are experts in maintaining confidentiality. Any owner looking to sell their business will be well-served by taking advantage of all that a business broker has to offer.
Copyright: Business Brokerage Press, Inc.
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