Managing Key Stakeholders in a Business Sale - How a Business Broker Can Help
A business sale can be a complex process with multiple interested parties, all of whom can play a role in determining the timing and ultimate success of the sale. Whilst recognising the primary importance of the seller and the buyer, the impact of advisors such as lawyers and accountants, and other stakeholders such as franchisors and landlords should not be underestimated.
As it is commonly the buyer and seller’s first experience of a business sale transaction it is critical to engage a business broker to manage key stakeholders to maximise the chance of a successful business sale.
Business Buyers
The average business in our experience receives 34 buyer enquiries before the right buyer is found, however it is not uncommon for a business to attract enquiries in the hundreds. The number of enquiries is dependent on the type of business, the quality and reach of the marketing and the asking price.
All potential buyers should complete a ‘Confidentiality Agreement’ and partake in a phone interview to establish the seriousness of their intent to purchase and the appropriateness of the business for them. Suitable candidates who complete the Confidentiality Agreement should receive a detailed Prospectus or Information Memorandum which will provide highlights of key performance metrics e.g., recent profit and loss reports, critical contracts e.g., leases or franchise agreements and current staffing levels.
As the buyer advances through the due diligence process, they will request clarification of information in the Prospectus and more detailed financial or operational information. A business broker is well placed to know when to provide appropriate information e.g., detailed customer information is usually not disclosed until after exchange of contracts.
In addition to handling incoming buyer enquiries, better brokers also discretely approach potential buyers that they believe may be interested in purchasing. With a thorough understanding of the buyer’s situation, a broker can confidently communicate the relevant benefits of acquiring the business.
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Buyers are expecting guidance through the sale process by a skillful business broker. The broker can call on their past experience to inform the buyer of the normal timing for information provision and assist them in interpreting data.
A key step in this process is arranging an initial inspection, where the buyer will view the facility and importantly engage with the existing owner to gain a deeper understanding of the current position of the business.
Once a buyer determines that they would like to move forward the broker can extract an offer and work with the buyer and seller to negotiate an acceptable price and the conditions of sale.
Business Sellers
From the initial contact from a business owner considering selling, a business broker is well placed to help all owners understand the selling process and the important role they play. The first part of this is the Business Appraisal, which will help owners set an appropriate asking price.
Prior to listing the business for sale, the broker will consult in-depth with the business owner to prepare a prospectus and develop a marketing plan to ensure the right potential buyers know the business is for sale. Additionally, the broker should provide feedback regarding your marketing plan and its activity, the level of enquiry, the profile of any prospects and the progress of your sale.
The owners have an important role through the sale process in ensuring timely provision of information and open and honest discussions about the business and its future opportunities.
Once an offer has been accepted, the business broker will continue working with the buyer and seller on the finer points of the agreement. Often an objective view is critical to ensure both parties remain focused on a successful outcome and are not overly distracted by minor obstacles.
Trusted Advisors
Accountants, lawyers, and business financers prefer dealing with a skilled business broker who is working on the owner’s behalf. The broker should co-ordinate the financial and legal information flows to and from the advisors. This allows the business owner to concentrate on maintaining the smooth operation of their business.
Occasionally advisors do not have specific business sales experience, e.g., a buyer or seller’s lawyer may be a long-term trusted advisor on property or family matters but has not frequently been involved in business sales transactions. In these cases, a broker can provide advice on standard business sales procedures to encourage a successful outcome.
Franchisors & Licensors
Franchisors & Licensors have a vested interest in ensuring potential buyers will be able to continue running the business in line with the requirements of the franchise. A business broker can work with the franchisor to incorporate these requirements into the campaign marketing and initial questions for potential buyers.
Landlords
A lease is generally a critical component of a business sale which makes the landlord a key stakeholder. The business broker can identify potential areas of concern in a lease which may need to be further investigated by the seller’s lawyer prior to a sale or acted upon after consultation with the landlord e.g., ensuring a lease option has been taken up.
The broker will identify the right time to introduce a potential buyer to a landlord and work with legal advisors to start the lease transfer process.
In summary, a business broker is best placed to work in an objective way with all stakeholders in the business sales process. Engaging a dedicated, experienced business broker will give a business the best chance of a smooth and successful sale, whilst allowing business owners to remain focused on running their business.
Tags: selling coaching small business buying
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