Consider these two statements:
- Only 3% of business sales were to purchasers who were known to the vendor. Consequently, sellers who do not research the marketplace for buyers are missing out on 97% of the market. Therefore these sellers are probably not achieving the maximum sales value – something I strive to do for you.
- 83% of business owners either do not have a transition plan (49%) or “have” a plan that has not been documented or communicated (34%). The key reason being they do not know where to start.
Choosing the right adviser is down to whether you, as the business owner, feel you can trust me to sell your business for you.
There is more about me on my profile page. There is a description of what, why and how I build that trust with you.
Over the years I have been asked many questions about how I approach my tasks for you.
I do say I am a specialist – selling and buying businesses on behalf of clients is what I do every day. I do not set out to be a specialist in other fields – this, that and the other.
As the right adviser to small, family businesspeople, I look to understand you as individuals. Here is where the journey with you starts. By understanding what you want to achieve, I can be your adviser to help you along the right path to take you “up the mountain to reach your goal.”
In this regard, I attempt, amongst other attributes to set myself apart by:
- avoid using jargon.
- not marginalising your accountant.
- avoid giving guarantees.
- using other experts to help me achieve your goal.
The Investment by you
Retainers do not always work and generally speaking I do not like them. Since they do not necessarily work in the interests of both parties. What I like to propose is to take the arrangements step-by-step. If we are testing the market to see if an offer for your business can be obtained. In this case I will charge a fixed fee.
To assist you in negotiating the Heads of Agreement (an agreement to agree), the basis of the charge will be capped.
While dealing with completion matters (the final stages) the basis of the charge will be discussed with you since by now we know there is a good chance the business will be (a) sold and (b) for how much. Where the transaction progresses to this stage, I am happy to work on a success fee arrangement. It is unfair to both parties to agree the details before this stage although they can be discussed before I receive your instructions.
I do ask for money up front. This is to ensure your commitment to the project. It will not be a high amount and be commensurate with each stage. These terms are clearly set out in the proposal.
I will not lock you in since our investment is based upon individual pieces of work and if it is not happening, then we need to go our separate ways.
Why would I conduct the negotiations?
It is easy for an experienced buyer to back you, the vendor, into a corner. I need to protect your integrity and, I have seen vendors say things during negotiations which they later regret as they fail to realise the significance of their comment.
I need to avoid putting your views into the firing line. I can make what we believe to be reasonable suggestions to the buyer which protect you if these are something they do not regard as reasonable.
It is likely there will be a period of integration where you will stay on for a period of time to, say, “pass-over the goodwill.” Sometimes this is a few weeks, but it can be years. You need to retain good relationships with the buyer and their employees both before and after the completion. Therefore, by using my services I can avoid potential souring of relations between principals.
The Benefits of an adviser
Therefore, I hope you can now see where an adviser can help you make this decision and provide you with options to achieve your goals. An adviser will have the experience to stop you from making a misguided decision that you later regret. As negotiation is a key part of the process, an adviser will help you to maximise the chances of a sale of your business.
Moreover, structuring the deal to ensure you receive as much of the consideration as possible including tax advantages is something advisers are familiar with. You never want to agree parts of the deal, always the whole deal so it really is not a clever idea to start agreeing parts of the transaction merely to have to go back and renegotiate parts when an adviser is appointed.
It is axiomatic to write that you are good at running your business. If you have not been through a transaction before you are entering the unknown. Now this may not concern you. As I set out above, you need to continue to run the business as if nothing is happening. This maintains its value. If you believe you can do this and manage both issues, then an adviser will not be worth your while.
What an adviser will do is to ease the process can take the stress away from you. You will be involved as required and you will know when this is since the adviser will explain what lies ahead and what will be expected of you. It will help you to plan and prepare.
Advisers are good at running transactions. It is what we do. While no two transactions are the same, we can see most of the pitfalls to avoid. There will be stressful times for you. It is important to you that you maintain your perspective when things are going in the wrong direction.
Some things are worth negotiating while others are not. Advisers know you must haves, needs and would like to haves. They know when it is preferable for you to conceded and move on.
Consequently, an adviser will steer you through the transaction saving you time and also money at the latter stages of the process.
How to obtain the best value from an adviser such as myself?
So, I would say the first step is to know what you want to achieve and when you want to achieve it. It is a big commitment on both sides so needs to be right.
Be satisfied someone like me can deliver that aim.
Do you and I understand each other?
I have a duty to know your business and your buyer and to an extent, the industry in which it operates. I try to avoid talking in general terms.
At the end of the day, it is you who will sell your business. I will be there to assist.
We both prepare for meetings and arranged telephone calls and follow up on the agreed actions.
I will avoid as much as possible putting more work onto your shoulders as you must continue running the business while the plan is being put into place.
Make sure you receive from me what you need.
You must not feel worried about asking the stupid question – there are none. If you really do not understand something, then you must tell me.
You should be able to see the value of working with me at an early stage of our relationship.
If this paper is of interest to you then I would be happy to chat it through with you and see if it is something that works for you and your business.
I look forward to hearing from you.
If you would like to read more of the Overview of Selling a Business, please go to this page on the website.
Andrew is the director of Assynt Corporate Finance Limited and an Accredited Member of the Association of Crowdfunding experts.
Previously a partner and head of corporate finance at Baker Watkin LLP, Andrew has more than 40 years of experience in all forms of corporate finance across many business sectors.
Andrew was the Chair of Governors at a local school for six years retiring in December 2020 and continues to be an Assessor of Expeditions for The Duke of Edinburgh's Award.
You can find out more and connect with Andrew over on LinkedIn.