The Basics of the Business Selling Process

First Meeting

The first step in the sales process is to take action and set up a free consultation with a member of our team.  During this meeting we will listen to your perspective of the potential sell, paying keen attention to your financial and personal goals.  We will use our questionnaire to guide the meeting, allowing us to gain a firm understanding of your current needs, future needs and your idea of a positive outcome. 

We will ask you pointed questions about your business, the good, the bad and the ugly. We will review your operation alongside you and gain a firm understanding of your business. We will pay specific attention to the reason you are considering selling at this time.  We will come to a mutual agreement on whether or not you should pursue a sell at this point in time and whether your goals are achievable. At the end of the meeting we will each sign an engagement letter, which is the first step in preparing you and your business for its successful acquisition.

Financial Review

We review the company’s Profit and Loss Statements, Balance Sheet and Statement of Cash Flows to get an understanding of the financial performance of the company, which is a key factor in the value of the business. We will need access to your accounting records as well as several years of tax returns.

 Valuing the Business

 Once the financial review is complete our team uses industry standards as well as historical sales data to help determine an estimate of value.  This process takes some time and provides the Sellers with a detailed understanding of what the potential value of the business may be as well as some ideas of how to increase the value of the business before and during the selling process.

List Company with P M&A:

Our Business Intermediary will complete all the necessary documentation required in order to list the business for sale and will go over the listing agreement with you thoroughly. The agreement will list the type of sale, listing price as well as our commissions.

Marketing Package

We will collect all relevant information from the Seller in order to create a comprehensive summary of the business that will be prepared in the marketing package. The comprehensive confidential memorandum is created which encompasses most of the critical elements that will be necessary for a potential buyer to understand the business in enough detail to make an informed decision. The memorandum includes historical performance, current performance and future performance based on current trends.  It also includes the rationale for the asking price as well as how the prospected buyer could use the cash flow to purchase the business.  Next, the Seller reviews the Marketing Package and seeks to make sure that it accurately reflects the business.

Marketing Campaign

Our team will begin by taking the listing directly to our Buyer Database and sharing this information with other Brokers and buyer representatives.  The Summary will be discretely published on the top listing sites throughout the US and Canada. Additionally, the listings will be published locally within our own network of business brokers.

 Buyer Interviews and Qualifying

We interview prospective buyers and obtain background experience, education and financial information that will assist us in filtering the buyers to look for the best fit for your business.  We of course have an obligation to bring any and all offers to you for review, however, we do our best to make certain that only serious buyers with the means to complete the transaction are considered.

 Buyer / Seller Meetings

Once the prospective buyer has received the Marketing Package and decides to move forward, a meeting is scheduled between the buyer and seller. This meeting will be the first opportunity the buyer has to physically view the business operation.  We can conduct these meetings after hours if it is deemed necessary.  During this meeting the buyer will tour the business and ask many questions concerning the business operation.  In as such, the seller may ask questions of the buyer, his background, goals for the business etc…  Once the meeting is over there will most likely be several days of back and forth questions that are presented to each party via the intermediary.

 Buyer Submits Letter of Intent (LOI) / Offer to Purchase

Once a satisfied and qualified buyer determines they would like to move forward with the next step in the buying process, the buyer will submit either a Letter of Intent, which is a non-binding agreement or an Offer to Purchase which holds more weight.

 Due Diligence

Once we have obtained an acceptable LOI, the buyer will be afforded 10 working days (negotiable) in order to review the critical elements of the business.  They may need access to all and any business records, contracts, client lists and sometimes employees.  The Due Diligence process is their opportunity to make a final decision on the business.  Once the agreed upon time has passed they can then move forward with the deal as stated in the LOI, back out of the deal, ask for more time, or move forward with some changes to the structure.

 Contract Preparation

The basic deal points of price and deal structure usually lead the way in negotiations and will be the first items to get handled between the parties. Frequently, the LOI document will be exchanged several times before being signed by all involved. However, at this point absent any contingencies, the contract will be binding. One of those contingencies, unless a 100% cash deal, will be the buyer obtaining financing.

 Obtain / Apply for Financing

The Buyer will reach out to lenders with the loan package.  The lenders will seek to evaluate the buyer and the business financials to determine the total amount that they may be able to loan on the deal.  Occasionally, this will result in more changes to the contract.

 Final Purchase Agreement

With financing secured and all parties in agreement to the final terms of the deal and the deal structure, the attorneys for both parties will want to review the final documents for accuracy and understanding. Once the final legal reviews are completed, we have a Final Purchase Agreement.

 Closing

Our Business Intermediary will work with the buyer, accountant, lending institution and closing attorneys to determine the final date for closing.  The seller and buyer will both receive copies of the closing documents, required closing funds, wire instructions, etc. in advance of the closing. The closing itself will take several hours and will have both the buyer and seller signing documents for the transfer of the business as well as the funds to the seller.