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Why sell your company through a specialist business broker?

Justin Levine TheNonExec Specialist Business Broker with Nick Davies Steele Raymond

Considering selling your company but not sure what professional help you really need? The sale of any business is the culmination of many years, often a lifetime, of hard work. You will only sell your business once, so make sure that you consider your options carefully.

An estimated 60-80% businesses that go ‘on market’ do not complete the sale. So, if you are serious about an exit, it is vital to choose the right route.

Some business owners believe that someone will knock on their door and make them an offer they can’t refuse, or that a quick nod to their accountant will unlock a fantastic deal. Unfortunately, neither happens very often. If a competitor does approach you who wants to buy your company, that is a positive indication. But a ‘one-horse race’ rarely delivers the best result. How will you know whether the offer is the best that can be achieved?

Other business-owners choose a ‘high-street’ broker on the basis that “big is good”. But is not as simple as putting up a for-sale sign and waiting for the phone to ring! Many companies remain unsold despite the seductive sales-pitch.

Here’s our view on the main benefits of a professional exit through a specialist broker:

PREPARING THE BUSINESS

Like the saying goes, “fail to prepare, prepare to fail.” A specialist broker will have considerable depth of experience in getting the business ready for sale and will be able to assist and co-ordinate pre-sale preparations.

Deals fail for a plethora of reasons, but mainly because there are hidden issues that have not been addressed upfront. Many sellers are amazed as to the depth of commercial and legal questions that come as part of the sale process.

A specialist broker will have an established network of top-tier tax and legal specialists that can be brought-in to review and correct any issues and prepare the business for that all-important exit.

A specialist will ensure that all the bases are covered.

LEARNING THE BUSINESS!

Most high-street brokers invest minimal time to truly understand the company they are selling. For most, it’s a case of a one-off meeting with an account executive, a background review of a website and a ‘vanilla- approach’ to preparing the financials and Information Memorandum.

A specialist broker will spend a far greater period of time up-front to fully comprehend the business and its subtle nuances that make the company special. That will take place often over several days with multiple meetings to fully explore the business in its minute detail. By understanding the value locked in the company, the specialist broker can better portray how a buyer can identify synergy that will drive value.

INFORMATION MEMORANDUM

Every business broker will prepare an Information Memorandum (‘IM’) that presents your company and financials. Many are simply cut-and-paste jobs from a website coupled with the most basic financials.

A specialist business broker will prepare a professionally-designed IM that truly stands-out. They will take a bespoke approach to setting out the value of a company: Preparing the content using professional copywriting and commissioned photography where suitable high resolution images are not available. Detailed financials will be displayed that provide the reader with a strong understanding of product & service levels together with the customary presentation of working capital, adjusted profit & loss statement and adjusted balance sheet, usually on a cash-free debt-free basis. Future potential will be modelled and presented under new ownership that demonstrates the real value to a potential buyer.

SOURCING A BUYER

The world is full of potential buyers – but who will value your business the most? A conventional ‘high-street’ broker will have lists of general trade and financial buyers looking to acquire companies, but privately will be reluctant to search completely from scratch, especially if a global search is required or if niche segments need to be researched (it’s expensive…). More often than not the ‘high-street’ brokers rely on various M&A platforms to advertise the business to other M&A professionals and accounting firms hoping to ‘get a bite.’

A specialist broker, however, will be set-up to search the market at a granular level to identify companies and senior decision-makers that are an excellent strategic match. The research will be forensic and identify not only potential matches, but will establish their acquisition appetite and financial suitability to make acquisitions.

A comparison, if you like, is between a recruitment company that uses ‘AI-algorthims’ to select and market appropriate candidate CV’s – and a specialist head-hunter who takes time to understand the client and who selectively contacts and screens candidates personally using deep experience and knowledge.

One deals in volume, one deals in precision. It’s that simple.

NEGOTIATING THE DEAL

Much is made of the ‘auction-process’ that is touted by many ‘high-street’ brokers. There is an element of truth in this. The price (or consideration) can be ‘elastic’ if a company has several eager potential buyers – and any good business broker will aim for competitive interest. But it’s much more effective to construct a solid commercial case for a good deal if synergy can be demonstrated. A specialist broker is well placed to understand this simply because of the extra efforts taken to understand both seller and buyer right from the outset.

But it’s at the negotiation phase that ‘pure-experience’ shows its competitive edge. Much like the Michelin-starred chef who imparts years of experience into one single dish, the specialist business broker brings decades of negotiation experience at a time where it truly matters.

MANAGING THE DEAL

For many ‘high-street’ brokers, their involvement largely stops when ‘heads-of-terms’ have been agreed, preferring to led the respective legal teams take the lead with due-diligence. But with many deals coming unstuck at precisely this phase of the project, a specialist business broker will stay with the process and co-ordinate all the parties through to successful conclusion.

CONCLUSION

There is rarely a ‘one-size fits all’ solution when it comes to choosing the right business broker. But if it really matters to you that your business is sold not only at the right price, but to the right strategic buyer, then a specialist business broker is the right solution.

Our clients choose to work with us specifically because we are a specialist business broker. It matters greatly to us, that our client’s company is sold and placed with a buyer who will nurture and grow it. For that reason, we only ever take on a limited number of sale projects at any one time – so that we can dedicate 100% effort to delivering a positive result.

Getting it right at the outset is critical for a successful outcome. To discuss a future strategic sale of your business call 01202 828266 or book a no obligation exploratory session here.