Selling a business is a difficult process, but not because of lack of buyers. One thing that is certain in a free market is when there is distinct value in a business, buyers will emerge. Buyers must be able to distinguish the value quickly when looking at a business, otherwise they’ll never approach.
The biggest asset of a small business is goodwill:
Goodwill is not only an intangible asset, but also a walking asset. If one of the many elements that cause customers to return in sufficient numbers is disturbed, any goodwill is lost. There is also no reliable way to identify and value each component that contributes to the overall goodwill of the business.
One of the biggest challenges in a small business sale is the preservation and transfer of goodwill. The buyer will need to be sure that they will receive this loyal client base, should they purchase the business.
Personal to business goodwill transition
If a business’s goodwill revolves around the business owner, then the business cannot be sold without a substantial transition period. This period is to allow personal goodwill to be transformed into business goodwill.
The business system
Buyers are also looking for a proven business system that works. If this system only exists in the seller’s head and can only function with the seller at the helm, then buyers will simply walk away.
We can convince the buyers that a business does indeed have goodwill, if that goodwill can be transferred and if that business can function without the current owner, then maybe the sale becomes possible.
Making a business sale easier
How can a seller make the sale of his small business easier? Preparation, preparation and preparation! It only takes 2 Cs and 2 Ds:
Clean-up the business and its books, clarify and document all its processes and start delegating, fast. Remember, if the owner is the business then the business can not be sold.
When the business is ready for sale, you must address the buyers’ healthy suspicion. Buyers are skeptical, if not outright afraid. They are potentially putting their life savings in something they can’t touch, or even measure, goodwill. Goodwill that the seller has created and there is no guarantee that it will be transferred to them. No wonder they are afraid. And their fear can only be addressed in an environment of mutual trust. So, hire a professional business broker to do that.
And now let’s talk about price.
Setting the price
Buyers are looking for a business that makes money and can prove it.
The fact that the seller has enjoyed a good standard of living from the business, has little or no influence to the buyers’ thinking unless it can be proven from the businesses records.
How is the price determined? This is one of the most difficult questions in finance and no short-cut answer exists. Here are two of the main components:
- a) The price must make sense for the buyer
- b) The price is neither determined by the buyer nor by the seller, it is determined by the market through negotiations.
A buyer will only consider a purchase if the business is likely to provide an adequate return on the investment, in relation to the amount of risk involved. A buyer will never take the personal effort of the suffering of the seller into account when assessing the viability of buying a business.
Calculating the return on investment
Under certain assumptions the ratio of price/cash flow is the inverse of the required return. If the business is valued at 5 times the cash flow, then the return would be 20%. If the business is worth 3 times the cash flow, then the return would be 33%.
Selling a small business is so difficult because we are dealing with the intangible and sometimes elusive goodwill. Add to the mix high emotions – letting go of the achievements of a lifetime on the sellers’ part and fear on the buyers’ part – and it does not get any easier.
All of these difficulties can be overcome with sufficient preparation, creating an environment of trust between seller and buyer and setting the price within the limits of the market.
Don’t forget that although there’s never a right price, you can choose the right initial price that brings buyers to the negotiating table.