Determining If You Have a Sellable Business that Will Attract Buyers

Over the years I have had the pleasure of engaging many business owners and buyers regarding buying and selling businesses. Sure there are industry multiples, rules of thumb and valuations for determining a price. But what are the things that a buyer really evaluates when scanning the business horizon for their next investment? I have narrowed it down to three fundamental things regardless of price.

The three key factors a savvy buyer evaluates are:

1. Is the business profitable?
2. Will the business run well without the current owner?
3. Are the financial records adequate?

Many business owners get a little nervous showing their financial statements. One of the best kept tax secrets is owning a business. A well run business with a good book keeper or tax accountant will show great cash flow and modest profit. Buyers not only understand that fact, they are attracted to it. There is nothing wrong with showing a net operating loss as long as the business has strong cash flow. Business owners do not get extra credit for overpaying their taxes. High debt combined with a net operating loss will chase buyers away.

Buyers are attracted to businesses that are immune to the owner's skills. Clearly there must be basic business management in place. What I'm referring to here is the critical elements of success must be able to thrive under new ownership. For example, if the owner is successful due to their active involvement in a key process, buyers will often pass even if they have the same skill set. Think of it this way. It is the difference between an artist and a painter. Painters are more about process and can be duplicated. Artists are the brand and take a piece of the business with them when they leave. One exception here is when a Private Equity entity assumes ownership and the "artist" remains in place.

In today's environment with nifty software applications, financial records are typically not an issue. A simple profit and loss statement combined with tax returns are sufficient in most situations. If the business offers employee benefits, make sure you check the contract language to determine if "change of control" creates any lump sum payouts. Buyers want cash flow and leverage. Paying off key employees can be a deal breaker.

Before you begin the journey of determining the price tag for your business, make sure you have these three critical components in place. Do not underestimate the time it takes to market and sell a business. You should begin serious preparation 1-2 years in advance. Buyers always come to the table with a healthy dose of caution, but the deals that are consummated are inked with mutual respect between buyer and seller.