Each and every one of the many hundreds of business owners that I have engaged with over the years has always identified immediately with one key business strategy – the need to have control. After all, they became entrepreneurs to have control over their own business and business ideas, to control their cash flow and the growth of their business.
Yet, curiously, they often apply a different set of standards when the moment comes to sell that business. They do not seem to realise how quickly and how dangerously they can lose control.
The all-too-common scenario is that one day, out of the blue, a business owner is contacted by a “would-be” acquirer who is interested in buying the business. It is probably only in hindsight that they would pinpoint this as the moment when entertaining the approach meant that they lost control of the sale process.
From that moment, the potential acquirer will define the hoops through which the seller must jump before a serious offer is put on the table. The acquirer insists, for example, on full due diligence before a detailed offer is submitted. This leaves the business owner feeling overly exposed for an extended period of time.
But worse is often to come. Eventually, at the eleventh hour, the potential acquirer puts a ridiculous offer forward, based on all the “risks” they believe they identified in the due diligence.
The acquirer conveniently concentrates on the negative. They forget about the embedded value and future growth potential that the seller’s business will offer.
Or sometimes, they complete their due diligence and walk away. That leaves a baffled business owner watching them drive away from the premises – and left with nothing to show for the process but raised blood pressure and the haunting question, “WHAT happened there?”
These are unpleasant truths indeed – but ones that you can avoid. Such scenarios underline why keeping control is critical when selling your business.
This control is not about taking ego and arrogance. It is about taking an approach that is calculated and structured. That way you will drive the process on your terms and according to your agenda. And that critically will mean that you will be able to protect your confidential information along the way so you are not left feeling exposed at the end of the process.
Whether you are approached to sell your business or are proactively going to market to find an acquirer of strategic partner, always protect yourself with these five key tips:
1. Always have a plan
Your plan should encompass: the timeline, the terms and the rules of engagement between the acquirer and yourself moving forward. By putting your plan into place, you take and keep control of the process.
2. Interrogate the acquirer
Make sure that as early as possible in the process, you understand these factors driving the potential acquirer:
- What is motivating their interest in buying your business?
- Have they bought a business before?
- How would they value your business?
- How would they fund the acquisition?
If your potential acquirer has bought a business before, insist on speaking to the business owners who sold to them so you can find out about their experience of working with the company to complete the sale.
Ensure that a potential acquirer gives you a valuation formula upfront so that you can be sure you are both batting in the same ballpark. If you are able to speak with a previous seller, find out how the deal was valued and structured in that instance.
If your potential acquirer has to raise funding, insist on speaking direct to the funder to make sure they are fully committed – and that their valuation methodologies are aligned with what the acquirer is telling you. If there is a mismatch, it is the funder’s valuation that ultimately counts so you may need to engage with the funder.
3. Secure your offer before due diligence
Always make sure that your potential acquirer puts forward a non-binding offer before commencing with due diligence. Doing this will give you comfort that the acquirer is serious. It will also identify for you where the acquirer sees value in your business and what risks they perceive – and what risks there might be for you.
4. Ensure due-diligence terms are agreed
Always make sure that the terms of the due-diligence process are defined and reconcile back to the offer. Due diligence is another point in the process that confirms where your potential acquirer sees the value of your business and identifies risks. Commercial reality and practicality must drive the sale process so make sure you are not manoeuvred into being bogged down in the due-diligence list, which often consists of hundreds of requirements.
5. Always have a timeline
Your time is valuable so make sure that both you and your potential acquirer realise and respect that. Protect yourself with a timeline – you should define the milestones and deadlines of the sale process for your acquirer.
These five strategies will ensure that you retain control of the sale process, just as you have controlled your business development. That will mean that it is less gruelling for you and that you can be confident about selling on terms that you will look back to happily.
