Why sell a business?

  • tempting offer
  • retirement
  • succession issues
  • shareholder conflict
  • access to resources of a larger group

When is the best to time to sell?

  • Choosing the right time to sell your business is crucial. Don’t wait for an offer – choose your own timing and keep control of the sale process. We can help you decide when is the best time to sell

What are the advantages of selling?

  • realise the best value for the equity – in part or in full
  • gain access to resources of a larger group
  • remove the stress and burden of ownership
  • increase the opportunities for key employees

And what are the potential disadvantages to be avoided?

  • time and effort in finding a buyer
  • impact on the business, customers and staff
  • possible culture clash with new owners
  • loss of future equity uplift and dividends

Some pre-sale planning points

  • establish management structure and succession plans
  • stop non-business expenses
  • keep account of non-recurring items
  • dispose of or demerge non-core/no-growth businesses
  • use normal accounting policies – do not suppress or enhance profits
  • take personal tax advice early
  • use PR to raise company profile

In a typical sale process you need to:

  • prepare an information memorandum on the business
  • contact potential purchasers, obtain a confidentiality agreement and provide the information memorandum
  • receive first round offers
  • undertake site visits
  • receive second round offers
  • negotiate best offer
  • oversee the due diligence process
  • conduct any final negotiations
  • project manage the transaction throughout

Do’s

  • appoint a professional adviser at the outset
  • always approach more than one buyer to create competition
  • put together a full information pack
  • be realistic about how much your company is worth
  • obtain detailed ‘best offers’ from buyers simultaneously
  • document Heads of Terms with one buyer before any detailed investigations are allowed

Don’ts

  • talk to one buyer at a time
  • tell buyers your price expectations
  • forget to add back non-recurring costs to profits
  • hold back ‘bad news’ until after Heads of Terms are signed
  • release sensitive competitive information until near completion of sale
  • let senior employees hear about the sale through the grapevine