#14 - Matt Wants to Buy His Uncle's Business: Mitchell and Scott Weigh In
Dec 4, 2023
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Experienced business advisor Mitchell and seasoned entrepreneur Scott offer advice on buying a business, specifically when it involves purchasing from a relative. They discuss the importance of trustworthiness, avoiding becoming a key employee, and having difficult conversations. They also emphasize the need to explore opportunities, treat the process seriously, and create a purchase sale agreement that aligns with both parties' confidence.
When purchasing a small business, it is important to work in the business beforehand and communicate clearly with the seller about terms, price, and ownership transfer.
When negotiating the terms of a small business purchase, focus on factors such as pricing, timelines, and financing structure, and consider options beyond traditional loans to finance the purchase.
Deep dives
Key Points on Buying a Small Business
When purchasing a small business, it is important to work in the business beforehand to understand its operations and determine if it is the right fit. It is crucial to communicate clearly with the seller about the terms and timeline of the purchase, including price, ownership transfer, and potential growth. For buying from a family member, defining the terms of the agreement, such as payments and exit dates, becomes even more crucial to avoid misunderstandings. It is recommended to avoid taking on excessive debt through loans, especially from the SBA, and instead negotiate favorable purchase agreement terms directly with the seller. Consulting with trade associations or industry experts can provide useful insights. Lastly, it is essential to have a well-drafted purchase agreement in place, defining the assets being acquired and the terms of the deal.
Challenges of Buying from Relatives
While buying from relatives can have benefits in terms of continuity and goodwill, there are potential challenges to be aware of. Relatives may string the buyer along indefinitely, delaying the sale or changing the terms. The private equity market can also pose threats by offering inflated valuations or luring the seller away. Additionally, if the business is not performing well or turns out to be a poor investment, it may strain family relationships. It is crucial to have open and honest conversations about expectations, timelines, and the financial health of the business.
Negotiating Terms and Financing
When negotiating the terms of a small business purchase, it is important to focus on factors such as pricing, timelines, and the financing structure. Conducting thorough research into market valuations and seeking advice from industry experts can inform price negotiations. It is advised not to overpay, aiming for a multiple of earnings that aligns with industry standards. Consider options beyond traditional loans from the Small Business Administration (SBA) to finance the purchase. If the seller is open to carrying a note, it can provide greater flexibility and reduce the need for substantial debt. Structuring the agreement with milestones and clear exit dates helps ensure a smooth transition and a fair deal for both parties.
Importance of a Purchase Agreement
Creating a well-defined purchase agreement is essential for small business acquisitions. The agreement should outline the assets being acquired, payment terms, timelines, and other relevant details. Defining the purchase price based on the business's financials and establishing the mechanism for determining future earnings can provide clarity. Working with a transaction attorney can help ensure all legal aspects are covered. The purchase agreement acts as a safeguard against future misunderstandings and protects both parties' interests. In the case of failed agreements, the experience gained can be valuable for future endeavors.
Matt recently wrote into the show to ask about best practices for buying a business, and more specifically his uncle's pest control business. Matt has worked in the business some, and has an opportunity to buy the business, but isn't sure about the best way to go about it -- generating a letter of intent and purchase agreement, how to value the business, how to stucture terms, financing, etc. Mitchell and Scott review his email and offer advice for aspiring business owners in a similiar situation, sharing their own successes as well as lessons learned from deals gone wrong.
One key takeaway -- once you decide you want to buy the business, get the purchase agreement signed as soon as possible. Don't delay! Many people in similar situations have gotten with a verbal agreement to buy the business, but the owner procrastinates, the papers never get drafted and executed, circumstances change, and the deal never comes to fruition. The potential purchaser wastes months and years with nothing to show for it. You owe it to yourself and your family to get serious about making a deal, or move on and look for the next one.