Pricing Your Business: Why leaving room for negotiation can leave you out of pocket

As a broker I deal with this issue every day. I’ve seen it with every business type and size, so when I say this, you can know that I’m speaking only from experience: If you don’t price your business correctly it won’t sell.

Allow me to illustrate. You’re selling your business. Broker A performs a thorough valuation and values your business at $315,000. Broker B doesn’t perform a valuation and tells you they can sell it for $430,000. You look at these figures, and you remember all the hard work, money, time and effort you’ve put in and you think to yourself, “The buyers will probably talk me down anyway, but maybe there’s someone out there who’s willing to pay it.” You begin advertising your business at $430,000.

Meet Jim. Jim is looking for a business type just like your own around $300,000. Jim is the person who will buy your business; you will not find a more appropriate buyer. The problem is, that Jim never enquires about your business because it’s priced well out of his price range.

Meet Mark. Mark is looking for a business type just like your own around $400,000. Mark immediately enquires about your business because it’s priced exactly within his price range but straight away sees that it is over priced. He does not enquire further because a) he is not looking for a $315,000 business and b) because he is not comfortable making an offer so far below the asking price. Mark is not at all suited to buying your business, but he, and others like him, are the only people who will enquire because they are the only people that your price is advertising to.

After about four months you decide to drop the price to its valued price of $315,000 in the hopes to attract Jim again. Will it work? Unfortunately not. If Jim hasn’t already bought another business, he’ll have just seen the business drop in value by nearly 30% of its originally advertised price and he no longer sees it as a safe purchase.

After about six months, every applicable buyer, including Jim, will have seen your business advertised at least once, and will no longer be interested. The business is now suffering from what is called ‘the stale business effect’. So you do what most sellers in your position do; drop the price again to regain interest from the buyer pool.
Does this work? Yes, Jim finally enquires, but not about your $315,000 business, a price which he would have happily paid six months ago. Jim enquires about your $280,000 business that has dropped in value twice; a business that he knows you are desperate to sell. Thanks to the six months on the market, he can safely assume that there are no other interested buyers and as a result, can continue to push you down on the price without any sense of personal urgency.

Business sales is an industry in which one in three good businesses sell. So what puts that ‘one’ ahead of the other two? The price.

Anything can sell if it’s at the right price, and you have to remember that as a business seller, your business is worth more to you than anyone else. You have put in all the hard work, money, time and effort. So when someone tells you they can sell your business for 30% more than it was valued, your instinct will be to choose that price.

When it comes to price, logic must always take the place of instinct. So how can you avoid this outcome? Ask yourself, ‘would you pay the price that you are asking for your business?’. Knowing all that you do, if the answer is no, then you can’t expect someone else to.

If you would like to talk to us about valuing or selling your business don’t hesitate to call us on (02) 9817 3331.

- By Zoran Sarabaca

DISCLAIMER: The information contained in this blog is for information purposes only. It is not meant to be considered as business advice. The points of view expressed represent reactions to the current business market and it should be noted that the market may be subject to change in the future. Reader’s specific circumstances may be different and have not been taken into consideration. Always consult with your professional advisors for any business advice.

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The Top 5 Tips to Boost Your Success in Obtaining A Business Loan

Survey Results Part 1: The results are in and it seems that though your average buyer is confident that they will find the business for them, they’re unsure of how they’ll pay for it.

To take part in the survey click here.

When asked about the ease of funding a new business purchase, most prospective business owners responded negatively and it seems that their concerns are not without warrant. In September of this year The Australian reported that business lending in Australia had fallen from $739.9bn in July 2009 to $683.7bn in July 20101. Regardless of the reason, the fact remains that there are countless business buyers out there who are unable to obtain funding. Obviously having a good source of collateral is one of the main elements, but beyond that what else can you as a business buyer do to increase your chances of achieving a successful loan application?

1. Prepare Your Documentation

Prepare yourself as if you are going for a job interview. If you show up unorganised, your loan manager could perceive you as being a high-risk proposition. By the time you sit down in front of your loan manager you should already have the Profit and Loss statements ready (last three years preferable), a completed loan application, a cover letter, and if applicable a business plan. You would be surprised to what degree presentation matters so it may also be worth bringing promotional materials along also such as articles and brochures.

2. Prepare Yourself

You could have all the paperwork prepared, but if you aren’t ready to answer some questions, then your loan manager could perceive that you aren’t ready to borrow some money. Make sure you know as much about the business and your intentions as possible, and rehearse answering the following questions-

  • How much money do you need to borrow?
  • How long will you need to repay it?
  • Do you have a plan in you can’t procure the loan?

Know the answers to these questions before you sit down, and answer them with as much confidence as you can muster.

3. Prepare Your Wardrobe

It’s been said before, but presentation matters. Dress like you’re about to borrow and spend a lot of money.

4. Prepare the Truth

Show a loan manager a perfect business and they’ll show you the door. No business is without risk and if you don’t present these risks and how you intend to address them, the loan manager may rightly assume that you haven’t thought about it. Imagine you’re completing due diligence. As a buyer you dig as deep as you can to uncover any discrepancies with the business, because the potential investment represents your future lively hood. For a loan manager, you are the investment, and of all the risks they could take, perhaps the biggest one, is not knowing the risks.

5. Prepare For Failure

Just because one bank knocks you back, doesn’t mean that another will. Your first business loan will most likely be the most difficult to procure because, having never borrowed this much money before, the banks can perceive you as being a higher risk (which is bad). Use the knock backs to practice and hone your presentation. Focus your efforts on banks that support business types like your own. For example, if you’re buying a SME, research banks that fund SME’s. Keep trying until you succeed, but it’s always important to have a back up plan in place if all else fails.

As a borrower, it’s important to keep in mind that banks make money off loans. They DO want to give them, but only so long as they can trust the borrower. Times are tough at the moment, which does make it harder, but it doesn’t mean you can’t get ahead of the pack. If you are prepared, confident and present well you can greatly increase your chances of obtaining funding. Good Luck!

By Zoran Sarabaca

1Glenda Korporaal, “Banks have been focusing on lending for houses at the expense of business”, The Australian, (http://www.theaustralian.com.au/business/opinion/banks-have-been-focusing-on-lending-for-housing-at-the-expense-of-business/story-e6frg9if-1225928591880), September 24, 2010

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SELLERS BEWARE: Dispelling the top 5 Myths of Business Sales.


Most business owners that decide to sell have never sold a business in the past. This sale is arguably the most important of your career, and what follows, are the top five exit strategy mistakes as observed by Xcllusive Business Brokers.   

Myth #1: “Find the price you’re happy with, then double it to leave room for negotiation”

This myth is responsible for countless businesses selling for well below their value or worse- not selling at all. What may seem like a very clever negotiation technique in actuality becomes a very effective method of pricing oneself out of the market. Consider this example- Your business has been valued at $500,000. You place it on the market at $1,000,000. What happens next?

Firstly, the buyers who are looking at businesses that are worth $500,000 won’t be looking at your business because it’s well above their price range. Secondly, the buyers who are looking for businesses worth $1,000,000 WILL look at your business, but will quickly see that it is horrendously overpriced, and move onto another business. Thirdly, after a period of usually about six months, you will slowly be forced to drop your business back down to its original valuation of $500,000 which is what you should have received in the first place. By this stage, the buyers will have seen your business HALVE IN VALUE whilst on the market, and will justifiably think that there is something wrong. Finally, you will be forced to sell the business for something between $300-$400k; a great deal less than it is actually worth, because the buyers confidence in your businesses apparent plummeting value doesn’t allow for much more. In the end, it’s a choice between selling it quickly for what it’s worth, and selling it for considerably less than it’s worth after close to nine months on the market. This scenario makes it sound like we’re just trying to scare you, but we see it time and time again.

Myth #2: “Businesses constantly sell for many times their real value- well over the price that the owner was willing to accept”

This one stems from the human tendency to buy on emotion rather than logic. Yes it’s true that occasionally we will indulge and look at that article of clothing that’s a little above our budget. The same is true for cars, TV’s, furniture, even houses, BUT, the likely-hood of somebody indulging on what is a fairly substantial investment- like a business, is slim to none. When buying a business people will always carefully examine, evaluate and compare every tiny facet of their potential investment. For the most part, they wont even make a purchasing decision without acquiring external advice. They, their solicitors and their accountants will be far too busy gauging the business risks and benefits to even think about making an emotional purchase. The potential for big losses and the extended timeframe of the buying process means that an emotional purchase is highly unlikely.

Myth #3: “Keep problems with the business to yourself, the buyers probably won’t find out.”

This myth is dangerous for two reasons. Firstly, if you don’t disclose the problems from the very beginning, it is almost guaranteed that as the buyer delves deeper into the buying process, and follows through with due diligence, any issues will be discovered. From here, one of two things can happen- either the potential buyer is lost completely, or you will be drawn back to the negotiating table to substantially discount the final figure.

The second reason could be even more damaging. If the buyer doesn’t discover the issue during the business investigation process, and suffers a loss due to an undisclosed issue, the business seller could be liable. It’s important to remember that the legal consequences and financial losses at this point are often substantial.

In the end, disclosing all issues and future known business difficulties will increase your credibility as a seller and aid you considerably during negotiations.

Myth #4: “I don’t need to prepare anything, if buyers like my business, they’ll buy it”

At Xcllusive, we ran a survey of businesses on offer on the market and found that, amazingly only two out of ten businesses had some sort of sales information prepared for potential purchasers.

On the other side of that, when asked, buyers expressed that their number one complaint was that they were not able to get enough information from sellers. What buyers want, is an in depth understanding of the business so as to instantly assess their level of interest in the business on offer. Without such available information many are not prepared to make any purchasing decisions. In fact, many buyers have had the experience of finding a business that they wanted, but not proceeding with the sale because the seller made it difficult to acquire all the information needed to asses the opportunity.

Myth #5: “Buyers wont get access to any documents, and be given only limited information until they’ve paid a non-refundable deposit.”

This common mistake stems from the genuine fear that the confidential information will leak out, and as a consequence they could loose customers, employees, or the business altogether. Though it is important to be careful regarding to whom you disclose information and how you go about it in order to protect your asset, the fact is that people need to understand your business in order to pay money for it. It’s unrealistic to expect people to pay a non-refundable deposit prior to receiving any important information. When it comes down to it- would you?

To summarise- if you wish to be successful in selling your business-

•    Ignore the misconceptions and hearsay you may hear from acquaintances.
•    Get good advice from professionals.
•    Prepare yourself and your business.
•    Price your business realistically.
•    Be prepared to reveal some business secrets to potential buyers.

And most importantly, employ a good team to help you throughout the process.

By Zoran Sarabaca
Principal Xcllusive Business Brokers Sydney
Sell your business with Certainty

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What’s your business worth in the current economic climate

In spite of reports that consumer spending is buoyant, governments around the world, at their highest levels, are not prepared to forecast a date for full recovery from the current Global Financial Crisis.  So, how is ‘near recession’ impacting on the worth of your business?

The economic situation has killed the market, When the bottom fell out of the US stock market in August, 2008, the global shockwave brought everything to a shuddering halt. When we tracked inquiries from buyers in our office we found that inquiries dropped 80 per cent last year.

This is good news for businesses surviving the current economic downtown. Businesses experiencing steady or increased profit margins could be worth even more than they were before the financial crisis.

It is true that the Global Financial Crisis (GFC) knocked the stuffing out of the share market when it hit in 2008. and it is true that there is no leading economist prepared to forecast an end to the current ‘near recession’. It is also true that the value of most business has declined. however, good businesses could still hold their price.

For businesses deciding to sell, the good news is that financial uncertainty always breeds investors and potential business owners who see tough times as a chance to get a good deal. And if your business is surviving these tough times, the news gets better.

As long as it is not going down and makes a sustaining income, the business is valuable and buyers will always have you on their radar. Purchasing any business during a financial slowdown is often motivated by the desire to realise a good profit when times get better. The downside is that when selling now you will have to be even more realistic about your price. This does not mean giving away your business to bargain hunters. It means truly satisfying yourself that you are getting what it’s worth.

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You will close the deal if you let the buyer see everything

Playing your cards close to your chest may be the way to go in business, but not if you are trying to sell it for the best price.

So you have a potential buyer for your business. Congratulations! Marketing or advertising your business has paid off…so far.

Only when a prospect is sure that your business is going to go on making money into the future will you be able to close the deal. So the mantra is: “Don’t look as if you are holding back. Give them everything.”

Getting people to look at the sale of your business more closely is admirable, but getting the deal across the line is a whole other ball game. It usually means full access to all paperwork. Be prepared to go into everything, so the purchaser of your business can see where the good supersedes the difficulty.

Transparency

Your business operations must be transparent. If it’s all too much homework, raises too many questions or just looks too har, the chances are you may lose your buyer.

If they don’t understand your business quickly they will lose confidence.

You can give a buyer “everything” without having to give away your best trade secrets if you focus on what’s in it for them. Brush up your track record. Lay out your business potential. Reveal hidden strategies and point out where further savings can be made.

Zoran Sarabaca

Principal

Xcllusive

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Cheap Coffee is Hurting Business Value

Today’s Coffee shops and restaurants are more popular and busier than ever. To see evidence of this just walk down any of the popular eating places in Sydney’s Inner west, Eastern Suburbs or any other popular eating area in Sydney and you will hardly be able to find a place without reservations. 

Both supply and demand for these types of businesses are high yet the prices they sell for are very disappointing for the owners that have put in many hard working years of their life building them. 

So why is this the case?  Because, the price of coffee and restaurant food hasn’t followed the inflation rate, increase in rents and labour cost. 

Over the last decade the rise in commercial property value has pushed commercial rents up, especially retail rents, not only in the shopping centres but also on the street. The increase in rents together with increase in labour cost has made margins for the small retailer much lower than a decade ago. 

Nowhere is this squeeze more obvious than in the family owned restaurants and coffee shops. Goodwill of these businesses is tightly connected to the location, which makes rent negotiation very hard for the tenant when the lease comes up for review. They are also highly labour intensive. 

The logical step to combat shrinking margins would be to increase the prices to compensate for the increasing costs. However, because of the personal connection felt between the business owner and their customers and the unfounded fear of losing them to the competition if the price of coffee is lifted by a few cents has made many owners absorb this cost over the years. 

To compensate, operators are working longer hours and increasing services that they are offering. Restaurants and coffee shops that in the past have never offered takeaway food or space for functions are doing so now. Establishments that have been operating with one or two days off during the week are now open seven days. Yet you still in Sydney can find coffee for the same price that you could ten years ago. So when the owner decides to sell their business, they receive a rude shock when they realise that their business is worth less than what it did when they bought it 10 years ago.

A decade ago they were working normal hours and making good money. Today they are burned out by the hard work and long hours and still making the same amount of money, except that the average wage is much higher today than what it was when they started so their good earnings then are not so good now. This directly affects the business sale price and pushes it downwards. 

So in order to achieve a good price for your food business, good margins must exist. Good margins will ensure that the owners work reasonable hours and achieve good financial reward for the hard work they put into running their business. It is inevitable that the price of food and coffee in restaurants and coffee lounges have to go up. Even if this may prompt the Australian Reserve Bank Chairman to raises the interest rates again to stop inflation from getting out of control.

Zoran Sarabaca

Principal

Xcllusive

Sydney Business Brokers

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Buying a Business – Fear and Desire

The business-buying-decision is heavily biased towards perception of risk as well as understanding the benefits of a business. This means that you must help buyers understand the real risks in your business – you must try to minimise their fear of the unknown. The more they understand the real business risks the easier it is for them to appreciate the benefits. 

The benefits for buyers are not only financial. Benefits may include personal success, independence, or self-fulfillment. They are looking for a particular type and size of business that fits their needs, skills and experience as well as their future plans. 

A buyer will be concerned about a range of issues. They may be concerned that goodwill and intellectual property are linked to the owner and won’t transfer after a sale – or perhaps the business has a bad reputation in the market. The buyer may perceive the cost of acquiring goodwill as too high. 

Then there are human resources issues: what if there is a large turnover in staff after the sale; what if the managers leave; what are the staff’s long service leave, superannuation and workers compensation liabilities. 

Xcllusive uses a model to explain how the two opposing thoughts compete. The overemphasis on risk due to the fear of the unknown creates mistrust. The feelings of mistrust dominate the buyers understanding of the business and their desire to achieve its benefits.

Over the sale period we seek to reduce the buyers’ mistrust and increase their understanding of the benefits. This should help them to make a balanced decision to buy your business.

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What is Due Diligence?

In contents of the business transaction, Due Diligence (DD) is a term used for an investigation or audit of a potential business that a purchaser is looking to invest in. 

Due diligence serves to confirm to a purchaser all material facts in regards to a business. Due Diligence is always done before entering in the agreement for the purchase of the business. Its purpose is to prevent unnecessary harm to all parties involved in the transaction, especially the purchaser. 

The facts verified during DD process will vary for different types of businesses. The most common areas of concern are financial, legal and compliance. It is common to use specialist outside adviser for each of specific areas of due diligence.

The cost and timing of DD will depend on the complexity and size of the business being investigated. If any anomalies or undisclosed facts are discovered through the DD process, the purchaser will ether attempt to re-negotiate the price or decide not to proceed with the business purchase.

Zoran Sarabaca

Principal

Xcllusive

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How long does it take to sell a business?

In a recently undertaken survey of 100 businesses that have been offered for sale by business owners 2 years prior to our survey, of those businesses participating in the survey that were sold, we have found that the average time  it took to sell the business was 8.6 months. The advertised price range of the businesses that sold was between 45K and 790K.The data collected has reviled that 47% of the businesses were sold within 6 months, another 35% between 6 months and 1 year and 18% of the businesses took over 1 year to secure the sale.

The following are points that you should pay attention to in order to reduce the time it takes to sell your business.

  • Make sure that your business is priced right and not overpriced
  • Present your business to buyers transparently
  • Have all paperwork and financial records ready for inspection
  • Address all issues and uncertainty prior to putting or your business on the market
  • Be co-operative and make it easy for buyers to inspect your business

A good business agency or a broker can make the business selling process not only shorter but also help you achieve a sale result that you will be happy with.

Zoran Sarabaca

Principal

Xcllusive

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Business Owner’s Greatest Mystery – How Much is My Business Really Worth?

It is as if the value of a business is the worlds biggest kept secret. Business owners can spend all their business life (in many cases decades) and not really know the real value of their business. By real value I don’t mean book value, but how much would somebody pay to own it.

Often the owner has a overly optimistic value of what the business could sell for due to anecdotal and inaccurate information they have heard from colleges and acquaintances, mostly not first hand but from somebody who has heard of someone who has sold a business. It is more rumour then the real information.

Another way that business owners guess the value of their business is by looking for businesses advertised in daily papers and on the Internet, searching for a business that is similar in size and in the same industry and then comparing those businesses with their own.

There are two reasons why this method wont give you good indication of your business value. The first is there are no two businesses alike. They all rely differently on their owners, have different customers and different risks associated with them, so you’re not comparing apples with apples. The second reason is that businesses often sell for a price quiet different for the one they are being advertised for or don’t sell at all.

So, how do you than gauge how much your business is worth at any given time of its life?

Like this, first detach yourself emotionally from the business then ask yourself the following question:”Knowing what I know now, about my business, it’s profits, advantages and disadvantages, all its benefits and drawbacks, comparing it to other businesses and investment opportunities that I could invest my money in, how much would I pay for it”

If you answer this question without emotional attachment and honestly, you will find the answer to the biggest mystery for any business owner… the answer to real value of your business.

Zoran Sarabaca

Principal

Xcllusive

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