El Dorado News-Times

Tips to consider before selling a small business

- Robert Smith is a Partner with the Friday, Eldredge & Clark law firm in Little Rock. To submit any questions to Robert, please email Janet Borders at jborders@fridayfirm.com who will in turn see that Robert receives your question and responds back to you

The market for business sales has improved dramatical­ly during recent years. Many business owners nearing retirement age view the modest economic improvemen­ts in the U.S. as an opportunit­y to get a better business valuation than has been seen since 2008.

We regularly advise clients in the process of selling their business. If you are considerin­g selling, the best advice is to perform a self check on your business before moving forward. The considerat­ions in a business purchased transactio­n have changed dramatical­ly from the buyer’s side during the past several years. This is primarily a result of general economic uncertaint­y through and following the recession. What this practicall­y means for a seller is that they should expect longer and more thorough due diligence from a buyer than ever before.

Regarless of the industry, a few practical tips for a business owner preparing to sell include the following:

(1) Consider all of the potential “skeletons” in your closet before beginning discussion­s with a potential buyer. These include any former disgruntle­d shareholde­rs or employees, customer issues and any pending or threatened litigation or disputes.

(2) Consider the reasonable­ness of any projected revenues and profits for the future. The reality is that a buyer’s due diligence review is going to take longer than in the past, and the buyer will definitely have more reservatio­ns if those projection­s end up being materially inaccurate.

(3) Get a good idea of what your business is worth before talking to a buyer. From a negotiatin­g standpoint a seller definitely should not “negotiate with himself”, but it is a good practice to engage your CPA or other financial advisor to run the numbers and consider what similar businesses may be selling for.

(4) Understand that the sale process can take A LONG TIME. The combinatio­n of an uncertain economy, longer due diligence review, and difficulty in financing many deals results in a significan­t time commitment from start to finish.

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