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How to Improve Earnings to Maximize Business Value, with Bill McDermott, The Profitability Coach

December 27, 2022 by John Ray

maximize business value
How to Sell a Business
How to Improve Earnings to Maximize Business Value, with Bill McDermott, The Profitability Coach
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Earnings

How to Improve Earnings to Maximize Business Value, with Bill McDermott, The Profitability Coach (How To Sell a Business Podcast, Episode 4)

Improving earnings to maximize business value was the focus of this episode with guest Bill McDermott, The Profitability Coach. He and host Ed Mysogland discussed key things business owners can do to improve earnings, strategies to improve profitability, the need for delegation, financial management, planning your exit strategy, and much more.

How To Sell a Business Podcast is produced and broadcast by the North Fulton Studio of Business RadioX® in Atlanta.

The Profitability Coach

Every business owner has a big dream for their company and wants to make it happen. The problem is many business owners don’t know how to manage the finances of their business leaving them frustrated and confused.

The Profitability Coach comes alongside the business owner and analyzes the financial health of the business and develops a plan to take them from financial confusion to clarity. Then he executes the plan focusing on areas of financial growth. Together they travel the road of financial success to profitability and healthy cash flow.

Company website | Instagram | LinkedIn

Bill McDermott, The Profitability Coach

Bill McDermott, The Profitability Coach

Bill McDermott graduated from Wake Forest University and launched a banking career that spanned 32 years. He was laid off from his position as Chief Commercial Lender in the Great Recession of 2009. With a treasure trove of banking knowledge and analytical skills, Bill launched the Profitability Coach with the purpose of making business owners better financial managers.

Over the past 13 years, Bill has helped over 200 clients by delivering results-oriented insights, taking them from financial confusion to clarity.

Bill is also the host of ProfitSense with Bill McDermott. ProfitSense dives into the stories behind some of Atlanta’s successful businesses and business owners and the professionals that advise them. This show helps local business leaders get the word out about the important work they’re doing to serve their market, their community, and their profession. You can subscribe to the show on all the major podcast apps, and the show archive can be found here.

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Ed Mysogland, Host of How To Sell a Business Podcast

Ed Mysogland, Host of “How To Sell a Business”

The How To Sell a Business Podcast combines 30 years of exit planning, valuation, and exit execution working with business owners. Ed Mysogland has a mission and vision to help business owners understand the value of their business and what makes it salable. Most of the small business owner’s net worth is locked in the company; to unlock it, a business owner has to sell it. Unfortunately, the odds are against business owners that they won’t be able to sell their companies because they don’t know what creates a saleable asset.

Ed interviews battle-tested experts who help business owners prepare, build, preserve, and one-day transfer value with the sale of the business for maximum value.

How To Sell a Business Podcast is produced virtually from the North Fulton studio of Business RadioX® in Alpharetta.  The show can be found on all the major podcast apps and a full archive can be found here.

Ed is the Managing Partner of Indiana Business Advisors. He guides the development of the organization, its knowledge strategy, and the IBA initiative, which is to continue to be Indiana’s premier business brokerage by bringing investment-banker-caliber of transactional advisory services to small and mid-sized businesses. Over the last 29 years, Ed has been appraising and providing pre-sale consulting services for small and medium-size privately-held businesses as part of the brokerage process. He has worked with entrepreneurs of every pedigree and offers a unique insight into consulting with them toward a successful outcome.

Connect with Ed: LinkedIn | Twitter | Facebook

 

TRANSCRIPT

Intro: [00:00:00] Business owners likely will have only one shot to sell a business. Most don’t understand what drives value and how buyers look at a business. Until now. Welcome to the How to Sell a Business Podcast, where every week we talk to the subject matter experts, advisors, and those around the deal table about how to sell at maximum value. Every business will go to sell one day. It’s only a matter of when. We’re glad you’re here. The podcast starts now.

Ed Mysogland: [00:00:35] Welcome to another episode of How to Sell Your Business Podcast. I had the opportunity to visit with Bill McDermott, who’s known as The Profitability Coach. And, you know, I’m really skeptical on those consultants and people like that. And it came from a referral from Business RadioX, John Ray. And the first thing he said was what a quality guy he is, and this is such an understatement.

Ed Mysogland: [00:01:11] And so, I’m thrilled to death about the time that you’re getting ready to spend here on the podcast because Bill really helped provide some clarity on, number one, how to identify an advisor. If you’re going to hire somebody, what’s the difference between signal and noise? When should you expect a return on your investment? And so, as we went through the podcast, you know, not only was he well versed in so many different attributes of the selling process of what creates value to actually the whole exit process.

Ed Mysogland: [00:01:56] So, I think you’re going to find that Bill, as The Profitability Coach, really helped provide some really helpful nuggets on how you can make some immediate changes to your business to increase the transferable value. So, I hope you enjoy my conversation with Bill McDermott of The Profitability Coach.

Ed Mysogland: [00:02:22] I’m your host, Ed Mysogland. I teach business owners how to build value, and identify and remove risks in their business so that one day they can sell at maximum value how they want, to whom they want, and at maximum value.

Ed Mysogland: [00:02:36] On today’s show, I’m so excited to welcome Bill McDermott, who is known as The Profitability Coach. And for anybody that are small business owners, they know how important profitability and earnings are to the success of their business. And so, I am so fortunate to have this guy. I was connected by another mutual friend, John Ray from Business RadioX, and he connected us. And, boy, what a great opportunity this is. And I’m looking so forward to learning a lot about earnings.

Ed Mysogland: [00:03:17] And so, Bill, welcome. At the beginning I shared a little bit about your bio before we started recording, so can you just kind of give just a little bit of the lay of the land how you got to be The Profitability Coach?

Bill McDermott: [00:03:34] Sure. Sure. Absolutely. Well, Ed, first, let me say thank you for having me. The excitement is mutual on both sides. I was excited when you invited me to come on the show. And so, yeah, my background is I was a Wake Forest University grad. I spent 32 years in the banking industry. And then, all of a sudden 2009 hit, the Great Recession hit, and so I was laid off from my banking career. I was scared to death. But I also realized looking back, it was the best thing that had happened to me.

Bill McDermott: [00:04:17] During my banking time, I really discovered that business owners really struggled with the financial management aspect of their business. I had built up a treasure trove of banking and financial knowledge in my career as a banker, and so I launched The Profitability Coach, really helping business owners drive earnings through becoming better financial managers.

Bill McDermott: [00:04:45] You know, every business owner has a big dream for their company and wants to make it happen. What happens sometimes, though, is they don’t really know if the decisions they’re making are helping or hurting. They may not know exactly how to manage the finances of their business. And so, we have a process where we identify the hurdles that are getting in the way and to deliver to them a company that has profitability that, honestly, they never thought was possible. And so, excited to talk about that with you today. You’re absolutely right, it is all about earnings, and I would love to dive into that with you.

Ed Mysogland: [00:05:27] Well then, that’s where we’ll get started. Most of my career has been centered around working with owners and business value. I mean, ultimately when we start the process of selling a company, that’s what everybody wants to know. And everybody gets so hung up on multiples that they hear. They’re at the club and they hear the multiples. They’re watching the news and they hear price to earnings ratios and different things like that.

Ed Mysogland: [00:06:03] And I guess the longer I’ve been in the business, and I’d been in it 30 years now, it is all about earnings. And I guess that’s where I’d like to start. It seems so fundamental that value is based on profitability, but it doesn’t seem to resonate with business owners. Or, you know, they’re so caught up in working the business and if I’m able to pay myself, if I’m able to do the things I want to do, and have the freedom I want, no big deal. Up until the part where they think they want to sell. So, why is that component so glossed over?

Bill McDermott: [00:06:48] You know, I think you hit on it – by the way, absolutely great question and great topic – you mentioned it a little bit yourself. You know, I hold the view that business owners are so busy working in the business. They don’t really take time out to work on the business. They don’t have that time where they’re really looking at strategy. And so, honestly, I think every business owner should take time to stop working in the business and work on it.

Bill McDermott: [00:07:22] To your point on earnings, I share with my clients that generally speaking, a one percent increase in your top line is equivalent to a ten percent increase in your bottom line. You know, revenue is vanity, but profit is sanity. And so, in order to be sane, we really need to be focusing on driving earnings, but also by driving revenue.

Bill McDermott: [00:07:51] We could go down the path of, you know, generally speaking, clients I talked to, their prices are too low. They have more value to their product or to their service than they think they do. Or, second, they maybe haven’t figured out a way to actually increase volume. But both are equally important and both can equally drive revenue, therefore drive earnings.

Ed Mysogland: [00:08:13] Yeah. But, boy, I’ll tell you, it’s hard to make that leap of faith. Like, I’m going to increase prices and, oh, my gosh, if I do this what’s the likelihood I’m going to lose customers? So, I totally see that that’s low lying fruit that you can do. But, I mean, if I’m a business owner, how do you coach me into just go ahead and throw caution to the wind and let’s increase price by 15 percent. How do you do that?

Bill McDermott: [00:08:49] Yeah. Well, excellent question. So, the way I approach that with my clients is, let’s pretend I go to Walmart. When I go to Walmart, I’m prepared and I go there because I’m going to get the lowest price. But I’m generally not going to be able to find any kind of help in the service aisle, so I have to know exactly where it is. And then, when I get to the checkout, I have to wait a long time in line because the lines are so long. And by the way, because the parking lot is so full, I even have a hard time finding a parking spot. But, by golly, they’ve got the cheapest prices.

Bill McDermott: [00:09:31] On the other hand, if I go to Ace Hardware, the guy meets me at the door, “What are you looking for?” “Well, I need some fertilizer for my garden.” “Okay. It’s on Aisle 3. And by the way, these are the three types that we have. This one has a fertilizer and a weed killer in it.” And by the way, most of my clients like that one, I get a whole lot of service, a whole lot of value. And so, therefore, I go to Ace Hardware because I want the help, I want the expertise, and I pay for that in the price.

Bill McDermott: [00:10:05] So, we, as business owners, have two choices. We can either be a Walmart or we can be an Ace Hardware. And the value that we create for our clients, either in time savings or money savings, is worth the increase in price. So, a lot of business owners, I think, position themselves as providing a commodity and not really diving into the value that they’re creating for their clients. And they’re afraid to price accordingly.

Bill McDermott: [00:10:39] And I think a lot of that is a mindset issue. And we all have self-limiting beliefs that maybe our business, our product or service just isn’t worth the price. And everybody else is telling us we’re silly because it really is. And so, I think it really boils down to more of a mindset issue. Not raising prices is a scarcity mindset. And the reality is, there’s an abundance of clients out there that appreciate you and value the product or service that you offer.

Ed Mysogland: [00:11:10] Yeah, I get that. And I’m an Ace Hardware guy. I love Ace Hardware. And one of the things I recognize is that I’m willing to pay a premium for that. But I guess the follow up to that is, I’m already paying a premium because Lowe’s and Home Depot and Menards, you know, they’ve got lower prices, but, like you said, I’m paying for the service. So, if I’m that Ace Hardware, I’m already doing service, how do I stress test what that threshold is before I start losing customers? You know what I mean?

Bill McDermott: [00:11:55] Yeah, absolutely. So, I adopt the idea that I’m going to ask my clients, Am I continuing to deliver the value that they expected when they first hired me? And, also, as I’m putting my services or putting my products out there, if no one is telling me I’m too high, I’m going to automatically assume I’m too low.

Ed Mysogland: [00:12:26] That’s a good point. That’s really good.

Bill McDermott: [00:12:27] So, where is that area? Back when I was in banking – it was great – this client told me, “Bill, my loyalty to you ends with a quarter of a point on my interest rate.”

Ed Mysogland: [00:12:44] It totally makes sense.

Bill McDermott: [00:12:46] Yeah. And so, I knew that I could get another quarter, but I wasn’t going to get a half. And, by golly, I’d better be right on with that loan fee as well.

Ed Mysogland: [00:12:56] Yeah. I’m with you on the scarcity versus abundant mindset. I think the race to the bottom is always a losing proposition. And I know it’s the default position for a lot of owners that they feel that they have to compete. But, boy, but like you were saying on mindset, that is a real big ask for some of the change.

Bill McDermott: [00:13:20] Yeah, it is. And so, to your point earlier, if we kind of reverse engineer the conversation, those business owners that aren’t driving earnings through revenue want the multiple to be higher to make up for the profit that they could be getting by charging more, but they’re not. The reality is, it doesn’t matter what multiple I use, if I have a dollar’s worth of net profit that equates in a five times multiple, $5 of business value. And so, if I’m not driving the earnings, I want the multiple to be high. But that’s the wrong focus, to your earlier point, the focus on earnings.

Ed Mysogland: [00:14:09] Yeah. So, when you focus on earnings and you increase it to a 20 percent increase and you put a five multiple on that, versus put the same increase on the multiple, I mean, it’s two entirely different results. So, the earnings taking advantage of the number of turns on the multiple is always superior.

Ed Mysogland: [00:14:38] Okay. So, there’s four areas of profitability improvement that we typically see. So, it’s reducing costs, increasing inventory turnover, increasing productivity, and increasing efficiency. Those are big, big components of a business. But what do you think is the biggest area I should focus? If I’m a business owner, I should focus on this? And I suppose it’s company specific. But generally speaking, in your experience, where do I focus my attention?

Bill McDermott: [00:15:16] Yeah. So, I’m going to go back and maybe share a story, but this saying did not originate with me. Revenue is vanity. Profit is sanity. The cash flow is reality. So, I was working with a company that was a management consulting firm, international firm. They were doing incredibly well, but they got into trouble during the Great Recession because nobody was doing much, if any, management consulting when the downturn came.

Bill McDermott: [00:15:59] So, this company had to do a pivot. Basically did, and went from losing a-half-million dollars a year to making a-half-million. It was $1,000,000 swing in a year. It was absolutely fabulous. But this business owner said, “Bill, I made a-half-million dollars in profit this year. Where’s the cash?” And basically I said to him, I said, “Randy, look, you see that big honker accounts receivable number that’s sitting on your balance sheet? There’s your profit. If you go out and collect it, then you’ll have the cash.”

Bill McDermott: [00:16:37] So, certainly focus on profit. But I also think focusing on cashflow, I mean, profit doesn’t pay payroll, cash does. And so, I generally try to focus on profit. But if you aren’t doing, to your earlier point, turning the inventory, collecting the receivables, you’re missing out on cash that could be sitting in your bank account instead of sitting in your client’s or your vendor’s bank account.

Ed Mysogland: [00:17:10] Yeah. And a lot of business owners fail to understand that when a buyer goes to buy their business, there’s two checks that they write. The first one is for the business, the second one is for the working capital. And I don’t think that they recognize or I think they have a hard time recognizing that the more that’s tied up in working capital – to your point, that’s not in cash – it’s going to cost me to fund the working capital more than it should, because I’m not collecting receivables in a timely fashion or whatever the issue is, whether it’s debt, inventory, or whatever. That impairs a company’s ability to sell.

Ed Mysogland: [00:18:05] And I think you probably have coached a lot of people on, you know, if you hone in on your working capital, you’re reducing your risk, which is increasing your value, right?

Bill McDermott: [00:18:16] Yeah. To your point, recently we successfully completed a management buyout where this professional services firm sold the company for $13 million, and it was a combination of seller financing and bank debt financing. But when the negotiation on the purchase agreement came, the seller wanted, basically, to take as much cash out of the business as they possibly could. And so, the the broker stepped in and said, “Time out. We need to have adequate working capital. We got payroll, we got purchases, all of this.”

Bill McDermott: [00:19:01] And so, the owners were thinking about their pocket. They should be thinking about their pocket. But, also, since they had seller financing involved by stripping out all the working capital, they put their debt at risk to a certain degree. So, yeah, working capital is incredibly important.

Ed Mysogland: [00:19:21] And one of the best things that you’ve said today is just that, the seller financing and the working capital that they put the seller financing note at risk by how they were treating the working capital. And if I’m a business owner, that’s a big takeaway right there, that you don’t understand or you need to understand that they’re all intertwined together. Everything is intertwined. And each component of a business has risks and benefits. And by not acknowledging one, you’re putting another at risk. That was awesome. Go ahead. I’m sorry.

Bill McDermott: [00:20:20] I was just going to say, so in my banking career, as I was talking to business owners, I coined the term called bank speak. And what I found was happening is I was throwing out terms, working capital being one, cashflow being another, inventory turnover being another, I caught myself using terms that my clients didn’t understand.

Bill McDermott: [00:20:49] And so, I think you and I take for granted everybody knows what working capital means, Ed, but what I found is many business owners, because nobody taught them accounting in school and there’s no on-the-job training when you’re a business owner, I have to be careful to define terms that I’m using because a lot of times I use terms people don’t understand.

Ed Mysogland: [00:21:12] No, that’s a great point. And that was one of my questions is, with all of this information out there, with everything that’s all over the internet, just the vast amount of content, why do you think that business owners aren’t more versed in basic accounting?

Bill McDermott: [00:21:34] Yeah. I think everybody starts out, if you’re starting a business from scratch, it’s because you’re a great technician at whatever it is that you do. So, for example, coming out of a banking career of 30 years, I saw a lot of business owners that ran businesses, but I had never run a business myself. I was never one that had to go out and basically do everything that needed to be done for me to have a paycheck. And so, I think they’re great technicians.

Bill McDermott: [00:22:22] A CPA is a good accountant. An architect. You know, somebody like me who’s a business consultant now, thank goodness I had a lot of accounting and finance in my background. But they’re good technicians, they just haven’t learned how to become business people. And so, if you haven’t taken accounting and finance classes in school or gone to some seminar or maybe a community college to take some courses, you don’t really feel like you’re well-versed in how to manage or how to run a business. You’re a good technician. You’re just not a business person.

Ed Mysogland: [00:23:03] Yeah. And I agree with you. And one of the challenges that we bump into is just that, you’re a great technician, but you’re not a great business owner. And as a buyer of your business, I really need you to be a great business owner because that’s who I’m replacing. I’m not the technician. You know what I mean?

Bill McDermott: [00:23:25] Yeah.

Ed Mysogland: [00:23:29] One of your claims to fame is your coaching, that you’re able to coach people through complex matters. And I guess I’m curious to know how you get over the pushback of time. And as a guy with not a lot of it, I’m sitting here going, “All right. If he asked me to fix a component of my business, how do I make more time to do what you’re asking?” And you can have all the empirical evidence that it’s going to fix everything in the business or fix this part of the business. Do I have to wait until the pain is great enough? Or do you have some secret sauce to help me overcome that?

Bill McDermott: [00:24:20] Yeah. No secret sauce. But I think maybe just some common sense. Again, I think business owners tend to want to be all things to all people. They might also be very high control. It’s not going to get done well unless I do it. And so, the business owner becomes, for lack of a better term, Ed, the choke point in their own business. They’re their own worst enemy.

Bill McDermott: [00:24:57] And so, statistically, do you know how many companies break through the $1 million revenue barrier and the $10 million revenue barrier?

Ed Mysogland: [00:25:09] No. How many?

Bill McDermott: [00:25:10] Ten percent through the $1 million barrier, only three percent through the $10 million barrier of all businesses that ever start. What’s the number one reason? Delegation.

Bill McDermott: [00:25:24] And so, what I tell that business owner is, “Look, your time is valuable.” You know, I calculated an effective hourly rate for a business owner by taking the profit in their business, plus their salary. And it came out to about $150 an hour. And so, I said, “Look, any activity in your business that can be done less than $150 an hour, you need to hire somebody to do it because it will allow you to increase your hourly rate to 200, then to 250.”

Bill McDermott: [00:26:02] And so, the ability to take on those things that they’re not taking on is basically just giving those tasks to other people and allowing them to focus on more revenue generating activities versus administrative activities.

Ed Mysogland: [00:26:18] Yeah. I hear you. And I can hear the business owner going, “Yeah. Where am I going to find this person? Everybody that’s working for me is complaining that they’re overworked and underpaid. If I add another person, where am I going to find them?” And how do I – I shouldn’t say how do I. Then, it’s throw your hands up, screw it, I’ll do it myself. And that’s the default position because of the difficulty of what you’re asking.

Ed Mysogland: [00:26:58] I totally agree with you. I think the next generation of business owners, it’s about delegation and automation. I totally believe that that’s the path that we’re going toward. And those that either go from first generation to second generation or a successful third party sale, I totally believe that those buyers or that next generation, those people that have a command to delegate, whether that’s to third parties like Upwork or some of these organizations, the Gig Economy, or you can find help, personally, I think that is the long term of the successful business. I think.

Bill McDermott: [00:27:54] Yeah. So, a quick story on that. I worked with a client. Their books were an absolute mess. They were a multimillion dollar company. And they had an accountant who is moonlighting doing their books. And the financials weren’t done on time. There were errors. And the owners were spending their time going in and correcting errors. And I said, “Look, go out and find somebody who’s QuickBooks certified. They can be a CPA. They can just be an accountant. But somebody who is really, really good.”

Bill McDermott: [00:28:31] And so, I referred them to a service that I use, because you find people based on relationships. And so, they brought this accountant in. This person has straightened out their books in the span of two months. We just had the second month end close. Bank accounts reconciled. Financial statements were timely and inaccurate. And this client now has clarity in his financials where, before that, they had confusion.

Ed Mysogland: [00:29:05] Yeah. And, again, that’s back to knowing where to look for the talent. And like I said, I think most business owners are faced with the pain of making the change as opposed to the change itself. You know what I mean?

Bill McDermott: [00:29:25] Well, it’s the principle of inertia, right? A body at rest tends to stay at rest. A body in motion tends to stay in motion. You know, my business owner client was stuck accepting that moonlighting accounting person getting subpar financials. And basically just made a decision, “Okay. I’m drawing a line in the sand. I’m going to upgrade my requirements and get somebody in here to do a better job.”

Ed Mysogland: [00:29:56] And, again, to your point earlier on having good records and being able to have clarity of your cash position or your financial position, that’s an important thing. Reading your email and trying to figure out what to do next, somebody probably can do that a little bit more effective than you.

Bill McDermott: [00:30:23] Yeah. The other thing I’ll say on that topic, I’m a big believer that your balance sheet is more important than your income statement. Your income statement certainly measures your profitability, but there are three other things that you care about. You care about your liquidity, how much cash you have that’s on your balance sheet. You care about how you’re collecting your receivables and turning your inventory, that’s on your balance sheet. And you care about your leverage, how much debt you have relative to the net worth of your business. And so, three out of the four things that you track are on your balance sheet. Most business owners don’t look at that first. They look at their income statement first.

Ed Mysogland: [00:31:05] Yeah. We face that, too, when helping these business owners. There is a disconnect between the two. It’s what’s my net income. When we do value work, one of the things that we do is, this is what you’re going to put in your pocket. And that’s part of liquidating your balance sheet. And, oftentimes, that’s more than the tangible and intangible value of the company. You know, once you start liquidating current assets and retiring debt, that’s a whole nother event. Go ahead. I started to interrupt you.

Bill McDermott: [00:31:56] I was just going to say, the other thing that comes to mind, you’re mentioning, also most business owners when they’re selling their business, focus on the gross amount they’re selling. But they may not be factoring in taxes, if it’s an asset sale, as well as debt.

Ed Mysogland: [00:32:17] The highest price is not always –

Bill McDermott: [00:32:20] It’s the net.

Ed Mysogland: [00:32:21] Yeah. And we bump into that a lot, that it’s not the highest price that’s the best price. That allocation of purchase price is really, really important.

Bill McDermott: [00:32:32] It really is.

Ed Mysogland: [00:32:32] So, everything we read, it seems as though we’re heading into a recession. That there’s some level of downturn. So, granted, it was your greatest blessing that you got displaced and here you are. But how did you make that pivot? Because I think there’s going to be a lot of people that are in similar situations or are finding themselves in similar situations right now. So, how did you make that effective change into entrepreneurship? In your case, you started the business versus buying the business. So, how did you get comfortable with the risk that you were taking, I guess?

Bill McDermott: [00:33:26] Yeah. So, necessity is the mother of invention. My wife had two daughters in college. We had a mortgage to pay. And she was the preschool director at our church preschool. And that was not going to be enough to do it.

Bill McDermott: [00:33:45] So, I was financially motivated. I read a really great book. It was called The E-Myth by a guy named Michael Gerber. Michael Gerber says, establish a prototype of the business that you want to build, which in effect is, really, if you are going to franchise your business, this is what you would show a potential franchisor. So, I’m a person of faith. Part of my prayer time after I was laid off is I would say to the man upstairs, “Okay. You closed the door. Would you open a window? And by the way, would you put a little neon around it so I can see it.”

Bill McDermott: [00:34:34] But I found that business owners really struggled with financial management. I was passionate about helping them become better financial managers. Next, I found that I’m a pretty good teacher. And so, teaching these business owners how to be better financial managers was something that I was good at, and then figuring out how to monetize that.

Bill McDermott: [00:35:06] So, this is a page out of Jim Collins’s book, Good to Great. If someone’s thinking about becoming an entrepreneur themselves, what are you passionate about? What are you best in the world at? And what drives your economic engine? And where those three circles intersect is your greatness.

Bill McDermott: [00:35:28] And so, for me, passionate about making business owners better financial managers, teaching them how to run more profitable businesses with healthy cashflow, and then monetizing that as a business coach. And that’s kind of how I did it.

Ed Mysogland: [00:35:46] Yeah. Well, you know what? That whole leap of faith thing – also, I’m a red letter guy myself – I totally believe that, you know, there’s some divine intervention that goes into entrepreneurs where you’re building the kingdom. I totally believe no matter where you’re at on the spiritual spectrum, whether it’s the universe or God or whatever you want to call it, there is some level of wind behind your back to make these doors open.

Ed Mysogland: [00:36:26] I’m guilty of this, too, as far as hiring consultants. I am horrible at it. And one of the things is, you know, when should I expect a return on my investment? It’s not writing the check. It’s when am I going to get repayment for it? You know what I mean?

Bill McDermott: [00:36:49] Yeah. Great question. So, I think, in my experience, I’ve worked with quite a few professional services firms. I can think of one psychology firm, three locations, very well-established practice. This firm hired me for two years. And, essentially, what we did is we did an analysis of the business. We looked at the areas where we could really accelerate financial growth.

Bill McDermott: [00:37:33] And then, after a two year period of time, first, we focused on collections. A lot of their receivables were from insurance companies. Insurance companies are notoriously slow pay. So, we basically had them pick up their pace on collections, which put another $50,000 of cash in the bank. Then, I’m a big believer in the power of one percent. Looking at ways where we can increase revenue one percent consecutively over periods of time.

Bill McDermott: [00:38:10] So, the cumulative effect for this firm, over a two year period, we increased revenue 45 percent total, so roughly a little over 20 percent per year for ten years. The profit that was generated paid 100 percent of my consulting fees and gave the owner another 100 percent return on their spend. So, it took two years in this case.

Bill McDermott: [00:38:45] You know, I know for me, I hired a marketing firm to come in and help me with my brand messaging. I did that two years ago. This year, I’m having my best year ever in the 14 years that I’ve been in business. So, I would say, when you buy a stock, you’re interested in buying quality stocks that aren’t big gainers, because big gainers also can be big losers. But if you can earn 10 percent year over year, your money compounds every seven years, roughly. And so, I’d say slow and steady wins the race. You know, if you can get a decent return in the first year or two, I think you’ve hit a homerun.

Ed Mysogland: [00:39:36] Well, one of the things that we bump into is that everybody’s an expert now. How do you get between what’s signal and what’s noise? Like I said, and I was telling you before we started, you know, my wife’s a therapist and there is all kinds of noise in her industry of solving problems. When in fact, there’s a lot of complex trauma and different things that they have to deal with that requires specialization. So, my point is that anybody can write a blog article about profitability and this, that, and the other. But how do I find people like you that are going to give me that 10 percent return year over year over year?

Bill McDermott: [00:40:26] Yeah. I subscribe to the philosophy of people do business with people that they know and they trust. And so, I always put relationships first, Ed. I just think we were all put on this earth to figure out a way to live together and to help each other. And so, I find that relationships follow a progression. You know, first, I get to know somebody and they get to know me. Then, we like each other. Then, we try each other. Then, we trust each other. And then, we refer each other.

Bill McDermott: [00:41:03] And so, going through that relationship progression, I think it’s totally based on relationships. You sort the noise from the people that you really want to do business with based on the quality of the relationship that that’s developed.

Ed Mysogland: [00:41:20] Yeah, 100 percent. I mean, I was just looking at our deal flow and we spend so much money on external marketing. But I’ll bet 80 percent of our revenue comes from referrals, people doing business that we’ve done a good job for that have referred us. And so, I’m with you. This is how you sniff out – I don’t want to say a fraud because I don’t mean a fraud. This is how to sniff out who’s best in class versus those that probably should be on junior varsity. Anything come to mind?

Bill McDermott: [00:42:01] Yeah. So, I’m sure you’ve probably had this experience. There are a lot of people on LinkedIn that basically put relationships last. You’re their best friend. They don’t even know you. You don’t even know them. But, by golly, they have a solution to a problem that you didn’t even know you had. And we all get those emails and just messages on LinkedIn.

Bill McDermott: [00:42:35] And so, I think to kind of sniff those out, who approaches me trying to sell me something rather than getting to know me, you don’t have the right to sell me unless you know me and I know you. And so, that would be one easy way.

Bill McDermott: [00:42:57] The other thing I usually do is, when I’m going through and looking at my LinkedIn feed, if there are people that are really making some really solid comments or suggestions in a LinkedIn exchange, I kind of determine, “Hey, I’d like to know more about that person just based on some of the insights they’re sharing.”

Ed Mysogland: [00:43:23] Yeah, I agree. I mean, providing some meaningful comments versus just broadcast stuff. I get it. So, I know we’re pushing on time, so if you have a couple more minutes, I got a couple questions.

Bill McDermott: [00:43:41] Yeah. Absolutely.

Ed Mysogland: [00:43:41] All right. So, I know you do some exit planning work. And so, I wanted to focus a little bit about, you know, are you seeing business owners that are coming prepared to sell or are they playing catch up and you’re trying to fix things before they go to market?

Bill McDermott: [00:44:03] Definitely the latter. As I said earlier, that business owner is so busy working in the business, they’re not working on the business. All of a sudden, a business owner maybe that has run a business for 20 years, he or she finds themselves, “Gosh. I’m 60, 61, 62. I’m not going to be doing this a whole lot longer. And, by golly, I have done nothing to build the value of my business.” So, the default is the business owners that I run into have done little to no planning.

Bill McDermott: [00:44:47] And the other concept that you and I probably both deal with is that business owner that has not created transferable value in their business and how they do that is a way that you can truly try value but very little to no planning.

Ed Mysogland: [00:45:12] And that’s what’s heartbreaking is because either – I don’t want to say tragedy, but circumstances, life circumstances come bumping into them and now they’re forced into a decision on how to make this illiquid asset liquid. And, boy, that is a heartbreaking situation. Like I said, it’s not necessarily that you can’t transfer the business, but the problem is it’s not going to transfer for what you want. And so, that creates a lot of the challenges that at least we see.

Ed Mysogland: [00:45:51] I wanted to ask you, you know, what makes exit planning effective? I mean, granted, if you have a lot of runway, that’s an easy layup. There’s all kinds of things you could do. But the people that are hearing this going, “Man, I really want to sell my company. I haven’t done anything.” So, as the profitability coach, is there anything that you can suggest that would lead me to a better than average exit?

Bill McDermott: [00:46:34] Yeah. So, I’m going to try to answer that question and try to tell a story at the same time. So, we’ve all sold houses. And when we sell a house, we get it ready for sale. Usually, a fresh coat of paint, maybe some new carpet. What sells houses from what I’ve been told are bathrooms and kitchens, and so you want to be sure that you’ve got everything updated. Generally, you’re not going to try to sell your house yourself or you shouldn’t, because what you think it’s worth and what that appraiser for that mortgage lender thinks it’s worth or the buyer, you always want to have someone between you.

Bill McDermott: [00:47:26] So, selling a business, sprucing things up is really creating a management team that can successfully run the business and transfer the value to that team. I found having that management team, being sure they’re compensated in a way that they’re not going to walk out the day the business gets sold, so you need to have some kind of arrangement where there’s what I call a stay pay.

Bill McDermott: [00:47:58] Frankly, financial statements need to be reliable. Preferably audited, but at least reviewed by an independent CPA, so that you have financials that have been verified by an independent third party. Just like when you get your house appraised, it’s by an independent third party.

Bill McDermott: [00:48:21] I think it’s ideal to have a business growth plan that you can hand that potential buyer to show how the business can be grown. And I think it’s also important to have documented processes so that that business owner knows how you make money, how you have a repeatable sales process, a repeatable operations or delivery process, and then an accounting and finance process.

Bill McDermott: [00:48:55] So, mostly, I’m looking for management with stay pay, reliable financial statements, and documented processes. I’m sure there are some other equally important things. But I’m certain those are the main ones.

Ed Mysogland: [00:49:10] Yeah. And I’m going to ask you even a harder question. Out of those, which ones most important? Right. I know. You’re welcome.

Bill McDermott: [00:49:23] Businesses are run by people. Real estate is location, location, location. I’m going to say companies are management, management, management. So, I’m saying having the management team is important.

Ed Mysogland: [00:49:41] Okay. I got it. You know, in your analogy of selling a house, you know, its bathrooms and kitchens. And there’s empirical data that says, you know, if you fix up your kitchen and your bathroom, your house will sell or you’ll get X number of dollars back. Unfortunately, to my knowledge, I don’t think there’s anything like that in business, that if you replace your antiquated lades, you’re going to get your money back. I don’t think that’s going to happen.

Bill McDermott: [00:50:20] I’m in agreement. You know, when a buyer buys a business, they’re looking towards buying that business and the income stream that comes with it. But they’re entitled to a return on their investment. And at the end of the day, they have a return that they want to earn based on the amount of the business that they’re paying.

Bill McDermott: [00:50:44] And pure and simple, when we invest in stocks, we’re looking for a rate of return. When we’re investing in a closely held business, we’re looking for the same thing. And, potentially, we’re looking for an even higher return because we want to get compensated for the risk of buying that business as well.

Ed Mysogland: [00:51:06] Yeah. We say the same thing. Not only are you looking for a return on your investment, you’re looking at return of your investment. So, it’s two components. All right.

Ed Mysogland: [00:51:19] So, I finish every one of my interviews with the same question. So, if there is one piece of advice, just one – you know, they spent a-half-hour with you and me – what would that piece of advice be that would have the most immediate impact on their business? You’ve got one good nugget?

Bill McDermott: [00:51:41] I love that question. So, I think what I would say is, where are the one percent improvements that you can make in your sales process, in your cost of goods or cost of services process, if you’re a service business, your delivery process and then your billing and payment process? We’ve already talked about a one percent increase in your top line in sales. What’s the cumulative effect of those one percents? What if I can buy my materials or labor better and reduce my costs that way? What if I can reduce overhead one percent? What if I can collect my receivables one day faster or turn my inventory one day faster?

Bill McDermott: [00:52:42] The cumulative effect of all of those would be huge. And the way that you’re doing that is you’re shortening either the cycle times, you’re eliminating your mistakes, or you’re improving your business model in each of those three aspects of your business. Doing that, I think you’re well on your way to really having a game changer of a company.

Ed Mysogland: [00:53:09] I agree. So, where can people find you? And do you do work throughout the country?

Bill McDermott: [00:53:17] I do. I do.

Ed Mysogland: [00:53:19] Oh, good. All right. Okay.

Bill McDermott: [00:53:20] I have clients in Seattle, Texas, all over the Midwest, up and down the East Coast. So, where there’s technology, I can play.

Ed Mysogland: [00:53:32] You’re based in Georgia, right?

Bill McDermott: [00:53:35] I’m based in Atlanta, Georgia, yes. My website is www.theprofitabilitycoach.net. You can also find me on LinkedIn, my profile is Bill J. McDermott. I am on Instagram as The Profitability Coach. And you can also find my phone number and email contacts either on my LinkedIn profile or on my website as well. But my email, for anyone that’s listening, is bill@theprofitabilitycoach.net.

Ed Mysogland: [00:54:13] Well, we will have all your contact information in the show notes. So, if you didn’t catch it, I can assure you we will have it readily available for you. So, Bill, you know what? This absolutely was everything I’d hoped for. So, I’m so grateful for all the time. I know you and me, we start talking about time and the value of it. And I so appreciate you going over with me a little bit. And I’m certain everyone will have gained a lot from this, from our time together. So, thanks again.

Bill McDermott: [00:54:54] You made it easy for me. You asked some great questions. It was a pleasure to be on the show. Thank you for inviting me.

Ed Mysogland: [00:55:02] All right. Well, I’m going to cut us off. And once again, I appreciate you being with us.

Bill McDermott: [00:55:08] Very good. Thanks again.

Outro: [00:55:12] Thank you for joining us today on the How to Sell Your Business Podcast. If you want more episodes packed with strategies to help sell your business for the maximum value, visit howtosellabusinesspodcast.com for tips and best practices to make your exit life changing. Better yet, subscribe now so you never miss future episodes. This program is copyrighted by Myso, Inc. All rights reserved.

 

Tagged With: Bill McDermott, Business Owners, business value, Ed Msyogland, exit planning, How to Sell a Business, How to Sell a Business Podcast, maximum value, P&L, profitability, ProfitSense, ProfitSense with Bill McDermott, selling a business, The Profitability Coach, valuation

Jeff Hawkins, Carr, Riggs & Ingram

May 24, 2022 by John Ray

Jeff Hawkins
North Fulton Business Radio
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Jeff Hawkins

Jeff Hawkins, Carr, Riggs & Ingram (North Fulton Business Radio, Episode 458)

Jeff Hawkins, Transaction Advisory Partner with Carr, Riggs & Ingram, joined host John Ray to discuss the environment for selling middle market businesses and the mergers & acquisitions environment generally. . Jeff covered the pandemic’s effect on M&A activity in the last two years, including the wave of sales at year end 2021. He discussed the due diligence process a seller will encounter, a Quality of Earnings Report, the role of audited financials, and much more.

North Fulton Business Radio is broadcast from the North Fulton studio of Business RadioX® inside Renasant Bank in Alpharetta.

Carr, Riggs & Ingram

Carr, Riggs & Ingram (CRI) is a Top 25 nationally ranked accounting and advisory firm driven by relationships to cultivate growth.

From traditional accounting services to leading-edge business support, technology resources, and assurance offerings, CRI’s breadth and depth of expertise take you from compliance to competitive advantage.

Today, after 25 years of consistent growth since our formation, Carr, Riggs & Ingram is among the Top 25 firms nationally with no plans of slowing anytime soon. Despite this growth and the technological and automation disruption of the accounting industry, they still pride themselves on delivering actionable insights and solutions based on their founding principles of tailored client service, respect for all, and unyielding integrity.

Company Website |LinkedIn | Facebook

Jeff Hawkins, Transaction Advisory Partner, Carr, Riggs & Ingram

Jeff Hawkins, Transaction Advisory Partner, Carr, Riggs & Ingram

Jeff provides attest services for middle to lower-middle market, privately held companies. He also leads the Transaction Advisory Services team (TAS) in CRI’s Atlanta office for quality of earnings, target working capital, and other due diligence projects. He works closely with dealerships and provides consumer and business services.

Jeff’s clients enjoy working with him because of his experience working with businesses in varying industries and his willingness to stay involved in every engagement.

LinkedIn

Questions and Topics in this Interview:

  • The current state of the M&A world
  • Why was 2021 so busy
  • Impacts of labor constraints on professionals in M&A
  • Current trends in M&A

North Fulton Business Radio is hosted by John Ray and broadcast and produced from the North Fulton studio of Business RadioX® inside Renasant Bank in Alpharetta. You can find the full archive of shows by following this link. The show is available on all the major podcast apps, including Apple Podcasts, Spotify, Google, Amazon, iHeart Radio, Stitcher, TuneIn, and others.

RenasantBank

 

Renasant Bank has humble roots, starting in 1904 as a $100,000 bank in a Lee County, Mississippi, bakery. Since then, Renasant has grown to become one of the Southeast’s strongest financial institutions with over $13 billion in assets and more than 190 banking, lending, wealth management and financial services offices in Mississippi, Alabama, Tennessee, Georgia and Florida. All of Renasant’s success stems from each of their banker’s commitment to investing in their communities as a way of better understanding the people they serve. At Renasant Bank, they understand you because they work and live alongside you every day.

 

Special thanks to A&S Culinary Concepts for their support of this edition of North Fulton Business Radio. A&S Culinary Concepts, based in Johns Creek, is an award-winning culinary studio, celebrated for corporate catering, corporate team building, Big Green Egg Boot Camps, and private group events. They also provide oven-ready, cooked from scratch meals to go they call “Let Us Cook for You.” To see their menus and events, go to their website or call 678-336-9196.

Tagged With: Carr Riggs and Ingram, CPa, Jeff Hawkins, M&A, mergers & acquisitions, North Fulton Business Radio, quality of earnings, quality of earnings analysis, quality of earnings study, renasant bank, selling a business

Eric Togneri, Neri Capital Partners and Rob Margeton, Ryco Advisors

May 19, 2022 by John Ray

Ryco Advisors
North Fulton Studio
Eric Togneri, Neri Capital Partners and Rob Margeton, Ryco Advisors
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Ryco Advisors

Eric Togneri, Neri Capital Partners, and Rob Margeton, Ryco Advisors (The Exit Exchange, Episode 14)

Eric Togneri, Managing Partner with Neri Capital Partners, and Rob Margeton, Co-Founder of Ryco Advisors, joined the show to discuss critical elements and considerations in selling a business. They discussed the increasing attempts of equity groups to consolidate industries, the role of business valuations, current issues such as price increases in labor and product, the conversations to assist sellers to improve valuations, encouraging business owners to reduce their role, and much more.

This episode of The Exit Exchange was co-hosted by Bob Tankesley and Maria Forbes and is produced virtually from the North Fulton studio of Business RadioX® in Alpharetta.

Neri Capital Partners

Neri Capital Partners was founded in 2006 with headquarters in Atlanta, Georgia. Our firm is an investment bank for family-owned and privately-held small and midsize businesses with a strong history and clear path to growth. Neri Capital provides merger, acquisition, and related advisory services.

Neri Capital Partners’ entrepreneurial and transactional experience and expertise has positioned the firm as uniquely qualified to offer advisory services for business owners to successfully Determine, Build and then Realize the value they have created. Regardless of where our clients are in their business life cycle, Neri Capital services are designed to add value to liquidity.

Company website  | LinkedIn

Eric Togneri, Managing Director, Neri Capital Partners

Eric Togneri, Managing Director, Neri Capital Partners

Eric Togneri is a Lower-Middle Market Investment Banking professional providing Investment Origination and M&A Advisory.  He is also a Consumer Goods Team Leader for Sales, Shopper Marketing, Trade Promotion, Trade Finance, and Business Analytics.

Eric is currently serving as Managing Director of Neri Capital Partners focused on providing Business Owners the path to Determining, Building, and Realizing the Value of Companies; Also, providing Deal Origination expertise for Private Investors to achieve Quality Deal Flow.

Prior to Neri Capital, Eric was an accomplished Consumer Products Department Head and National Team Leader with Fortune 100 consumer organizations such as L’Oréal, Pfizer, and Sanofi; Also, a Sr. Consultant at Neri Consumer and a Principal in the Category Management Association.

LinkedIn

Ryco Advisors

Ryco Advisors is an Atlanta-based, independent advisory firm focused on the sale of small and lower-middle-market owner-operated companies.

The professionals at Ryco not only have extensive financial and transactional experience, but they’ve also been business owners just like you.

They have run their own operating businesses and understand firsthand what it’s like to make the decision to sell and which steps to take to achieve a profitable sale. They leverage their perspective as business owners, coupled with years of experience working with major Wall Street firms and consulting companies, to achieve superior results for our clients.

They have advised numerous clients – both large and small – on sale and transfer transactions, and treat every business they sell as if it were their own.

Company website | LinkedIn

Rob Margeton, Co-Founder, Ryco Advisors

Rob Margeton, Co-Founder, Ryco Advisors

Robert (Rob) Margeton has over 15 years of experience working in the financial services industry and running his own business. Prior to co-founding Ryco Advisors, Mr. Margeton served as a Managing Director at Capstone Advisory Group, a New York middle-market restructuring, and financial advisory consulting firm. During his tenure there, he advised clients on over 50 transactions across a diverse set of industries. Mr. Margeton also has extensive experience running and managing his own business.

Together with Lindsay Margeton, he acquired the flagship Fleet Clean location in 2013 and oversaw a successful sales process in 2018. During their tenure at Fleet Clean, the company’s revenues and EBITDA grew by over 75% and 95%, respectively. They managed over 30 employees and serviced more than 150 clients throughout Metro Atlanta, including many Fortune 500 companies. Ryco Advisors assists owner-operating businesses in the lower middle market space on sell-side engagements. Businesses typically have revenues between $5 million and $50 million.

LinkedIn

The Exit Planning Exchange Atlanta

The Exit Planning Exchange Atlanta (XPX) is a diverse group of professionals with a common goal: working collaboratively to assist business owners with a sale or business transition. XPX Atlanta is an association of advisors who provide professionalism, principles, and education to the heart of the middle market. Our members work with business owners through all stages of the private company life cycle: business value growth, business value transfer, and owner life and legacy. Our Vision: To fundamentally changing the trajectory of exit planning services in the Southeast United States. XPX Atlanta delivers a collaborative-based networking exchange with broad representation of exit planning competencies. Learn more about XPX Atlanta and why you should consider joining our community: https://exitplanningexchange.com/atlanta.

The Exit Exchange is produced by John Ray in the North Fulton studio of Business RadioX® in Alpharetta. The show archive can be found at xpxatlantaradio.com.

John Ray and Business RadioX are Platinum Sponsors of XPX Atlanta.

Tagged With: Eric Togneri, mergers & acquisitions, Neri Capital Partners, Rob Margeton, Ryco Advisors, selling a business, The Exit Exchange, XPX Atlanta

Anna Brumby, Walden Businesses

May 2, 2022 by John Ray

Anna Brumby
North Fulton Business Radio
Anna Brumby, Walden Businesses
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Anna Brumby

Anna Brumby, Walden Businesses (North Fulton Business Radio, Episode 453)

Anna Brumby, a principal at Walden Businesses, joined host John Ray to cover various aspects of her work as a business broker and intermediary. She had advice on what to look for in a business broker, how to prepare your business for sale, stepping back from day-to-day leadership, getting a valuation, and much more.

North Fulton Business Radio is broadcast from the North Fulton studio of Business RadioX® inside Renasant Bank in Alpharetta.

Walden Businesses

Walden is a results-oriented business intermediary.

The firm’s focus is on introducing the client’s business to prospects that are serious, qualified, and capable of completing the business transaction.

An owner’s identity and business information are not compromised. Discretion and attention to detail are the cornerstones of Walden’s success.

The firm’s reputation for completing transactions with high-quality companies is a market advantage. Many of Walden’s clients are pre-qualified and referred by accountants and attorneys who are aware of Walden’s impeccable credentials.

Walden’s professionals are dedicated to assisting clients in achieving their goals.

Walden offers the following services to its clients:

  • Sell-Side Representation
  • Buy-Side Representation
  • Consulting Services
  • Valuation Services

If you are reviewing your company’s strategic alternatives and seeking professional advice, or wish to learn more about our process for optimizing your financial goals, please contact us or give one of our principals a call at 678-277-9951.

Company Website |LinkedIn

Anna Brumby, Principal, Walden Businesses

Anna Brumby, Principal, Walden Businesses

Anna Brumby brings over 20 years’ experience to Walden Businesses as an influential business leader working with Fortune 500 companies and small businesses on multiple continents. Anna is an experienced professional with an extensive background in sales strategy development, contract negotiations, marketing strategies, financial analysis, and communication development.

Anna spent years working with the largest credit processing company on global expansion strategies including acquisition targeting and evaluation for the mergers and acquisition team. Additionally, she led a high-growth sales team working to expand the corporate footprint across the US and into new international markets. For the last decade, Anna has worked with small business owners on acquisition strategies and growth plans to increase their revenues and expand business operations.

Certified as a Mergers and Acquisition Professional (CM&AP) through the Kennesaw State University, Coles College of Business – Executive Education Program, Anna has focused her efforts on exit strategy planning for her clients to ensure they receive the maximum value for their businesses when preparing to sell. Anna is recognized as a trusted business strategist and has been a frequent public speaker at international conferences, universities, and professional business organizations. As an ongoing advocate for small business owners, Anna has been a frequent guest on Fox Business News, 11-Alive, and WSB Atlanta.

She holds a dual BS degree in both Political Science and Accounting from Presbyterian College and an MBA in Marketing from the University of Georgia, Terry College of Business.

LinkedIn

Questions and Topics in this Interview:

  • When do you start preparing your business for sale and the top three steps to take
  • How do you build the value of your company so it’s ready to sell?
  • Do you understand the sales process and the best way to prepare?
  • What professional support services will I need to help me during the sales process?
  • How do I prepare for after the business has sold?

 

North Fulton Business Radio is hosted by John Ray and broadcast and produced from the North Fulton studio of Business RadioX® inside Renasant Bank in Alpharetta. You can find the full archive of shows by following this link. The show is available on all the major podcast apps, including Apple Podcasts, Spotify, Google, Amazon, iHeart Radio, Stitcher, TuneIn, and others.

RenasantBank

 

Renasant Bank has humble roots, starting in 1904 as a $100,000 bank in a Lee County, Mississippi, bakery. Since then, Renasant has grown to become one of the Southeast’s strongest financial institutions with over $13 billion in assets and more than 190 banking, lending, wealth management and financial services offices in Mississippi, Alabama, Tennessee, Georgia and Florida. All of Renasant’s success stems from each of their banker’s commitment to investing in their communities as a way of better understanding the people they serve. At Renasant Bank, they understand you because they work and live alongside you every day.

 

Special thanks to A&S Culinary Concepts for their support of this edition of North Fulton Business Radio. A&S Culinary Concepts, based in Johns Creek, is an award-winning culinary studio, celebrated for corporate catering, corporate team building, Big Green Egg Boot Camps, and private group events. They also provide oven-ready, cooked from scratch meals to go they call “Let Us Cook for You.” To see their menus and events, go to their website or call 678-336-9196.

Tagged With: Anna Brumby, business broker, business intermediary, M&A, M&A transactions, North Fulton Business Radio, renasant bank, selling a business, valuation services, walden businesses

Selling Your Business, with Cliff Bishop, Brady Ware Capital

February 21, 2022 by John Ray

Brady Ware Capital
Inspiring Women PodCast with Betty Collins
Selling Your Business, with Cliff Bishop, Brady Ware Capital
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Brady Ware Capital

Selling Your Business, with Cliff Bishop, Brady Ware Capital (Inspiring Women, Episode 42)

If you’re a business owner considering selling your business, this episode of Inspiring Women is for you. Cliff Bishop of Brady Ware Capital joined host Betty Collins to discuss the environment for selling a business, understanding what your business is worth, the toughest part of selling a business, and much more. Inspiring Women is presented by Brady Ware & Company.

Betty’s Show Notes

We’ve been starting this year with optimism.

My guest in my last episode was Randy Gerber from Gerber Clarity and we discussed first-generation wealth and wealth transfer.

In this episode, I speak with Cliff Bishop of Brady Ware Capital. Cliff is a good friend and colleague of mine. We talk about how he and Brady Ware Capital help business owners and entrepreneurs understand, increase, and unlock the value of their businesses. Cliff talks about how we can help you buy a business, sell a business, raise capital, understand the value of your business, and more. Is this a good time to sell your business?

2021 was an exceptional year. We see all the fundamentals being really strong for 2022. There’s just a lot of capital in the market looking for good companies. So the answer is yes!

What are the most important factors that drive the valuation of a business?

There are a lot of things that are going to drive the ultimate valuation, but a couple of things jump out. One is growth, and the second thing, no matter what the industry, is predictability and recurring or consistent revenue.

What is the toughest part of the selling process that you’ve experienced with business owners?

I think without a doubt, it’s the due diligence process. Just because it’s a very good time to be selling right now and there’s a lot of money out there, it’s not easy money.

What options does an owner have when they’re considering the sale and transaction of their business?

I think most business owners, there are a lot of business owners that envision that when they sell the business, they’re going to call her biggest competitor and they’re going to take over. And that the owner is going to clear out their desk and ride into the sunset. And that rarely happens.

Cliff goes on to talk about what a business owner is not supposed to do when selling their business. They make mistakes. What are those things that they fall into that can be avoided? And finally, what does a business owner need to do to prepare? And what’s the timeline?

This is THE podcast that advances women toward economic, social, and political achievement. Hosted by Betty Collins, CPA, and Director at Brady Ware and Company. Betty also serves as the Committee Chair for Empowering Women, and Director of the Brady Ware Women Initiative. Each episode is presented by Brady Ware and Company, committed to empowering women to go their distance in the workplace and at home.

For more information, go to the Resources page at Brady Ware and Company.

Remember to follow this podcast on Apple Podcasts and Google Podcasts.  And forward our podcast along to other Inspiring Women in your life.

TRANSCRIPT

[00:00:00] Betty Collins
I am so glad that you are joining us today. We’ve been starting this year with some, some different people and that are kind of really in an optimistic mode, and one of those was Randy Gerber with Gerber Financial and and he’s a guy who who loves the marketplace. I mean, he is optimistic for twenty twenty two, even though we all still kind of live on the edge because of twenty and twenty one, right? I mean, we all think maybe we could go back to two thousand nineteen, but that’s not what we’re going to do. Instead, we’re going to head into twenty two, and he was really optimistic. So I encourage you to listen to that podcast. It was about a lot of times that first generation business is who he really works with. But I have a guest today that works with not just first generation, second and third and the whole point of owning a business in for Betty Collins. As a shareholder of Brady, we’re and Schoenfeld is one day I’ll sell it right. One day I have stock and I can and I can pass it on to somebody instead of working for someone all my life. And so today I want to introduce you to someone who helps businesses do that when they get to that point of selling and or wanting to sell or wanting to buy or wanting financing to go all those things. So I’m with today the president of Brady, where capital who of course, is related to Brady, where in Schoenfeld and I’m going to let him talk a little bit. It’s Cliff Bishop. He has a great team around him. I would tell you to go to his website. He will direct you there to see his team of seasoned people on selling businesses, and we’re going to find out if twenty twenty two is a good time to buy and sell. He’s going to go into that. So Cliff, welcome today and just tell us a little bit about you and Brady. We’re capital.

[00:01:44] Cliff Bishop
Sure, Betty, thanks for having me. It’s good to join you on this. Brady, where capital? Just a quick overview is related to Brady. We’re in Schoenfeld, but we focus exclusively on transactions, mostly helping sellers sell part of a business. We also do some financing growth capital, and we work with some companies on growth strategies, helping them acquire other businesses. But there’s a group of seven of us. We have over one hundred and fifty years of experience with that group. And what we’ve really found over the years is that a successful transaction is not defined just by the dollar amount, which is always important and we focus on that. But it’s also the other things, including personal goals, the legacy of the business, protecting employees and things like that. So in addition to being financial people, we’re also consultants and psychologists sometimes and really enjoy working with entrepreneurs and business owners to to find out what works best for them.

[00:02:41] Betty Collins
Yes, and I’ve done several transactions with Cliff. We’ve worked through that. And when he says we’re sometimes counselors, they are always counselors. It’s a big deal to sell your business or to buy one. And so that’s where Brady, where capital gets you through this process.

[00:03:00] Betty Collins
So what I really want to know, though, and my audience wants to know and the whole world wants to know really is, is this a good time to sell your business?

[00:03:10] Cliff Bishop
Yes, I think it is. And of course, it depends on the specific business. But twenty twenty one was an exceptional year. We see all the fundamentals being really strong for twenty twenty two. Quite simply, very. There’s just a lot of capital in the market looking for good companies. Public companies have record amounts of cash. Many private companies have have high levels of cash due to good operations, but also to funds that they receive from the PPP program. Private equity groups have almost a trillion dollars invested money that they’re looking to put to work. And all of these companies, you know, if you’re going to grow right now, it’s kind of hard to do it organically. They’re looking to acquisitions as a main component of that growth strategy. So you’ve got all this money out there looking for for businesses and ways to put it to work.

Absolutely. I know as an accountant, as a CPA who looks at financials all day long, the balance sheets are solid. And so it’s obviously a great time to sell that really good balance sheet. But but when you have a good balance sheet, it’s a good time to buy as well. And it’s not just let’s talk beyond the balance sheet.

[00:04:21] Betty Collins
I mean, what are the most important factors that that drive the valuation of a business?

[00:04:26] Cliff Bishop
Yeah, that’s that’s a good question, Betty. And there’s a lot of things that are going to drive that the ultimate valuation, but a couple of things jump out. One is growth, and it’s not always just historical growth. So buyer is typically looking to double the size of a business in a three to five year period. They’re going to put a good value on it, so they’re going to look at the historical growth for the business. But more importantly, they’re going to look at what is the potential to grow once they acquire it. Many of our clients to the point in their business where they haven’t focused on growth recently. They built a very strong business, it’s very profitable, accomplishes all the goals that they have, and to kind of restart it and invest more money and time and effort. They don’t always do that. But what’s really important and we work with entrepreneurs to do this is to lay out a growth strategy for the people that might be acquiring it. So for instance, if you can say, Hey, this is where we are now, we could expand geographically or we could expand our product line or we could add more salespeople. Those are the things that you really need to do to to get the answers from potential buyers and maximize your valuation.

[00:05:35] Cliff Bishop
The second thing that we see that no matter what the industry that is really important is the predictability and our recurring or consistent revenue. So tech companies usually have very high multiples because their technology, but it’s really because most of their clients are sending sending payments in monthly or annually. And it’s the same clients month after month, year after year, so that more predictable and recurring revenue you have with with a large customer base is going to drive valuations. There’s there’s other things that go into it, but I think those two are the key things that some people don’t always focus on.

[00:06:13] Betty Collins
Yeah, they also don’t. What I find is they don’t focus on the team. You know, everyone thinks I’m selling my goodwill or, hey, I can make money. But the team that’s in place is also usually pretty huge. When you’re when you’re buying and selling it, it definitely if you have that team that you’ve developed that you can be the business owner and not be there because this team is so good right now, will they stay with the new buyer? There’s always a question, but but at the same time, that team is a crucial thing to be building.
When you’re looking at when I sell one day, I really want a good group that is there with me and that could stay on without me. And people kind of overlook that, you know, sometimes.

[00:06:59] Cliff Bishop
But I’m going to it down to that because I think that’s a that’s a great point is building a team is extremely important because most of the the owners that are selling want to either exit the business or at least reduce their involvement in it. And most of the buyers don’t have a lot of people on the bench that are going to parachute in and run the business. They want to supplement what’s already there with with that management team. So you know the perfect scenarios where the owner has kind of worked his or herself out of out of their job?

[00:07:28] Betty Collins
Right. So, you know, I would say to business owners, a lot of times you want to they want to be the smartest one in the room. They want to be the guy, they want to be the gal. They are it, they are it. But man, if you’re looking at the value of your business, it’s also really not just you, it’s the value of you not being there. It’s the value of that team that you could sell and be in place, and it makes that buyer so much easier to come in, right? So but but you know, we’re making it sound so easy that you just do these things and it all happens.

[00:08:02] Betty Collins
What is the toughest part of the selling process that you’ve experienced with business owners?

[00:08:08] Cliff Bishop
Yeah, I think I think without a doubt, it’s a whole due diligence process, so it’s a very good time to be selling right now and there’s a lot of money out there. It’s not easy money. And what we’ve seen over the last five years or less is that no matter what the size of the deal, the amount of due diligence now is more like it used to be if a public company was selling. So the buyer is going to bring in outside accountants, they’re going to bring in business strategies, they’re going to do background checks. Sometimes they bring in psychologists to say, Hey, do testing on employees and everything. It’s just a company that’s open to new ideas and things like that. So it’s really a gauntlet, and it’s for two reasons. I mean, the buyer really wants to know those things. But the second reason is they also use due diligence to try and beat price down. Sure. So being organized and due diligence, having all the numbers together, making sure that we have the experience to know what the due diligence looks like. And if you well prepared in your aggressive in that, you can usually usually get through it unscathed. But it is a process and every business owner we work with said, Wow, when we get done, they say, you told me that it was going to be tough, but I had no idea what you meant. Yeah.

I mean, this is these are people coming in and scrutinize everything you’ve ever done and built as a business, and now it’s being completely scrutinized. You know, and on top of that, as you and I have done some deals together and I’ve been part of merger and acquisition, one of the things that is really tough in the selling aspect is just as much as they want to go. They don’t know that they can’t go. Letting go and wanting to keep staying is also one of those things. That’s where the counseling comes in, right? That’s where you really play a role. So it’s not all just numbers and easy stuff in Evita. There’s so much to it. But, you know, in today’s market where there is a lot of capital and there’s a lot of options and there’s there’s buyers who are still very, Hey, let’s keep this going. There sellers who want to maybe get out, but they still like being in the game. You know, what are options?

[00:10:21] Betty Collins
What options does an owner have when they’re considering the sales and transaction of the business?

[00:10:28] Cliff Bishop
Well, Betty, this this is a fun part for me because I think most business owners, there are a lot of business owners and vision that when they sell the business, they’re going to call her biggest competitor and they’re going to take over and that the owner is going to clear out your desk and ride into the sunset. And that rarely happens. There’s all kinds of options that that that don’t require you to just just leave. Now, some people, if they want to exit, we can do that. But most of them, and probably over half the deals we’ve worked on in the last couple of years involve selling maybe 80 percent of the company, retaining 20 percent or some something in that range, and then focusing on helping the new owner grow the company. But they can get rid of a lot of the things that maybe weren’t so much fun. So all the air can be turned over so they don’t have to worry about employee problems or hiring or when there’s disputes on the floor. They may not have to deal with the banking or the insurance or regulatory environment, type things. So we’ve seen the entrepreneurs be able to focus on what they really like, which might be new business development. Product development might be focusing on trade shows and developing a bigger network.

[00:11:40] Cliff Bishop
And then they also have the capital of their new partners. So they’re not doing out with their own money. They’re not signing any bank notes or anything like that, right? They’re using somebody else’s money to really grow the business. And we’ve had, you know, I would say not all entrepreneurs are good employees, so it doesn’t always work. But many, many people that we’ve dealt with have really become reinvigorated and said, Boy, I thought I wanted to retire and get the heck out of this business where I’m having a lot of fun now and doing the things I like and I still have my identity with the business. Right. So that’s that’s one option. And then there’s other other options other than than selling completely. There’s transitioning of other family members, and we can help put together that financial roadmap for that. There’s management buyouts, which, you know a lot of times honestly sound good, but it’s hard to come up with the money for the management, but we work on that. And then there’s also the ESOP options. So really counseling the owners, and it’s really fun. The first time we go in and meet with somebody and say, Hey, do you want to sell? Let’s consider all these options and figure out what’s best for you and your business and your family.

[00:12:47] Betty Collins
Well, I can tell you that it isn’t just one. How do I say this? It isn’t just one size fits all. There are so many different ways you can do and sell and stay and leave and and you guys do some great stuff and get creative. And I’ve been part of those times where that happens and then everybody wins in the end. Now you’ve really talked about what you should do, what you’re not supposed to do, but what.

[00:13:15] Betty Collins
Let’s talk about what you’re not supposed to do or what are some of the typical business owners? They make mistakes when it comes to selling their business. What are those things that they fall into that can be avoided?

[00:13:28] Cliff Bishop
Yeah, another good question. I think I think the biggest thing is focusing only on price versus the whole. All the things that go into deal. And as I said earlier, price is always important and I don’t want to diminish that. But it’s not the only thing, and we try and encourage the seller to understand what’s going to make you live happily ever after. Is it just the money? No, probably not. It’s it’s a lifestyle. It’s other things that go along with that. But when you when you start negotiating a deal, a lot of owners focus only on the price. And if they don’t have somebody like us involved or their attorney involved, they miss some of the key deals. Key deal points. I’m sorry, you know, some money all going to be up front. It’s going to be paid over time. What types of guarantees is the seller going to have to give to the people coming in to buy I. One of the buyers that we got to know pretty well has already said all that your seller name, the price, whatever they want, as long as I get to make the terms. So, you know, they want $10 million fine, you give me 20 years to pay him that we got a deal. So the point is the mistake that people make is to is to not look at the the all the terms that go into the deal. And then I think that the second thing would be what what you referenced earlier would be not building, not building out a full team, you know, saying, Hey, I’m going to do everything, I’m going to run the sales, I’m going to have all the relationships, I’m going to run the operations. And it’s really the opposite thing that you need to do is counterintuitive. You need to work yourself out of those things to build value. But those mistakes are pretty typical because, you know, entrepreneurs are wired that way. Type A personalities aggressive, which are all good things, but they need to be tempered a little bit in a process.

Right? Right. You know, one of the things when I deal with clients, when they kind of are getting to this point and they start talking about it and I’m a CPA, I’m not a broker, I’m not a consultant. But the one thing I say to them is, would you buy you? And you’ve got to really take that question to heart and look and go, Would you buy you? And a lot of times they’re go, No, that’s why I want to sell. So don’t you know, if you’re just going to focus on price, you’re going to focus on what you get. You have to also say, would I buy me and fix those things that would make it differently? That would make you want to buy you? Not always an easy conversation because they have to. They have to really be honest and open with themselves and look in the mirror. But sometimes they don’t want to. They don’t want to face that. And my mom always said it’s as the sale price is what someone’s willing to pay at the end of the day, you know. And so when you’re too focused on price and you’re too focused on what am I going to get now, you could really lose especially a lifetime of hard work.

[00:16:18] Betty Collins
So you don’t want to be in those mistakes making those things just my common sense approach. Cliff, I’m not sad. You know, I’m not a big broker like this of President of Brady recapitalise. But you know, a lot of times people don’t want to. They want to sell, but they want to sell like, Oh, right now, let’s just get this done. I’m tired. Instead of going, I probably should have prepared for this moment because it’s kind of like you’re almost resigning to. I’m going to retire. And now I’m older, I’m I’m giving up. But really, it is. You’re preparing to sell a business to be the most successful sale of your, of your time, of your, of your lifetime work, or even maybe a second third generation. So to effectively sell something and really get that optimization for you, your family, whatever it is.

[00:17:15] Betty Collins
What is it that the business owner needs to do to prepare? And the second question on that is what? What’s the what’s the kind of the timeline? Is it one year, six months, two days, five years? You know, those are something that I think my audience needs to hear you talk about now.

[00:17:33] Cliff Bishop
That’s exactly right. You hit it on the head. I mean, I think the high level comment would be that you really want to start the process when you still have gas left in the tank where there’s still enthusiasm for the business. I’ll call it a runway where the owner doesn’t say, I have to be out of here 90 days or, you know, there’s health problems that necessitate them leaving. So the enthusiasm shows in the in the process. So if somebody waits too long, that becomes clear. And like you said, it seems like a fire sale and take this thing off my hands and let me go to the beach. We’ve done those transactions, but that’s not profitable. The biggest, excuse me. The biggest thing that can be done is to build a good team, which we’ve already hit on, but also built out the financial statements. And this goes back to also what we talk about the due diligence. You have no idea the depth and how deep people are going to dig on the financial statements. For instance, almost every buyer is going to ask not just what your top and bottom line is, but where where are you making your money? So give me revenue and gross profit by product. Let us see revenue and gross profit by customer. So if you’re a company may have a customer, that’s 50 percent of revenue the buyer wants to know is that 50 percent of gross profit, or 20 percent or 80 percent? And you know, most most businesses don’t have a handle on that.

[00:18:58] Cliff Bishop
So now they can get it fairly easily. So if they put together a team and work with their CPA and and other people, they can get those numbers, I think, and then also building the same thing on a legal side, making sure that everything’s in order with their attorney and all the records and things like that. So the timing can can be different. We met with some companies that are ready to go. You meet with them and say, Wow, your numbers are great, you have a good command of your business. You put together a good M&A type team. You know, we could get going in the next three months. There’s others we work three, four or five years with where the timing’s just not right. We can help them find the right people to come in and work on their numbers, put systems in place. And honestly, it’s usually not rocket science, it’s just a commitment to focus on that. The process itself, Betty, I mean, once a company is ready to go, it can go quicker than what most think. You know, from. We had one engagement letter that we signed in August of this past year and we closed at December thirty first. Most processes don’t take from the time they were to engage and really get going would take six to six to eight months.

[00:20:12] Betty Collins
Well, you know, one of the things I when I talk to business owners in twenty one was one of those years. I’m sure that you was a banner year. It was a huge year for people buying and selling mostly. There was a lot of fear. There’s a lot of unknown, right? What I tell people when you’re going to make decisions, especially like, Hey, I think I’m just going to sell because this legislation is going to get passed or there’s just there’s indicators out there in the market that tell you to not need your react, you know? And so I tell them, I get it that that the stock market was thirty seven thousand and now it’s thirty six and it’s going to thirty five something that’s not what you make your entire decision on your consumer price index, your interest rates, what is government in keeping a tax does play a role of how is that going to affect my buy or my sell when you’re making a decision of a lifetime business or hard work and you took the risk. There are so many factors that come into play before you just go make a decision that it’s time, you know, and I can’t emphasize that enough. And in talking with you over the years and certainly with Randy, it’s a great Randy Gerber.

It’s a great time to sell. Almost always, you know, I mean, you have those years, but there’s still a lot of good indicators out there and you’ve got to pay attention to those as well. When you’re making that, I’m ready now to make this decision, especially when you took the risk. You should get the reward and not make impulsive decisions. And that’s why I really wanted to have Randy Gerber and Brady worked capital on my podcast, talking about the good side. Talking about the optimism. Keeping that alive. One of the reasons I’m a business owner and I’m a CPA and I do what I do is because when the marketplace in this country works, the world works. And when employers can have employees, that means they’re there provision for households that form our communities. So it all plays a role and there’s all kinds of things you should be looking at as you’re making these decisions. So I know if you have questions and follow up and would like to get to know Cliff Bishop and Brady, we’re a little bit more.

[00:22:31] Betty Collins
Cliff, can you kind of direct us to the website as to where they can find you in your email?

[00:22:37] Cliff Bishop
Sure. The website is WW W Brady, Ware capital? And there’s also a link from the from the main Brady Ware site my email is. See Bishop Brady. Let’s see, I help at Brady. And my direct number is nine, three seven nine one three two five three eight, and I know if you want to contact that he she’ll be gracious enough to put us in contact as well. So really enjoy talking to entrepreneurs and look, even if you’re not ready to sell the business, you just want to talk about potential valuations and what’s going on in the market. We really enjoy those conversations. We have spent a time and we’ll love to talk to you. I personally enjoy hearing the stories that entrepreneurs have about how they’ve built their business and what they want to accomplish. So I really hope we get some, make some contacts and can help people make some good decisions.

[00:23:35] Betty Collins
Great. Cliff, again, thank you so much for taking time today, for joining my audience and everybody, you know, keep moving forward. Keep keep your optimism out there and grow. That business is the one thing that you control every day, right? For the most part, so buying and selling is something you need to be thinking about. And as an entrepreneur and I know that Brady Ware Capital can get you there. Have a great day.

Automated transcription by Sonix www.sonix.ai

Tagged With: Brady Ware Capital, buying a business, Cliff Bishop, raise capital, selling a business, value of your business

Realtor Andre Wigfall and Yasmine Jandali with Starwood Business Group

August 19, 2021 by Mike

Gwinnett Business Radio
Gwinnett Business Radio
Realtor Andre Wigfall and Yasmine Jandali with Starwood Business Group
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Andre Wigfall and Yasmine Jandali

Andre Wigfall/Andre Wigfall Realty (Keller Williams)

Andre Wigfall Realty helps families sell or find their dream home within their “real world capacity”. Helping others is Andre’s passion. His slogan is: “Your Dream. Our Purpose.”

 


Yasmine Jandali/Starwood Business Group & Atlanta Business Brokers

Since 2005, Starwood Business Group has helped hundreds of business owners successfully sell their companies. Voted the “Best Business Brokers of Atlanta” for 2021, SBG can help you navigate the sales process professionally and confidentially. SBG founder and Managing Broker is Yasmine Jandali, one of less than 500 brokers in the world to earn the prestigious Certified Business Intermediary (CBI) designation. Reach out today for your free, no-obligation business consultation.

Gwinnett Business Radio is presented by

Tagged With: andre wigfall, andre wigfall realty, atlanta business brokers, business broker, business podcast, business radio, Business RadioX, gwinnett business, gwinnett business podcast, Gwinnett Business Radio, Gwinnett Business RadioX, gwinnett businesses, gwinnett online radio, gwinnett radiox, Keller Williams, online radio, podcast, Radiox, real estate, regions bank, selling a business, small businesses, sonesta gwinnett place, Starwood Business Group, steven julian, subaru, subaru of gwinnett, subaru radio studio, Yasmine Jandali

Young Bebus, VR Business Brokers

June 10, 2021 by John Ray

Young Bebus
Minneapolis St. Paul Business Radio
Young Bebus, VR Business Brokers
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VR Business Brokers

Young Bebus, VR Business Brokers (Minneapolis-St. Paul Business Radio, Episode 9)

Finding she loved the mergers and acquisition side of business, Young Bebus leapt from healthcare operations into owning her own business brokerage. In a conversation with host John Ray, Young discussed the market for businesses today, why the hard part of selling a business goes deeper than just receiving the letter of intent, what buyers need to think about in purchasing a business. and much more. Minneapolis-St. Paul Business Radio is produced virtually by the Minneapolis St. Paul studio of Business RadioX®.

VR Business Brokers

VR has been the industry leader for over 35 years. It has set the highest quality standards in the industry, provides the most extensive training program for its’ intermediaries, maintains the largest national database of sold businesses to assist in business valuations, and has been rated the number one Business Brokerage in the world.

VR was founded in 1979 to fill the void for quality service that existed between the Real Estate Industry and Investment Banking Representation to buyers and sellers of main street, upper main street and middle-market businesses that had remained under-serviced.

VR has always been light years ahead of its industry, and continues to pave the path that others continue to follow. VR’s continual drive to improve and achieve has led to the creation of several divisions designed to meet the rapidly changing needs of its’ business clients around the world. The past few years has seen the highly successful deployment of VR.

VR’s components of its’ success are the strength, professionalism and commitment of VR’s Network of Intermediaries working diligently with every client, not as business brokers merely trying to make a sale, but rather as advocates providing a comprehensive consultative approach to each and every business transaction. You will find that VR provides you with exactly the same level of service and professional resources that a large institutional client receives from the finest investment bank.

VR continues to be the leading force within the industry as it moves into the future, always developing new and innovative practices of buying and selling businesses, protecting client interests, and refining the level of services every small and mid-size business owner should expect to receive.
Company website | LinkedIn  | Facebook

Young Bebus, Managing Broker, VR Business Brokers

Young Bebus, Managing Broker, VR Business Brokers

Young Bebus, Principal Broker, BCA (Business Certified Appraiser), CM&AP (Certified M&A Professional) Young Bebus brings combined over 20 years of experience in M&A, valuation, real estate, management, operations, marketing, consulting while holding various positions as director, regional director, and healthcare operations COO in Corporate America and as a small business owner.

She holds her MBA from Carlson School of Management, Business Certified Appraiser designation from ISBA (International Society of Business Appraisers), and CM&AP (Certified Mergers and Acquisitions Professional) designation from Coles College of Business, (EDLI) Executive Leadership Certification from Erickson School of Business, Minnesota Real Estate Broker, and is a Member of IBBA (International Business Brokers’ Association), M&A Source, ISBA (International Society of Business Appraisers), Chamber of Commerce.

Young is named as one of 2020 Top Women in Finance Honorees by Finance & Commerce and teaching Business Start-up course for SCORE South Metro, MN.

Young’s areas of expertise include business appraisal, M&A, exit plan and growth strategy, health care services and products, senior long-term and assisted living facilities, information technology, and contractor services.

LinkedIn

Questions and Topics in this Interview

  • The trend in business sales and M&A space
  • You were in healthcare operations. What got you into this line of work?
  • Why do owners seek out the business brokers, M&A advisors FAQs by business owners
  • How is VR different and what can the company offer?
  • How does VR handle business sales and the process?

Minneapolis-St. Paul Business Radio is hosted by John Ray and produced virtually from the Minneapolis St. Paul studio of Business RadioX® .  You can find the full archive of shows by following this link. The show is available on all the major podcast apps, including Apple Podcasts, Spotify, Google, Amazon, iHeart Radio, Stitcher, TuneIn, and others.

Tagged With: business broker, business brokerage, buying a business, M&A, mergers & acquisitions, selling a business, VR Business Brokers, Young Bebus

Dr. Larry Gard, Hamilton-Chase Consulting (The Exit Exchange, Episode 3)

March 18, 2021 by John Ray

Dr. Larry Gard
North Fulton Studio
Dr. Larry Gard, Hamilton-Chase Consulting (The Exit Exchange, Episode 3)
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Dr. Larry Gard

Dr. Larry Gard, Hamilton-Chase Consulting (The Exit Exchange, Episode 3)

Selling or transitioning out of a business isn’t all about dollars and cents. Acknowledged or not, psychological and emotional issues come into play, and those considerations must be navigated by business owners and their advisors. On this edition of “The Exit Exchange,” Dr. Larry Gard covers the four psychological mistakes business owners make as they approach an exit. This edition of “The Exit Exchange” is co-hosted by David Shavzin and Bob Tankesley and is produced virtually from the North Fulton studio of Business RadioX® in Alpharetta.

Hamilton-Chase Consulting

Hamilton-Chase Consulting offers pre-hire assessments to ensure that the people you hire are a good fit for the job, executive coaching and 360-degree feedback to help your key staff perform at their best. They specialize in career coaching and pre-retirement consulting to foster a positive, smooth transition to your next chapter. Find your retirement transition readiness score here: https://assess.coach/donewithwork.

Dr. Larry Gard, Consulting Psychologist, Hamilton-Chase Consulting

Dr. Larry Gard is a consulting psychologist and president of Hamilton-Chase Consulting in Chicago.  From hiring to retiring, Dr. Gard’s work centers around the concept of goodness-of-fit, ensuring that people are engaged in activities that are well-suited for their personality.  He teaches firms how to refine their selection process so that hiring decisions are more accurate and the right candidates are chosen.  Larry also works with late-career professionals and business owners, offering brief coaching to help them prepare emotionally for a satisfying transition to their next chapter. Dr. Larry Gard

He is the author of “Done with Work: A dozen perspectives on the decision to retire”.

Company website | LinkedIn | Facebook

Questions and Topics in this Interview

  • What led you to focus on psychological preparation for a business owner getting ready to sell?
  • What mistakes have you seen people make?
  • When business owners aren’t emotionally ready to retire, what consequences have you seen?
  • What specifically will affect business owners in the lower middle market that our XPX members can take into account when advising their clients?
  • How can we, as advisors, best raise this topic with our clients?
  • Why are you a member of XPX?

The Exit Planning Exchange Atlanta (XPX) is a diverse group of professionals with a common goal: working collaboratively to assist business owners with a sale or business transition. XPX Atlanta is an association of advisors who provide professionalism, principles and education to the heart of the middle market. Our members work with business owners through all stages of the private company life cycle: business value growth, business value transfer, and owner life and legacy. Our Vision: To fundamentally changing the trajectory of exit planning services in the Southeast United States. XPX Atlanta delivers a collaborative-based networking exchange with broad representation of exit planning competencies. Learn more about XPX Atlanta and why you should consider joining our community: https://exitplanningexchange.com/atlanta.

“The Exit Exchange” is produced by John Ray in the North Fulton studio of Business RadioX® in Alpharetta. The show archive can be found at xpxatlantaradio.com. John Ray and Business RadioX are Platinum Sponsors of XPX Atlanta.

Tagged With: Bob Tankesley, business transition, David Shavzin, Done With Work, Dr. Larry Gard, exit planning, exit planning advisors, Hamilton-Chase Consulting, psychologist, selling a business, XPX Atlanta

Decision Vision Episode 86: Should I Sell my Business During the Covid-19 Pandemic? – An Interview with Cliff Bishop, Brady Ware Capital

October 8, 2020 by John Ray

Brady Ware Capital
Decision Vision
Decision Vision Episode 86: Should I Sell my Business During the Covid-19 Pandemic? - An Interview with Cliff Bishop, Brady Ware Capital
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Brady Ware Capital

Decision Vision Episode 86: Should I Sell my Business During the Covid-19 Pandemic? – An Interview with Cliff Bishop, Brady Ware Capital

Cliff Bishop of Brady Ware Capital joins host Mike Blake to discuss the pros and cons of selling a company in today’s business climate, how attractive targets for buyers have changed, due diligence issues sellers should be aware of, and much more. “Decision Vision” is  presented by Brady Ware & Company.

Cliff Bishop, President, Brady Ware Capital

Cliff Bishop joined Brady Ware’s Mergers & Acquisition’s team in 2004 and is President of Brady Ware Capital. Cliff has more than 20 years of experience working with middle-market companies. Formerly a Senior Vice President in commercial banking with a large regional bank, Cliff provides creative solutions relating to mergers, acquisitions, and capital raising projects. Cliff’s creativity combined with his extensive experience in structuring, negotiating, and executing transactions equates to exceptional results for Brady Ware clients.

Cliff earned his undergraduate degree in finance from Indiana University and his MBA from the University of Dayton. He also holds the Series 7 and 24 securities registrations. Cliff was chosen as one of Dayton’s “Forty Under 40” business leader award recipients and is a graduate of Leadership Dayton.

Cliff is an active volunteer/board member with the YMCA of Metropolitan Dayton and currently serves as the Chair of its Board of Directors. He has also been a volunteer for Big Brothers/Big Sisters of the Miami Valley and Junior Achievement in the Dayton Public Schools.

For more on Brady Ware Capital, visit their website.

Michael Blake, Brady Ware & Company

Mike Blake, Host of the “Decision Vision” podcast series

Michael Blake is Host of the “Decision Vision” podcast series and a Director of Brady Ware & Company. Mike specializes in the valuation of intellectual property-driven firms, such as software firms, aerospace firms and professional services firms, most frequently in the capacity as a transaction advisor, helping clients obtain great outcomes from complex transaction opportunities. He is also a specialist in the appraisal of intellectual properties as stand-alone assets, such as software, trade secrets, and patents.

Mike has been a full-time business appraiser for 13 years with public accounting firms, boutique business appraisal firms, and an owner of his own firm. Prior to that, he spent 8 years in venture capital and investment banking, including transactions in the U.S., Israel, Russia, Ukraine, and Belarus.

Brady Ware & Company

Brady Ware & Company is a regional full-service accounting and advisory firm which helps businesses and entrepreneurs make visions a reality. Brady Ware services clients nationally from its offices in Alpharetta, GA; Columbus and Dayton, OH; and Richmond, IN. The firm is growth minded, committed to the regions in which they operate, and most importantly, they make significant investments in their people and service offerings to meet the changing financial needs of those they are privileged to serve. The firm is dedicated to providing results that make a difference for its clients.

Decision Vision Podcast Series

“Decision Vision” is a podcast covering topics and issues facing small business owners and connecting them with solutions from leading experts. This series is presented by Brady Ware & Company. If you are a decision maker for a small business, we’d love to hear from you. Contact us at decisionvision@bradyware.com and make sure to listen to every Thursday to the “Decision Vision” podcast.

Past episodes of “Decision Vision” can be found at decisionvisionpodcast.com. “Decision Vision” is produced and broadcast by the North Fulton studio of Business RadioX®.

Visit Brady Ware & Company on social media:

LinkedIn:  https://www.linkedin.com/company/brady-ware/

Facebook: https://www.facebook.com/bradywareCPAs/

Twitter: https://twitter.com/BradyWare

Instagram: https://www.instagram.com/bradywarecompany/

Show Transcript

Intro: [00:00:04] Welcome to Decision Vision, a podcast series focusing on critical business decisions. Brought to you by Brady Ware & Company. Brady Ware is a regional full service accounting and advisory firm that helps businesses and entrepreneurs make visions a reality.

Mike Blake: [00:00:24] Welcome to Decision Vision, a podcast giving you, the listener, clear vision to make great decisions. In each episode, we discuss the process of decision making on a different topic from the business owner’s or executive’s perspective. We aren’t necessarily telling you what to do, but we can put you in a position to make an informed decision on your own and understand when you might need help along the way.

Mike Blake: [00:00:43] My name is Mike Blake and I’m your host for today’s program. I’m a director at Brady Ware & Company, a full service accounting firm based in Dayton, Ohio, with offices in Dayton, Columbus, Ohio, Richmond, Indiana, and Alpharetta, Georgia. Brady Ware is sponsoring this podcast, which is being recorded in Atlanta for social distancing protocols. If you like this podcast, please subscribe on your favorite podcast aggregator and please consider leaving a review of the podcast as well.

Mike Blake: [00:01:08] So, today’s topic is, should I try to sell my business during the COVID epidemic? And we did a show fairly early on in the series, probably back in April of — year, which would be 2019, relatively speaking, with Roger Furrer of Brady Ware Capital. And we talked about, you know, should I hire somebody to help me sell my business? And I thought that was a useful conversation. Given the download metrics, it seems like a lot of you felt that that was a useful conversation as well.

Mike Blake: [00:01:45] And I wanted to return to the topic of of selling your business in a more specific way. And as most of you know, who have been longtime listeners or consistent listeners, we’ve done a series of COVID specific tactical podcasts. And they’re a little bit different than the normal fare we have in the Decision Vision podcast. But we felt that it was necessary to acknowledge that the world was changing, continues to change, and will have changed in many material ways that will necessitate a different decision making process and offer different decision making inputs into some very important decisions that have to be made.

Mike Blake: [00:02:34] And there are fewer decisions that are more important than selling your business. For most people who are business owners, the business is their primary, perhaps, even their sole source of wealth. And so, clearly, you have to get that right because it has an impact on your financial future and, perhaps, even the financial future of ongoing generations. And it’s also, frankly, a decision that is very hard to reverse. Once you sell a business, generally speaking, it’s no givesies backsies. And if you don’t like the deal that you’ve got a year after the fact, generally speaking, that’s kind of tough. I guess there are some ways you can kind of clause something back. But those are very hard. They’re very expensive. And those have very uncertain outcomes.

Mike Blake: [00:03:29] And as somebody who is in the business of appraising businesses and also does transaction advisory, but not in the way Brady Ware Capital does, because I don’t actually go out and market a business. I just advise people on kind of how to position a business for sale and advise them on how to select representation and so forth. But I used to do what they do, but I hated it, so I stopped doing it. I like the role that I’m in much better as a referee more than an advocate.

Mike Blake: [00:04:04] But the question comes up now that, is it worthwhile to try to sell my business? It’s a reasonable position to take to think that with all this uncertainty, perhaps, are cautious that they’re much more choosy or that prices are depressed because, maybe, everybody wants to sell their business, right? You may want to sell your business because you’re planning to sell — whatever age was your target age. And then, this virus had the audacity to show up and mess up your plans. It could be that, you know, you just don’t see kind of what the path forward is and the way that you want to pursue it.

Mike Blake: [00:04:51] I think it’s perfectly reasonable to kind of look at this environment and say, “Look, man, I didn’t sign up for this. I like running a business but when I did so, I really didn’t count on having to manage through a period of global once in a century pandemic, massive social upheaval, and murder hornets. Really, it’s not what I signed up for.” But maybe somebody else wants to sign up for it and you’re going to sell the business. Or maybe, you know, you just don’t know what to do and you’re not sure you’re the person to kind of lead your business through that and have the resources to absorb what may be very slow revenues coming in, particularly, if you’re in the hospitality industry and you kind of want to get what you can and get out. Or there may be other reasons as well.

Mike Blake: [00:05:43] But the point is that, I think there’s likely an assumption out there that you just can’t sell a business. But I think we’re going to learn that life is going on. It’s adapting for sure. But, you know, commerce does go on in this country. You know, even with lockdowns, commerce does go on. Capital needs to be deployed, wants to generate a return. But you may have to temper your expectations and you may have to approach this differently.

Mike Blake: [00:06:15] So, anyway, I hope I’ve convinced you that this is a worthwhile topic and you’ll keep listening through the end. Because I do think this is going to be a very interesting conversation and it’s going to give you a lot of great information as you think about whether trying to sell your business at this particular point in time is a worthwhile exercise to pursue.

Mike Blake: [00:06:34] And joining us to help talk us through this is my colleague and friend, Cliff Bishop, who is president of Brady Ware Capital, the boutique investment banking arm of Brady Ware & Company. Brady Ware Capital’s mergers and acquisitions specialists help business owners and entrepreneurs understand, increase, and unlock the value of their businesses. Business owners often find that managing the complexities of transactions and overwhelming experience. You need an advocate who has your best interests in mind to evaluate the opportunity to find the right partner, structure, and close the deal. Brady Ware’s business brokers are here to ease the challenges and allow you to continue running your business — throughout the transaction. And as we learned with Roger, selling your business on your own, you can do it but it’s hard. There’s a reason investment bankers make the fees they do. It’s not because we’re all just nice guys.

Mike Blake: [00:07:28] Cliff has more than 20 years of experience working with middle market companies. Formerly a senior vice-president in commercial banking with a large regional bank, Cliff provides creative solutions relating to mergers, acquisitions, and capital raising projects. Cliff’s creativity combined with his extensive experience in structuring, negotiating, and executing transactions equates to exceptional results for Brady Ware clients.

Mike Blake: [00:07:50] Cliff earned his undergraduate degree in finance from Indiana University. His MBA from the University of Dayton – go Flyers. He holds the Series 7 and 24 securities registrations. Cliff was chosen as one of Dayton’s 40 under 40 Business Leader Award recipients and is a graduate of Leadership Dayton. Cliff is an active volunteer board member with the YMCA of Metropolitan Dayton and currently serves as a chair of its board of directors. I did not know that. He has also been a volunteer for Big Brothers Big Sisters of the Miami Valley. And junior achievement in the Dayton Public Schools. Cliff, welcome to the program.

Cliff Bishop: [00:08:26] — Mike. Thank you for having me. I look forward to our conversation.

Mike Blake: [00:08:30] So, you heard the intro and we’ve talked about this online. But let’s sort of dive right in. Talk about, you know, from where you sit as somebody who does transactions day to day is really sort of in it. You know, how are valuations for business acquisitions – maybe generally, how are conditions for business acquisitions changed or have they changed due to the pandemic?

Cliff Bishop: [00:08:57] Well, Mike, it’s a question that we get all the time recently. And we spent a lot of time talking to people about it. I would say, big picture, it depends. But more specifically, I think surprisingly, valuations have held up very, very well. And I think there’s a couple of things driving that. There’s actually more capital out there than there is good deals. So, simple supply and demand. There’s a trillion dollars of private equity money out there looking to find a home to find good businesses. Public companies have record amounts of capital cash on their balance sheet. And it’s just not as many good companies now out there going to market.

Cliff Bishop: [00:09:36] So, we’re pleasantly surprised on valuations. We closed one transaction in the middle of the onset of the pandemic in March, early April at a strong multiple. And we just attended virtually a private equity conference earlier this week. We talked to 40 different private equity groups who all confirmed, “We’re ready and open for business. We want to find good fundamentally sound companies.” So, deal flow is good and we’re very optimistic about valuations.

Mike Blake: [00:10:11] I’m seeing something similar. We’ve been doing research to kind of just track multiples because we thought that multiples might be coming down a bit. And so far, estate and gifting clients, this is a great time to make transfers to trust. And you can burn less of your lifetime exemption. Or if you’re already above that, to incur less gift tax. But we’re actually finding out that valuations are holding up as well.

Mike Blake: [00:10:38] And I think I agree with you that, you know, there’s just capital out there and the capital is sitting on the sidelines. And the the weird thing about capital, the way the way that works – I know you know this, but for the benefit of our audience – is that, you know, a lot of that capital is sort of earmarked for acquisitions. Because the way mandates work for private equity firms and so forth, you can’t easily say, “Well, we’re just going to switch and dump it into tech stocks or real estate or alpaca farms or something like that.” It’s having to chase acquisitions, isn’t it?

Cliff Bishop: [00:11:21] Absolutely. And its organic growth is even more challenging now than it was before. So, growth is what drives all values of businesses. So, if you’re going to pursue that strategy, you probably need to be in the acquisition mode.

Mike Blake: [00:11:37] A question that, I think, must come up a lot is certainly one that I think about a lot and I do encounter sometimes is, if you’re going to sell a business in this environment, do you have to be nearly perfect in order to be saleable? Do you have to be basically work free in order to stand a chance of being sold?

Cliff Bishop: [00:11:58] No. Absolutely not. And if there was a near perfect company that we sold, it would be the first one. Every company, without exception, has some issues that need to be addressed or could be addressed or less than perfect. That’s the nature of business and buyers understand that. So, we think the key is to be self-reflective and understand what those are going into the process. And if we can work with a business owner, you know, three, six months, a year before they go to market, we can address most of those issues. And we’re used to working with them. Buyers understand that there’s going to be issues. But we can always find a way to get over those hurdles.

Cliff Bishop: [00:12:41] One thing that’s very dangerous, though, is to ignore them and wait until the end of a transaction. And a couple of weeks before a potential closing, a buyer uncovers something that they weren’t aware of. And that’s going to do one of two things. Either end the transaction because of a lack of trust or it’s going to have a very detrimental effect on the valuation.

Cliff Bishop: [00:13:02] But we enjoy working with companies that have some challenges. We think that we can be creative and help them address those and have had some very successful transactions with companies who, quite frankly, when they talk to us, said, “Well, we’re nowhere close to being ready.”

Mike Blake: [00:13:19] You know, one thing I’ve observed over the years is, investors will and buyers can accept bad news if you’re transparent about it. But they really don’t like bad news that is surprising and late. That makes it ten times more damaging to the transaction than the bad news otherwise normally would be, right?

Cliff Bishop: [00:13:42] Yeah. Absolutely. I guess it’s a little bit like buying a house. If you tell someone there’s a small leak in the roof that needs to be fixed or you go and fix it beforehand, that’s okay. If you tell them everything is okay and they walk through the day after a rain and there’s puddles in the house, they’re probably going to move on to the next house.

Mike Blake: [00:14:00] So, let’s settle here on this topic for a minute, because I think there’s a lot of valuable stuff to get into. And that is, you know, I know you like to and are good at helping businesses kind of take a self-inventory and figure out, you know, what are those leaky holes in the roof, so to speak, and how do you patch them up? So, you know, what are the most common things that businesses ought to be looking at doing in terms of sprucing up their own business for acquisition that can reasonably address in a short term timeframe?

Cliff Bishop: [00:14:40] Great question. I wish more people would ask that – more business owners. But a couple of things. I think number one is the accounting records. And it doesn’t just mean you have good audited statements or tax returns or something like that. I would say it’s more of the management information reporting. So, for example, most buyers are going to ask a company, “Can you break down your gross profit by customer? Can you break down your gross profit by line of business or product?” And things like that. Things that may not relate directly to the bottom line income or being correct or incorrect, but it’s how you get to that bottom line income.

Cliff Bishop: [00:15:20] So, for example, if somebody has a customer that’s a 30 percent concentration of their total revenue, the buyer wants to know what does that result in 50 percent of the total profit. Or, is it a low margin business that even if they went away, it won’t have much effect? I would say over 50 percent of the companies that we deal with can’t answer that kind of bellwether question, gross profit by customer product. But it’s something that can be, maybe not easily, but it can certainly be addressed.

Mike Blake: [00:15:52] You know, interestingly, in my world, one of the questions I always ask is, what are your key performance indicators? And, you know, a lot of companies don’t really have one. At least they don’t have them explicitly. The business owner, I think, internalizes them. But they don’t really have a process for recording and tracking them over time. And along those lines, that is something in terms of management information, that’s something that’s a hanging fruit that you ought to be able to adapt or update yourself or with relatively little cost, bring in outsourced CFO control or something, and have — kind of track that.

Mike Blake: [00:16:35] And I agree with you, that’s the kind of thing that can really generate a high ROI. Because it also helps the buyer understand the gears and cogs of how the business works, too, doesn’t it?

Cliff Bishop: [00:16:49] Absolutely. And it helps them identify risk. So, buyers are looking for two things, the growth opportunities, they want to understand that, and they also want to understand the risk, you know, what could go wrong with the deal. So, that’s one way to help them understand it. And it’s really revealing sometimes to the business owner when we dig into that. And even if we don’t get the perfect number, we can, at least, directionally help them understand where it is. And they’ll say, “Wow. I had no idea that I was doing all that work for that one customer and not making any money.” It changes the way they view their own business. To be clear, not everyone we work with ends up selling the business right now. They may be looking a year or two years out. And in the interim, they say, “Well, gosh, I can do these couple of things to really make a much better result.”

Cliff Bishop: [00:17:40] And, Mike, the second topic you asked, where are the things that can be addressed? The one thing that we really see sometimes being ignored is the second level management team. So, if you’re the owner and selling the business and you want to exit the business, then it’s really imperative that we have a good second level team. Because if you’re going to leave the business and you have all the customer relationships, all the supplier relationships, you handle HR and everything else. But yet we tell a seller this person is going to walk away 90 days after closing. That doesn’t make people very confident. But if we can present a solid management team where there’s three, or four, or five people who handle all the day to day operations, and know the business, and know the customers, and almost make the selling shareholder irrelevant, that’s a much better story to tell than the former.

Mike Blake: [00:18:40] So, I’d like to drill down with that if I can, because I think that’s a very important observation. How do you set it up so that you can ensure or, at least, strongly encourage the continuity of that management level, that second tier, or the bench part of the management? And assume for the moment maybe nothing’s been done yet in terms of noncompete agreements or anything like that. As a business owner, what would the to-do list look like to kind of tick off that risk item?

Cliff Bishop: [00:19:18] Yeah. I think it’s basically bringing the rest of the management team under the tent, so to speak. You know, one of the challenges we have is a lot of owners say at the beginning, “I want to keep this quiet. I don’t want anyone to know.” So, at that point, we make it an economic exercise, Mike. It’s like, “Okay. We can do that.” But if you take that approach, we think, for instance, your business is going to be worth $8 million. I’m picking a number, obviously. If we can bring in that second level management team and show the continuity and the growth, your business might be worth $12 million. So, you can do some things. You can have your employees sign nondisclosure agreements, put some incentives out there for them to get the transaction closed.

Cliff Bishop: [00:20:02] Surprisingly, most business owners think as soon as employees find out there’s going to be a transaction, that they’re going to put their resumes out and leave. Surprisingly, it sometimes energizes that second level management because they’re saying, “Wow. This is my opportunity to shine. I can step up. I can be the main person. I’m going to have more resources.” So, it can really be empowering to them. And just by including them in conversations, we see a lot of energy injected into the process most of the time.

Mike Blake: [00:20:34] Now, what about more concrete steps? Putting things in like noncompete agreements and/or stay bonuses or change of control bonus programs or something? Have you seen those? Are those also tools that you can do to manage that risk on behalf of the buyer?

Cliff Bishop: [00:20:54] Absolutely. And it’s very important because almost every business we deal with is heavily dependent on a handful of people or even less, whether that be the [inaudible] owner or the day to day manager, minority shareholder. So, to be able to tie those people up and know that the continuity is going to be there is extremely important. The noncompete, as you mentioned, Mike, I think that’s something that is not addressed very often by business owners. In my opinion, that should be in place whether you’re selling the business or not, because there’s such a heavy, heavy reliance on key people on a privately owned business.

Mike Blake: [00:21:30] Yeah. And the problem is, once you reveal that you’re going to sell, the employee then, all of a sudden, has a lot of leverage. So, you know, the longer you wait to do that, the more expensive getting somebody to sign those agreements is going to be. So, getting out in front of that today or yesterday is most likely going to be the easiest path for you as opposed to, “Hey, I want to sell my business. Would you please sign this agreement that’s going to commit you to work for the business so that I can get rich?” You know, they’re going to want their piece of that as well.

Cliff Bishop: [00:22:06] No question. And sometimes that can be done, as you said earlier, in conjunction with year-end bonus, maybe some incentive plans that get put in place, the stay bonuses that you talked about. All very good tools. Are good, quite frankly, though, for the owner and the employee. It’s not a one way street if you do it right. And we’ve also seen, you know, there’s a big reluctance for an owner to bring other people under the tent, as I said. But if they present it to employees, “Hey. Not that I’m selling the business and leaving, but we’ve grown this business together as far as we can. I’ve decided that to take it to the next level, we need to bring in outside capital. And I’m going to go explore options to bring in partners who could provide money and expertise to help us grow this business quicker and farther than I could do it on my own.” That’s a heck of a lot better story than saying I just put the business up for sale and who knows what’s going to happen.

Cliff Bishop: [00:23:02] So, that message is really important. And quite honestly, it’s a true story. I mean, the buyer coming in is typically going to put more resources than they’re going to hire more people. It’s probably – in this concert, it’s not probably. It is a misconception that buyers are going to come in and cut cost. And the vast majority of situations are coming in and adding employees. They’re adding equipment, they’re adding infrastructure, I.T. capabilities. It’s a net-net positive for the employees that stay most of the time. Not always, but most of the time.

Mike Blake: [00:23:37] So, let’s switch gears here. What kind of businesses are relatively attractive, generally? And when I say type of business, I guess, maybe I’m thinking about both a minimum size profile as well as the nature of the industry or the nature of the business itself. And is that profile at all changing because of the impact of the pandemic?

Cliff Bishop: [00:24:02] Another great question. And, again, I’m going to start by saying it depends. I’m going to get into a little bit more detail. I think what we’ve learned and it hasn’t changed with the pandemic is the biggest thing that drives value – well, two things, growth and repeatability. So, I think most business owners are probably trained to look at their financials by their banker who is always looking in the rearview mirror. What did you do last year? Did you meet your covenants? All the banker cares about, did you make the minimum amount of money possible and to pay the debt back?

Cliff Bishop: [00:24:36] A buyer is taking a totally different approach. They’re going to look at the history as kind of a starting point, but they care about what the business is going to be worth three, five, seven years out. So, if it’s doing 20 million in revenue, their question is, what can we do to make this a $50 million revenue business over time, even if they have to invest more money. So, that’s by far the most important thing that’s going to get a higher multiple.

Cliff Bishop: [00:25:00] Mike, the second is the predictability and repeatability. So, if a company has consistent earnings and grows 5, 10, 15 percent a year every year, that’s easier to put a value on than if they make $4 million dollars one year, two the next, and six, and then five, and three. And it’s project related and bumps all around. Consistent earnings, consistent customers. For instance, a security type company where clients are sending in a check every month, month after month after month. And you can go back five years and see it’s the same customer base. That company is going to be worth a lot more than a construction company who builds a hospital this year and has to go find a big school to build next year. And it’s not a repeat customer. So, again, I can’t stress enough, growth and repeatability and consistency is what people are looking for.

Mike Blake: [00:25:59] So, you touched on something of the start of this conversation. I want to go back and address it explicitly. And that’s about liquidity in the markets. Most of us remember the last big recession, it wasn’t that long ago. It’s about a little bit over a decade ago. You know, the banks and financing sources really just sort of seized up. Like, throwing sand inside of a machine, basically. I think it’s tempting to make an assumption that that’s the case this time around. But you tell me, is it the same where it’s hard to find liquidity, find acquisitions? Or, are capital sources or liquidity providers, are they still on the hunt for deals?

Cliff Bishop: [00:26:42] Yeah. It’s totally different from 2008 and other situations before that. The capital is abundant. We’re, as I said at the beginning, pleasantly surprised. Very surprised in some cases. The liquidity in the market, both from the private sector and what the government has put in, the PPP loans, things like that, it causes the market not [inaudible]. We have seen senior banks, the commercial banks have become a little bit more conservative. They’ve been busy with PPP loans. They’re always going to be more cautious. So, they’re not being quite as aggressive on acquisition related loans. But others are stepping up to fill the gaps. The mezzanine lenders, which without getting in a lot of details, are the private groups that will put money in that’s kind of between the senior data and the equity. That capital is flowing very strong. We talked to five or six of those just last week that confirmed that’s the case.

Cliff Bishop: [00:27:41] And then, buyers are willing to put more equity in that deal, Mike, than they used to. Because they have all the liquidity, the funds that have been raised, they need to put that money to work. If they think they can double the size of the business, it doesn’t bother them to put in an extra 10 or 15 percent of equity to fill that gap that the senior debt used to have. So, you know, very strong driver of the market. And I know I’m not a stock market guy, but I think that’s what we’ve seen in the stock market, too. People don’t have anywhere else to put their money.

Mike Blake: [00:28:15] So, I’m sure a question you get asked all the time, and certainly I do very frequently, is, say, somebody does make a decision that, “Yeah. I’d like to sell my business. Let’s go.” How long does that process take? And are you finding that that time frame is different from what it was pre-pandemic?

Cliff Bishop: [00:28:36] Yeah. It depends on how organized a company is, to start with. I mean, we’ve been involved in situations where, maybe, one company has approached a client and said, “We want to put a deal together.” That can be done in 90 days or less. I would say, typically, from the time that we start talking to somebody to get a transaction done, it’s six months to a year. But it’s driven by how prepared they are, those items I talked about earlier. If their accounting and everything is in good shape and they’re ready to go, we can move pretty quickly. I would say the timing for a deal has maybe extended 30 days from what it was before the pandemic. But not a lot.

Cliff Bishop: [00:29:20] I think we’ve talked – and I’m sure Roger did in your conversation earlier – due diligence is stringent. It’s brutal. There’s a lot of buyers, valuations are good, but you better be ready because the due diligence is unrelenting. They’re going to bring in outside accounting firms, outside I.T. firms, environmental. It’s not unusual for private equity to bring in a firm to do psychological profiles on the management team. I mean, it is a tough process. And part of that is a game where, one, they want to make sure that they’re buying the company they think they’re buying. But, two, they’re trying to drive down the price. And if they can come in and find those those holes in the roof, they’ll do it. Again, we’re going to prepare and make sure that’s not the case. But it is a tough process. And I’m coming from a biased position that I’d hate to navigate that without some help.

Mike Blake: [00:30:20] You know, you mentioned the types of due diligence action. That brings actually brings up a question I’d like to kind of run by you. I’m seeing more buyers now also retain cyber due diligence specialists, because data security, it’s become important, it’s become expensive. And, you know, not a lot of companies have probably paid as much attention to it as they need to. Are you seeing the same thing? Is that also a big deal, especially if you’re selling a company where people are working from home?

Cliff Bishop: [00:30:56] You know, Mike, we haven’t seen that a lot in the lower or middle market. Some people touch on it. I’m surprised that it hasn’t become more prevalent because – I agree with you – it’s really important. I think people are starting to ask the question more and more, though, with people working from home and the safety and security of the data.

Mike Blake: [00:31:16] So, let me ask this just sort of generally, I think there’s a psychology that, at least, some potential seller where they say, “You know what? One of the reasons I’m selling is because there’s this pandemic, I don’t want to deal with it.” So, if I don’t want the business, why would anybody else, right? Why would anybody want to buy in a pandemic? And I appreciate this is a little bit repetitive of what we’ve talked about, but I think it’s worth kind of driving that point home. Can you explain kind of the mentality of how buyers are generally looking at the pandemic, maybe because they feel like it’s a temporary phenomenon or a risk that can be managed or some other perspective. But when you get inside the head of the typical buyer that you work with, how do they view the pandemic generally in the context of acquisitions?

Cliff Bishop: [00:32:12] Yeah. Okay. And if I can, I’m going to touch on something else that you mentioned as a lead in there, the mentality of the seller as well. We are seeing a lot of sellers that kind of say, “I’m tired of this now.” Or maybe the opposite. Maybe they’ve been away from the office a little bit, working remotely, and say, “You know, I like this. It’s time for me to move on if I can get the value for my business.” And I think it’s so important as a seller – I think there’s a lot of business owners listening to this – it’s not all about dollars and cents. There’s a lot of emotion and personal preference in this.

Cliff Bishop: [00:32:48] So, you might ask Mike and I, “When should I sell my business?” We can’t answer that. We can educate you on some of the facts, but it’s a very personal decision. When is it time to walk away? We have some owners that are 80 years old that it’s their life. They’re never going to sell and I would tell them they shouldn’t, because they come in every day. It keeps them vibrant. It’s what they like to do. There’s others that are 45 that say, “I view this as just like buying a stock. If you can give me the right number, I’m going to sell it.”

Cliff Bishop: [00:33:15] I have a passion about that though. As a seller, you need to think about your life after selling. But, honestly, most people when they sell are going to have enough money to live happily ever after if we do our jobs right, which we will. But from a lifestyle and day to day “what am I going to do?” That’s really important.

Cliff Bishop: [00:33:36] Sorry to take a detour there. But the buyers are looking for what platform is there? What are the fundamentals of the business? And is there a good platform there that we can take and we can grow it? So, they’re looking at that second level management team. They’re looking at customers. They’re looking at what’s there when the owner leaves. So, I don’t think the pandemic itself hasn’t affected the mentality of buyers. It makes them a little bit more critical. I’m looking and digging into the business and saying, what’s the long term effect of the pandemic going to be on this business? If they’re looking to buy a hotel, they may look at that differently than they did six months ago because the question is, “Is business travel ever going to come back to where it did?” But somebody that’s manufacturing parts for cars, you know, cars are going to be manufactured next year and the year after and ten years after. They’re going to dig in a little bit deeper to see what those levels may be. But still, the mentality is that there’s pretty critical businesses out there that are going to be steady.

Mike Blake: [00:34:46] So, let’s switch gears here to something else. You know, in my world, of course, I’m a business appraiser, so I’m in the business of trying to help clients understand the value of either what they’ve got or what they’d like to acquire. And, you know, an often overlooked and, I think, frequently underappreciated element of any transaction is the terms of that transaction. And in fact, a dear friend of mine years ago taught me that you can sell at almost any valuation you want as long as you’re willing to completely roll over on the terms. The terms are important. They’re not as sexy as the headline number but they can offset or outweigh any value advantage you may think that you’re getting. And one of the most important terms that you see, particularly in the sale of a small closely held business, is that earnout provision.

Mike Blake: [00:35:42] And so, that’s a long winded preamble to the short question, which is this, how prevalent are earnouts generally and how have earnouts changed, if at all, due to the pandemic conditions out there?

Cliff Bishop: [00:36:00] That’s a great question, because earnouts usually get discussed in those deals that we’re involved in. I’ll tell you, we’re pushed back very hard against that. We want to make sure that the cash upfront is sufficient to meet all the goals of our seller. Earnouts are tough. We’ve certainly seen some that work well, but it’s tough. It’s slanted to the buyer because they’re going to be the one keeping score. So, we really work hard to minimize that. That being said, they’re inevitable on some deals.

Cliff Bishop: [00:36:29] And, Mike, the thing that’s going to almost always result in an earnout are a couple of things. One, being a high customer concentration. So, if a company has 70 percent of their revenue to one customer, the buyer, and probably rightly so, is going to say, “Hey, if I come in there and that relationship goes away completely or starts to decline, I can’t make that up quick enough to get the value out of the business.” So, what we’re going to do in that situation now is try and structure that on an earnout based on revenue. As we say, we like to have earnouts based on the numbers higher up in the income statement versus the EBITDA down at the bottom of the income statement, because a lot of funny things can go into that to calculate it once the transaction happens.

Cliff Bishop: [00:37:20] The second thing would be back to the topic we talked about earlier, Mike, would be the predictability. If a buyer is looking at a business that seems to jump around year after year, they’re going to want to put more into the earnout.

Mike Blake: [00:37:38] You know, and you mentioned the customer concentration. I think that when our team performs business appraisals – putting startups aside because start ups are different animals – if it’s an established operating business, I think that the biggest source or the biggest driver behind a risk adjustment to value is customer concentration. And, unfortunately, customer concentration is not something that’s easy to change in the short term. The best you can do maybe is to convince the buyer that wants – if it’s an existing buyer that’s synergistic, then maybe the customer concentration issue isn’t as big a deal because it’s in a larger portfolio. But, yeah, that customer concentration issue is big.

Mike Blake: [00:38:27] There are several takeaways that people should be taking out of this conversation. But one, generally, even if you’re not going to sell your business today, is, if you have a customer concentration issue – and I’m curious, Cliff, I’ll ask you to define that if you can. I define that as, I think, customer concentration starts to become an issue when you have one customer that accounts for at least ten percent of annual revenue or more. And then, it goes up from there. You need to be thinking a lot about how do you reduce your reliance on that one customer? Because, you know, over time, that can de-risk the business significantly and get you a lot of value.

Mike Blake: [00:39:10] So, Cliff, actually, I’d love to get your perspective, if you can. I didn’t prepare you for this question and it may be entirely unfair. But sort of gut feeling, at what point in your mind does customer concentration start to become an issue? Do you generally agree with me or do you have a different sort of trigger point?

Cliff Bishop: [00:39:31] Yeah. I think it depends on the whole makeup of the customers. But I’d say, probably, 15, 20 percent really gets on somebody’s radar. That depends. You know, if there’s a 30 percent concentration, but the other 70 percent is from 20 customers, then that’s not as big of a deal. If there’s 30 percent and the remaining is only another seven or eight, that’s going to be a bigger issue. But I’ll say, it’s very typical. Most businesses started out supporting one customer and you’re not going to say no to a customer. So, we would never recommend, “Hey, turn business away from this customer to reduce reliance on them.” Hopefully, you can go grow the rest of the business to make it a lower number. But it’s a tough issue.

Cliff Bishop: [00:40:17] I will say and, I guess, follow up the last question I think you’d ask about specifically the pandemic and if that’s changed things, I think earnouts are a little bit more prevalent now just because earnings are a little bit less predictable. It goes back to that issue of predictability. If the company has performed consistently throughout the pandemic, then our position would be it doesn’t warrant an earnout and we’re going to push pretty hard to structure a deal that doesn’t have an earnout or minimizes it, certainly.

Cliff Bishop: [00:40:49] And, again, I think this is really important from my perspective and experience and seeing how earnouts work out. If an earnout can be structured as icing on the cake, then we can usually accept that, and we can move ahead, and we can protect it, and do a pretty good job of getting most of the earnouts. If you’re relying on that earnout, as I say, live happily ever after and that if I don’t get this earnout, I don’t have enough money to live the way I want to live. Then, I won’t do the deal. Because you’re going to bring in more stress to yourself. You’re not going to be able to control it. And you’re really in a position of weakness at that point.

Cliff Bishop: [00:41:23] Now, most of the time, we can stretch [inaudible] that there’s enough cash up front and protections going forward. But, Mike, as an advisor and I’ve advised people to walk away from deals, even though it means the deal not happening and the fee not happening. You know, if the earnout is too much and you know you’re relying on it, you got to take a hard look at it.

Mike Blake: [00:41:48] That’s a good point, because, you know, there is a certain point after which if there’s so much of a backend earnout, then you’re not really selling a business so much as you are taking a job with a heavy bonus component. And if that’s your goal, fine. But it’s important to understand what you’re actually doing. Some earnout can be so heavy that it’s really taking a job disguised as a business sale. And that may not necessarily be what you —

Cliff Bishop: [00:42:26] We’re talking with Cliff Bishop of Brady Ware Capital on the Decision Vision podcast about, should I try to sell my business during the COVID epidemic? And we just have time for a couple more questions before we got to let you get out of here and help some more clients. But one question I want to make sure we get to before we get out of here – it’s a technical question – is, have you seen any change on behalf of buyers in terms of their preference of asset purchases versus stock purchases? Has the pandemic changed kind of how they view their preferences in that regard? Or is that still purely tax driven?

Cliff Bishop: [00:43:12] I would say it’s very tax and risks driven. We haven’t seen a change specific to the pandemic. I would say, informally, you know, over the last three or four years, it’s probably about 50 percent stock and 50 percent asset. That our sellers, typically, want to do stock and it can be for tax reasons. But I’ll be honest, if it’s structured the right way, there’s not always as much difference between stock and asset as a seller may think.

Cliff Bishop: [00:43:43] Back to your point about structure, we can do an asset sale and still get them a lot of the tax treatments by purchase price allocation and things like that. So, again, that’s why it’s really important to understand those things going into a transaction. Because if we’re proactive on telling potential buyers, “This is how we expect it to be structured and this is how you need to make your offer,” then we’re more likely to get that result than if we just throw it out there and hope for the best.

Mike Blake: [00:44:15] So, Cliff, we are — time, but, as usual, I haven’t gotten close through all the questions that I’d like to ask and probably that our listeners have. If somebody wants to follow up with you and ask questions about potentially selling their business during the pandemic, what’s the best way for them to contact you?

Cliff Bishop: [00:44:33] Yeah. Thanks, Mike. I love to talk to people. I really enjoy talking to business owners on this topic, whether they’re ready to sell tomorrow or next year or five years from now. It’s a conversation that can really set the stage for a successful transaction. But I enjoy doing it. So, I encourage any of you listening, I’m happy to talk to you formally or informally. I would say we’re pretty good at being able to tell you what’s going to happen before it happens. And some of these topics we’ve had valuations, what earnouts might be, what some of the challenges you might have in your business, how we can do those things. But feel free to reach out to us, either be me or some of our other team who have expertise in different industries. You can reach me by email, it’s on our website. It’s cbishop, C-B-I-S-H-O-P, @bradyware.com. And my direct phone number is 937-913-2538. But sincerely, feel free to reach out to us and I’d love to talk to you.

Mike Blake: [00:45:39] Great. Thank you, Cliff. That’s going to wrap it up for today’s program. I’d like to thank Cliff Bishop so much for joining us and sharing his expertise with us. We’ll be exploring a new topic each week, so please tune in so that when you’re faced with your next executive decision, you have clear vision when making it. If you enjoy these podcasts — aggregator. It helps people find us that we can help them. Once again, this is Mike Blake. Our sponsor is Brady Ware & Company. And this has been the Decision Vision podcast.

Tagged With: Brady Ware & Company, Brady Ware Capital, Cliff Bishop, Mike Blake, selling a business

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