Monday, June 18, 2012

How To Sell Your Distribution enterprise

Personal Finance Company Llc - How To Sell Your Distribution enterprise
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10 Step Plan To Exiting A Mid-Market Distribution Business

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"He who fails to plan, plans to fail" - An old proverb

You have worked hard for many years to build your distribution business. It has provided you income, satisfaction, prestige and purpose. Now is the time to do one final deal on the enterprise and exit your enterprise while production sure that that you get what you deserve.

A mid-market distribution business, the type of enterprise you have, is typically characterized by strong buyer relationships, good logistics and material management system, moderate amount of equipment, and sometimes a large amount of inventory. This blend of assets creates a unique set of challenges when it is time to sell.

Here is a 10-step plan to maximizing your return on the sale of your mid-market distribution business.

1. Be aware that for a distribution enterprise with a valuation in the million to 0 million range, funding from the Small enterprise management is not feasible and there are very few private buyers capable of financing this type of deal on personal credit. The most likely acquirer is other inexpressive company, a communal company, or a Peg (see "Is inexpressive Equity The Right selection For Your Business"). These are pro buyers who have feel from multiple deals. Hire a competent M&A advisor or an venture banker to bring deal production feel to the table. Acquirers think in terms of multiples of Ebitda for comparable fellowships when it comes to valuation. A good M&A scholar will help growth the Ebitda, ratchet up the multiple, and expose the strategic value of the enterprise to get you more for your business. An M&A advisor will also be keenly familiar with the tradeoffs primary to maximize your after tax proceeds.

2. Check if your corporate buildings is the acceptable one for a enterprise sale. Are you a C-Corp? S-Corp? Llc? Do you have multiple entities with multiple purposes? Regardless of the type of corporation(s) you have, if your distribution enterprise has a large amount of depreciated assets, depreciation recapture may be a big issue for you. For distribution fellowships with a great amount of assets, being a C-Corp can be a major tax disadvantage as most acquirers prefer an asset sale to a stock sale. In a C-Corp asset sale you get taxed twice - once at the enterprise level and once at the private level! For most distribution enterprise owners, it is worth getting your M&A advisor to fight for a stock sale.

3. Make sure your books are in order and your financial statements are compiled, reviewed or audited as may be acceptable for your business. Your current bookkeeping practices and tax buildings may be designed to keep your taxes low on an operating basis but they may not be right for exiting your enterprise (see "What Every Busines Owner Needs To Know About Taxes & Valuation"). If your Cpa firm does not have any deal production experience, reconsider working with a firm that has the experience. In mid-market transactions, good tax advice may be worth hundreds of thousands, if not millions, of dollars.

4. Keep the right attorney for the deal. An attorney with transactional feel as opposed to litigation feel is more likely to help put together a victorious deal. Many deals collapse due to attorneys who are not familiar with transaction negotiations.

5. Understand how your competition is performing and how you part up. How good are your profit margins? How about list turns? Is your equipment outdated? Do you have a lot of dead list on the books? Some of the value in the deal comes from the acquirer's perception of how you rate in your peer group. Perfect fellowships get Perfect valuations and mediocre fellowships get mediocre valuations. A competent M&A advisor can also help container your enterprise to get the best deal out of it.

6. Reduce risk by diversifying the buyer and supplier base. What percent of your enterprise is tied to one customer? How dependent are you on one supplier? What can you do to ensure the customers and suppliers will continue to stay with the enterprise after the enterprise sale? Are your contracts being written so that they can stay with the enterprise regardless of proprietary changes?

7. Understand and have a documented plan for your growth. How do you plan to grow? Wider goods lines? More services? increasing geographic coverage? What part of your enterprise is online? How good is your website? Do you do enterprise covering of the immediate geographic area? What differentiates you in non-local markets? A good growth plan makes sales projections more credible.

8. Take steps to ensure that your distribution enterprise transitions admittedly to the acquirer. What percent of your enterprise is under contracts? Are they long term? How much of your enterprise is recurring? Do you have any maintenance contracts? Do any of the supplier contracts furnish meaningful exclusivity? Do you have a trustworthy sales team or do the buyer relationships begin and end with you?

9. Do you have any known latent liabilities? Legal actions? Workers comp issues? Esop issues? Do you have inexpensive guarnatee coverage or you exposed to that one shipment or warehouse catching fire and taking you down with it? If potential address these and other similar issues before putting the enterprise up for sale. If not, discuss these with your M&A advisor to make sure that they do not come to be a drag on valuation or deal killers. Addressing these issues is especially important if you are seeking a tax advantageous stock sale.

10. Be cognizant of the fact that enterprise valuations are not written in stone and there is a huge variability in what you can get for your enterprise (see "The Myth Of Fair enterprise Valuation"). The more you would like to get for your business, the more planning and work your deal production team needs to do and the longer it is likely to take. Plan early if you want to maximize your return.

Good luck with your enterprise sale and let us know if we can help you.

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