In the latest episode of The Selling Successfully Podcast, Portage Founder and Partner Jim Friesen gets the inside scoop and buyer perspective from recent client Sean Brown, Partner at Summit Ridge Capital and now CEO of Burloak Tool & Die. 

Here are the 5 key takeaways for those thinking about or ready to acquire a new business.

1. Choose risk over uncertainty. 

 

Embracing calculated risk when buying a business is crucial because it allows you to make informed decisions based on known variables rather than relying on unpredictable factors. Uncertainty leaves you in the dark, making it difficult to develop a well-thought-out strategy and increasing the likelihood of unexpected setbacks. 

Risk can be quantified and managed through thorough due diligence, financial analysis, and market research, giving you a clearer picture of potential challenges and rewards.

• Do your due diligence: Review contracts, leases, legal documents, and any pending litigation. Investigate the business’s operational processes and supply chain to identify vulnerabilities. Assess the quality of the management team and their ability to adapt to changing circumstances. Engage in conversations with current employees, customers, and suppliers to gain insights into the business’s reputation and relationships. 

• Conduct a financial analysis: Start by thoroughly examining the business’s financial statements, including income statements, balance sheets, and cash flow statements. Look for signs of financial stability, such as consistent revenue growth, healthy profit margins, and manageable debt levels. Pay attention to any red flags, like declining sales or irregularities in the financial data. Additionally, assess the business’s historical performance and how it compares to industry benchmarks.

• Take time for market research: Dig in to understand the industry the business operates in. Analyze market trends, competition, and the potential for growth or decline. Identify any regulatory or economic factors that could impact the business. Assess the target audience and customer behavior to gauge the demand for the products or services offered. 

 

2. Check in with your gut.

 

Entering this process is an emotional journey and it requires a buyer to be honest with themselves.

• Set realistic expectations: This includes understanding the current state of the business, its financial health, market conditions, and growth potential. Unrealistic expectations can lead to disappointment and financial losses.
• Evaluate your financial preparedness: Be honest about your financial capabilities and limitations. Acquiring a business often involves a significant financial commitment. Assess whether you have the necessary funds or financing options to complete the transaction and support the business afterward.
• Focus on skill and experience: Evaluate your own skills and experience in managing a business. If you lack the expertise required for the industry or type of business you’re acquiring, it can lead to difficulties in running and growing the business successfully.
• Seek compatibility: Align the acquisition with your personal and professional goals. Being honest about your motivations, such as whether you seek a hands-on role or want a passive investment, can help you choose the right type of business.

 

3. Know trust is king. 

 

Fit and relationship is the majority of a deal. A good buyer-seller relationship is built on trust and transparency. When both parties trust each other and communicate openly, it makes the entire transaction process smoother, and can lead to easier negotiations and faster decision-making.

• Establish trust, enjoy efficiency: A strong buyer-seller relationship fosters trust, transparency, and efficient communication during the transaction process, enabling quicker decision-making and problem-solving.

• Plan for post-acquisition success: A good fit and rapport are vital for successful post-acquisition integration, ensuring cultural alignment, knowledge transfer, and business continuity.
• Think about the future: A positive relationship enhances reputations, opens doors to referrals and networks, and lays the groundwork for potential future collaborations or transactions.

 

4. Demand a deal team.

 

Separate deal teams for buyers and sellers are essential because they help manage conflicts of interest, provide specialized expertise, and create a balanced negotiation environment, ultimately contributing to more equitable and successful business transactions.

• Reduce conflict of interest: Each party involved in a deal has its own set of interests and priorities. Having separate deal teams ensures that these interests are protected and that conflicts of interest are minimized. For example, if a law firm or advisory team were to represent both the buyer and the seller, there could be conflicts in terms of negotiating the best terms for their respective clients. Separate teams help ensure that each party’s interests are vigorously pursued.
• Lean on the experts: Complex business transactions often involve various aspects of law, finance, taxation, and industry-specific knowledge. Separate deal teams allow each side to assemble a group of experts who specialize in their respective fields. Buyers can have experts focused on due diligence, financial analysis, and strategic fit, while sellers can have teams that specialize in valuation, negotiation tactics, and post-deal integration planning. 
• Enhance negotiations: Negotiating a deal can be a challenging and delicate process. Having separate deal teams allows for a more balanced negotiation dynamic. Each team can push for the best possible terms on behalf of their client, creating a competitive atmosphere that often leads to a fairer deal for both parties. 

 

5. Closing is the start.

 

Some buyers have a strong aversion to the use of the term “closing” because for them, it is anything but. Signing on the dotted line does not mark the end, but the beginning. Every decision made is with the next 5, 10, or 20 years in mind. It’s important for sellers to understand that for buyers this transaction reflects a commitment to a long-term business relationship, and the seller’s post-sale support and performance can significantly impact future deals, referrals, and customer loyalty.

Conclusion

Understanding the buyer’s perspective allows sellers to anticipate needs, address concerns, and tailor their approach, enhancing the likelihood of a successful sale and favorable terms.

If you’d like to get in touch with Sean you can email him at sean@summitridgecapital.com.

To learn more listen to the full episode, Mastering Mergers: Acquisition Lessons Learned, here.