BRE License #01939843

Selling a Business

Selling a Business

Westwood-Benson

Business owners have invested capital and worked extremely hard over many years to operate, grow, and manage their business. When it is time to consider selling their business, it is imperative the transaction is completed properly the first time. If not handled correctly the first time, it will most likely lead to problems that are difficult and expensive to deal with later. The same goes for having a complete understanding of your business value prior to discussing the sale of the business with potential purchasers. Making the effort with proper pre-sale preparations will result not only in achieving maximum value, but also save many problems throughout the sale process, including after the sale is completed. 

Westwood-Benson professionals have years of experience with business sale transactions in many industries. We know what it takes to maximize business value and get the sale completed correctly. We have the knowledge, contacts, and the right tools to take a company from pre-sale preparation all the way through to a successful transaction conclusion. In most cases owners want to sell their business confidentially and we will utilize proven procedures to maintain confidentiality throughout the duration of the transaction.

Our Process to Sell a Business

Business Valuation

The business sale process starts with an accurate business valuation. Determining the fair market value for your business is crucial to the seller receiving the highest proceeds when selling a company. If a business value is too high potential buyers will not be interested in the business, if the business value is too low the seller will not receive the full value he is entitled to. We will take all relevant variables under consideration including your company’s strengths, historical financial performance, growth potential, tangible and intangible business asset value and the many factors to properly value a business to bring you the maximum possible sale price.

Sale Process

We will always sell a company utilizing our confidential business sale procedures unless you instruct us otherwise. We will market and sell a business in a way that will prevent employees, competitors, vendors and other third parties from knowing about the business sale unless and until the owner elects to disclose the information. Westwood-Benson will advise and consult you on the proposed selling price, terms and conditions of the sale, and the structure of the transaction to minimize taxes.

Marketing Program

Once we have gathered and organized the needed information on your company, we will prepare an offering prospectus which will include the information and documents to be used for the presentations we make during the business sale process. A detailed marketing program will be developed and implemented specifically for your business. The marketing program will be targeted to various types of buyers including strategic buyers, public companies, private equity, high net worth individual investors, and others that would be suitable for the company offered. We will always work closely with the business owner to maintain the level of confidentiality needed during the process to ensure the information goes only to those we want to receive the information on the company.

Qualifying Potential Buyers

We will conduct interviews with potential buyers to ascertain their interest level, their ability to meet the financial requirements of the transaction, and if the business is the right match for the buyer. If approved, we will ensure a non-disclosure agreement is signed by the potential buyer as a sign of commitment that the buyer is sincerely interested in the business, is financially qualified and understands and agrees to the confidentiality expected during the duration of the process.

Westwood-Benson-Process-Of-Selling-A-Business

Marketing Material

As part of our preparation, we will become very familiar with your company and its operations and assets. We will also research competition and the industry to use in preparation of a detailed company offering memorandum that will be used in the sale process. The offering memorandum will present a overview of the business including products and services, customer analysis, potential for growth, and a financial performance summary. The offering memorandum is designed to contain enough information so a potential purchaser can determine if the company may be a good acquisition candidate for them. Once a potential purchaser has an interest, we will initially arrange a conference call, both to answer any questions they may have, and also, in conjunction with the owner, to determine if the potential purchaser is someone we feel would be a good fit for the company. 

 At the completion of this step, Westwood-Benson will ask the purchaser to provide us with a preliminary indication of company value before proceeding any further with them. This allows us to determine who to proceed with as we schedule further calls, and eventual meetings.

Letter of Intent/Offer to Purchase

When a prospective purchaser wishes to make an offer on your company, Westwood-Benson may obtain a Letter of Intent or an Offer to Purchase from the buyer. The offer will typically include the selling price, terms and conditions of the sale, and the structure of the business sale transaction. We will go over the offer with you and answer any questions regarding the offer and will also advise on making a counteroffer or accepting the proposed offer.

Buyer’s Due Diligence

It is normal when you sell a business that the offer to purchase will include a provision for the business buyer and buyer’s professionals verifying the accuracy of the seller’s operational and financial performance and other items. Westwood-Benson, as your representative, will work with you, the buyer and any additional parties to identify and address any issues that arise in preparation for the closing date.

Purchase and Sale Agreement

Westwood-Benson will assist in the preparation of a purchase agreement for use in the transaction. The purchase agreement will include the selling price, terms and conditions of the sale, and the financial structure of the transaction. Additionally, items such as seller training, non-compete clause, continued confidentiality and due diligence will be included in the purchase agreement.

Final Closing

As the business sale is finalized, the closing date will take place when the Uniform Commercial Code Bulk Sale requirements are complete, the transfer of funds is made and the business is then legally transferred to the business buyer. After the company sells, a transition period is usually established to allow the new business owner to get familiarized with the daily operations and procedures of the business. This is an important step in selling a business and the time required will vary from business to business. You can be assured Westwood-Benson will be with you all the way through the process.

How Can We Help You?

We welcome the opportunity to hear from you about your situation and individual needs. Please feel free to contact us. All discussions concerning your business are confidential. We look forward to assisting you.