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Sale Prep Tips

Merrimack Group provides tips for business owners planning a sale to ensure a smoother process, more offers, and
ultimately a higher valuation.

 Tip 1

Invest in audited financial statements

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The cost of audited financial statements is typically minuscule relative to the value of a marketable company...

 Tip 2

Clear up any legal issues

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It is not unusual for large companies to have at least one active or threatened legal dispute at any given time, so it is generally not feasible... 

 Tip 3

Strengthen your point of differentiation

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Buyers generally prefer companies with a well-defined point of differentiation. It could be superior products, faster lead times, outstanding support... 

 Tip 4

Clean up your contracts

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We find that many clients need to scramble to chase down contracts when it is time to set up a data room, which can obviously delay the...

 Tip 5

Develop a succession plan

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Private equity buyers are increasingly active in the M&A market, and they typically prefer to invest in companies where the owner is several years away...

 Tip 6

Keep track of EBITDA adjustments

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EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) is the most widely-used measure of profitability in North America. The rationale is...

 Tip 7

Shed unprofitable business lines

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A year or so before launching a sale process, we recommend identifying unprofitable lines of businesses with a view to discontinuing them...

 Tip 8

Manage expenses

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While it is important to be able to articulate a growth strategy to potential buyers, we do not recommend heavy investments in R&D projects...

 Tip 9

Update your website

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Buyers invariably look at the client’s website to get a feel for the professionalism of the business...

 Tip 10

Define your inner circle

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Most buyers understand the importance of a committed and capable management team. Especially in situations where the owner plans to retire...

 Tip 11

Spin out real estate

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Most CPAs wisely recommend that business owners hold any real estate in a separate legal entity. The reason is simple...

 Tip 12

Manage your working capital

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Most M&A transactions have a purchase price mechanism based on the company’s net working capital (NWC) at closing...

 Tip 13

Plan to minimize taxes

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Many sellers are unaware of the significant tax implications of the M&A deal structure. In the US, buyers generally prefer..

 Tip 14

Build an acquisition pipeline

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Most private equity firms are interested in inorganic ways to grow the business. Strategic acquisitions often bump a company up into...

 Tip 15

Stop discounting

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We recognize that pricing is generally more of an art than a science, and every sales opportunity should be considered on a case-by-case basis...

 Tip 16

Sell on an upswing

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It typically takes six months to sell a business in a competitive process, so sellers need to hope that...

 Tip 17

Build an intellectual property portfolio

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We recognize that patents are expensive, time-consuming, and often tough to enforce, but we encourage...

 Tip 18

Clean up your facility

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Buyers never buy a manufacturing business without inspecting the facilities. They don’t expect perfection...

 Tip 19

Negotiate lease renewal options

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Buyers always prefer businesses operating in real estate owned by a related party (typically a sister company), so it is feasible to renegotiate the lease as part of...

 Tip 20

Consider an environmental survey

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Merrimack recommends that sellers consider a Phase I environmental survey of the real estate even if it is leased if...

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