Blog - Sell Your Business

Posted on February 19, 2016February 2, 2016 by Joanna Miller — Leave a comment

What’s the make up of your customers?

Do you know the make up of your customers?

This week I asked an owner of a cleaning company, Julie, if she had any statistics, which in the business world is termed Management Information (MI), which would provide her with a bird’s eye view of the business at a glance.

Unsurprisingly the answer was no as Julie is so busy with the day-to-day actual operations of the business and, well, cleaning. So, as a starter I asked for last months’ figures for:

Number of new customers (new wins in the month of June)
Total number of existing customers
What’s the split by customer type (private individuals / private companies / public sector / other?)
Average monthly £ income per customer type
Number of private individuals which are clean only
Number of private individuals which are cleaning & ironing

The aim of the MI figures above is to start to build up a snapshot of customers in order to judge what the customer base split is and where the money (ie. revenue) is coming from. The next step would be to work out what the top 5/10 customers are by revenue.

An area to focus on for growth is up-selling private individuals from ‘clean only’ to be both ‘cleaning & ironing’ which is why 5 and 6 are listed above.

Once gathered, the figures should be put in a spreadsheet so then we can do month on month comparisons going forward. The quicker the figures can be generated after the month is completed, the better. As long as its not too much trouble and doesn’t take up time, you can always present the figures as graphs or pretty pictures to convey the message quicker.

These figures should then be acted upon and form the basis of discussions as to how the figures can be improved upon, with an actual, detailed plan for each strategy that is then reviewed alongside the next set of monthly figures.

Posted on February 2, 2016June 7, 2016 by Joanna Miller — Leave a comment

Always treat your business finances and your own personal finances as separate entities

Have you heard of the expression “Don’t put all your eggs all in one basket” ? Well, now you have. That’s when you make the mistake of treating the business as your own. And yes, I wrote ‘mistake’ on purpose. Don’t fall into the trap of mixing what is personally yours and what the business finances are into the same basket.

You need to distinguish between the two. You and the business are different and separate entities. Yes, you may be the 100% shareholder of the business but that doesn’t mean that you should treat it as part of the family. You should be looking at your business as an investment, and with all investments you should expect a return. Returns should be cashed in and then you decide whether it would be better off somewhere else (diversifying) or worth putting back into the business.

If you lend the business money, make a record of it so the business can pay you back. And if you spend on behalf of the business, keep the receipts so you can claim the business expenses back, so that you’re not out of pocket at the end of the day.

So remember, your business finances is an egg not the basket. It may be a big, fat, juicy, golden egg but it’s not the whole basket.

Your actions:

Make sure that you aren’t funding the business using your own money without a record of it being a ‘loan’, be that a business loan or actually an expense which you then claim back
Use petty cash and keep receipts so that you can be paid back for business expenses
Start drawing a salary / dividend from the business (pay yourself first)

Posted on January 29, 2015December 25, 2018 by Joanna Miller — Leave a comment

top 10 tips when selling a business

I was asked recently for my top ten tips when selling a business on a back of a napkin! so here they are, in super short napkin format though much more readable!

Top 10 tips when selling a business

Keep it simple and squeaky clean.
It’s all about the numbers.
Sales and forecasting counts.
Have a Finance Director (FD).
Don’t give them ANY reason to be chipped, ever.
They have to want it. They are buying for their reasons not yours.
It will never go how you want, expect the unexpected.
It’s always a negotiation.
Plan ahead.
Have great professional advisors. Use them as that’s why you are paying them.

Posted on July 1, 2014December 25, 2018 by Joanna Miller — Leave a comment

Identify potential buyers for your business in 3 ways

There are a number of ways to identify potential buyers and I thought I would share with you three ways to get you started.

If you’re thinking that once you’ve identified potential buyers for your business that the hard work is over, you’ll be mistaken. The hard work is only just beginning.

Believe it or not, you are most likely to already know who your potential buyers are likely to be. I didn’t believe that at the beginning of my business sale process but only months later I was a convert! Once you’ve identified potential buyers, the next step is to find out how serious they are and discover whether or not they can afford to buy you (in cash terms) and most importantly actually want to do the deal.

But I’m running ahead of myself here, let’s go back a step to how to identify buyers:

1. The easiest potential buyers identification is to look at your competitors. Perhaps they are looking to consolidate their market position, are envious of your customer list, or want to employ you and your people for their talent.

2. Another potential buyer type could be an established company that is looking to get into the market space that you are smack in the middle of. These are regarded as new entrants to market. Most likely armed with a war chest for acquisition targets and lacking commercial experience of your marketplace.

3. For the third potential buyer type, it’s time to consider the global market. It there a similar business to yours in the same market in a different territory? Not quite yet a competitor and certainly not a new market entrant.

So there you have it. Obvious isn’t it but don’t overlook the low hanging fruit potential buyers, they are the most likely winners in the end. With these three different buyer types, you should have the beginnings of a good list that will need qualifying.

Good luck with your identify potential buyers process!

Joanna Miller helps business owners navigate their way through the start to finish process of selling a business. Her specialty is helping owners understand how to prepare and make the most of their business sale process to maximise their company’s value. To understand how you can sell your business quickly for the highest sales price, purchase her book, “How To Sell A Business: The #1 guide to maximising your company value and achieving a quick business sale”

Posted on May 21, 2014December 25, 2018 by Joanna Miller — Leave a comment

5 ways to discover your potential buyer’s hot buttons!

Recently I was asked by a business owner how they could find out what their potential buyer’s hot buttons were. That got me thinking about how I would approach it. Having gone though the business sale process already successfully, Knowing what I know now, here are five things that you should try on your ‘target’ in order to glean what are likely to be those hot buttons. These suggestions are listed in no particular order and remember that the potential buyer that you have in mind may not realise that they are on yet!

At your next industry event or exhibition, casually talk to a few of your target potential buyer colleagues. Take them away from their stand by suggesting that you both swap freebies (‘oh I’ve got one at my stand.’) or buy them a drink/snack, and after some small talk, find out what their perception of your business is.
Plan and organise to meet up with the target potential buyer Managing Director over a nice lunch and talk about the weather, the industry as a whole, their plans, your plans, mutual acquaintances and companies. Mention three things that you love about their business and then ask what they love about yours — remember don’t take any offence if they can’t think of anything or say something negative. It’s all useful information as it gives you a little insight into their perception of you.
Look at your target potential buyer’s filed financial accounts and pay special attention to the shareholding, commentary and notes in those accounts. If they are registered in the UK then this information is available at Companies House and it’s only £1 per document. If your target potential buyer is a publicly listed company, read their annual reports to find out what their strategy is and sometimes they even state if they are looking to acquire in order to grow!
If you know the target potential buyer’s top 3 clients, ring those clients up and find out if they know about your business. In order to protect your identity. You could be calling on behalf of a market research company.
Has your target potential buyer made any recent acquisitions? If so, find out who were the owners/business managers that sold and get in contact with them to find out why they were acquired and what hot buttons their business had. (This suggestion is similar to taking the MD out to a nice lunch).

Hopefully these suggestions get your creative thought processes going and you’ll come up with some more as I’m sure that there are more ways to discover your potential buyer’s hot buttons. What would you do?

Posted on February 3, 2014December 25, 2018 by Joanna Miller — 1 Comment

Ready To Sell Your Business: Now What?

So you’ve built your business and now you’re ready to sell your business and you think you are ready. Are you really ready? Have you considered everything yet? Here are four crucial areas that it’s worth considering very closely if you want to maximise your business exit.

Make yourself redundant.

If you’re still at the centre of the business and finding that everything and everyone revolves around you – that’s not good. The business needs to function without you being at its centre so start stepping away from the day-to-day decision making and trust your employees who you have hired to do the job do it! If you find that you are micro-managing because of fear, loosen the reins and let your employees take the lead. If they don’t perform, there are always better people out there. It’s a question of finding them and making sure that you end up with a performing team with you out at the front, leading. You job will be to sell your business at the best deal you can.

Numbers. Numbers.

The price you’ll get for your business maybe a multiple based on income eg. three times total revenue so make sure that when you present your numbers that they are accurate and your forecasting (generally three years out) is realistic, especially if you stay on in the business because you’ll be asked to smash through those forecasted numbers!! Make sure that your team know what they are aiming for and get their buy-in to achieving those numbers. Your aim is to get a huge slice of the bigger pie so reward them for performance.

Cash is king.

Grow your top line – your revenue. Focusing on revenue will easily prove that the business is growing and will continue to as new sales comes in. Of course, don’t forget to review your cost lines and see if you can squeeze more out for less without compromising or introducing problems elsewhere in the business.

Think like a potential buyer.

Put yourselves in a potential buyers’ shoes and try and look at your business through their eyes. Do you know what unique selling points the buyer’s love? What are the business’ strengths and where are the weaknesses? Tighten up on those, eliminate them where you can. Make sure that you don’t give the potential buyer an excuse to delay or walk away because they found something that you should have first. Instead, you should be making sure that they can’t wait to give you an offer and close the deal as soon as possible.

Posted on December 17, 2013December 25, 2018 by Joanna Miller — Leave a comment

The five stages of grief when selling a business

The source of the five stages of grief

The Kübler-Ross model, commonly referred to as the “five stages of grief” was introduced by Elisabeth Kübler-Ross which was inspired by her work with terminally ill patients. Believe it or not, it also applies to business too and it doesn’t have to only be during the business sale but I found that it was heightened during this time and I certainly experienced these grief stages a number of times during my business sale as we went around six times. Let me share with you one of those times with you now after listing the 5 stages of grief. The five stages are:

Denial
Anger
Bargaining
Depression
Acceptance

Looking back and recognising the five stages of grief

During our business sale cycle we received an offer for the business (subject to contract) from a corporate organisation which had its own internal business acquisition team complete with an acquisitions manager. In the offer letter, it stated the offer / consideration and key assumptions made – such as keeping myself and my business partner on beyond the sale. The price was fair and we went ahead and signed the exclusivity letter which had a completion date within 6 weeks. That meant that the due diligence process had to be wrapped up within 4 weeks. Everything was seemingly going fine, we provided access to our comprehensive data room, had a couple of all day meetings going over financials and forecasted on top of answering hundreds of due diligence questions.

We were busy wrapping up due diligence with three days to go to completion day and our business broker got a call. The Acquisitions Manager informed our business broker that their due diligence had highlighted some concerns they had with our sales forecast and as a result, they tabled a revised offer which was a substantial price chip of over20% of the cash part of the consideration.

When our business broker passed on the news, I was in immediate denial (stage 1) – due diligence had gone well and as I disagreed with how they worked out the price chip, anger (stage 2) started to build up, especially as they said they had no intention to price chip!! My business partner and I wanted to negotiate aka bargain (stage 3) but our business broker said that there was no room for bargaining and sure enough, within a couple of hours of that phone call, the price cut ‘best and final offer’ letter was in our hands.

I’m sure our 5 stages overlapped with each other and anger with depression (stage 4) set in almost simultaneously because we had no time to let the news sink in and be processed – only a few hours because we wanted to keep the deal alive. We had no choice but to accept (stage 5) the revised terms (because we were determined to sell the business this fifth time around!) and we had to convince ourselves that it was a good thing that we were still being considered for purchase.

Not a great situation to find yourself in. In hindsight, I’m sure that we would have forced ourselves time to digest the news and slowed down the process in order to consider it with clearer heads and minds if we had the time but hours after receiving a price chip (chunk!) we were then told that the whole deal was off and dead due to cultural differences which sent me spinning around the Kübler-Ross model yet again – within a 12 hour period, it was quite a knockout – however that’s another story!!

Three takeaways

Look the potential buyer in the eye at the start of the process and shake their hand in that there will be no price chips – ideally, get it in writing too if possible.

During the business sale process if you happen to receive negative news, try and acknowledge it and work through the five stages.

And lastly, there is always a choice even if you feel you are backed into a corner. You can always change your mind and there will always be another deal to be had.

Posted on December 5, 2013February 2, 2016 by Kim Brown — Leave a comment

LawyerFair – How to choose a business lawyer that’s right for you

How to choose a business lawyer that’s right for you

Throughout the years I’ve unfortunately had to use lawyers on several accounts. I say ‘unfortunately,’ because legal proceedings have never been an enjoyable experience for me. A few times I had to seek settlements from clients, I’ve gone up in front of an employment tribunal (for unfair dismissal) and most recently, I used a lawyer to help me exit my business.

Fortunately, however, every lawyer I’ve used helped me to achieve the intended outcome. Sometimes, however, I look back and think that my choice of outcome might have been wrong. In fact, that’s my largest gripe with solicitors – you tell them what you want and they get to work rather than perhaps offering alternative solutions.

Let me digress.

Many lawyers fail to propose fixed fees or fully detail the legal process involved and the client is left with an ever widening black hole of debt.

Looking back upon my employment tribunal case, if I knew then what I know now, I would have never fought for ‘principal’. An ex-employee sought legal advice because he claimed he was fired for being gay. From my perspective, the ex-employee was dismissed because he was always late, called in sick often, rarely hit targets and failed to do the same job that his peers were doing. Furthermore, he was employed for only 10 months before being fired.

Because of my need to prove the truth it cost me over £25,000 to ‘win’ the case and when I won I didn’t really win. The process took two years, caused terrible stress and the whole case seemed to go on and on and on. I learned the hard way that the legal system and courts favour the employee – even if you have 100% proof against the claim.

The solicitor I used was a very professional and sensible man. He explained the worst-case scenario yet felt it would never get to the courts. Well…he was wrong. After hiring him and then the barrister to argue the case, I was left out of pocket and deflated. There was no sense of victory. And the ex-employee lost nothing. He didn’t have to pay to string me along for 2 years!

Perhaps it’s one of those lessons that you have to learn yourself? But I can’t help but feel the solicitor didn’t prepare me for the rocky road I had to walk. Looking back, I wouldn’t worry so much about principle – I’d find a way to resolve things as quick as possible so I could go on and live my life. Hindsight is a great thing – I do wish, however, that the lawyer offered alternatives that were perhaps easier, cheaper and took less time.

Digression over.

Let’s face it – lawyers are not the most liked people

The general public looks at them through weary eyes. Lawyers have the capability to twist, turn and respond to any query with legal babble talk leaving the listener to wonder what’s really going on.

Finding a good, reputable, proactive, straight-talking, client service led UK lawyer isn’t always an easy task

I think another thing that really causes anxiety when finding a lawyer is that you know you’re screwed if you don’t get the right one. It’s not like you’ll be able to sue the lawyer if they do a bad job – will you?

But here’s a service that might help…

While connecting with people and businesses over Twitter I came across LawyerFair. They offer a UK lawyer comparison service that looks very beneficial to business owners.

Using LawyerFair is very straightforward:

Fill in a small form detailing your requirements. The form is in 3 parts and asks basic information about the legal requirements necessary, where you are in the process, whether you want fixed fee or not. It also asks for a budget, whether you want a local solicitor or are willing to work with a remote one. You’ll easily complete the form within 5 – 10 minutes. At the end of the form, you’ll need to register for the free service so LawyerFair can respond to your request.
You’ll then receive up to 3 proposals for your request within 48 hours.
You can check the various lawyers profiles and how other users rated them
Chose a solicitor that suits your needs best based on profile, past experience, cost and gut feeling

The main element of LawyerFair that excites me is the review aspect. If past clients are unhappy with a lawyer, they can make their feelings known. Any LawyerFair recommended lawyer will know that potential and most likely work hard to ensure top marks are giving.

On the flip side, however, for comparison sites to work you need quite a bit of work to flow through them. A comparison site is no good if the majority of recommendations haven’t been rated by others.

That being said, the service has been created to help business owners to make more informed decisions when seeking legal advice. The service is free so there’s nothing to lose by giving it a go.

When it comes to using lawyers in the UK, my advice is this:

Make sure you consider the ramifications of the outcome you want. Ask the solicitor what the process is likely to be and consider the worst-case scenario and whether you’re okay to live through it.
Give LawyerFair a go at http://www.LawyerFair.com

To read about my experience with lawyers when exiting my business, read this: How Could My Company Be Valued £500k By One Broker and £3.6m By Another?

Posted on September 11, 2013December 25, 2018 by Joanna Miller — Leave a comment

Deal fever – learn how to recognise it in order to control it as its going to happen to you!

You’re probably wondering what deal fever is. It’s not quite the same thing as the song ‘Fever’, made famous by Peggy Lee but it certainly has echos of it and it happened to me during my business sale – several times!

Recognising Deal Fever

Deal fever is when irrational thoughts start to happen, and decisions are being made based on emotions because your emotions have been caught up in the business sale.

And normally it appears about the same time as when greed decides to make an appearance, which is when you’ve received an indicative offer and your eyes might be as wide as saucers as you’ve reached a milestone of having your business valued in someone else’s eyes.

You start to be carried away by the big numbers being talked about, and you begin to believe that your company is worth more and probably more than what that potential buyer wants. Because he/she definitely wants to buy your business at all costs. See? Notice how the ‘at all costs’ part crept in there? That’s a symptom of deal fever and irrational thinking taking shape.

Another sign of deal fever is when, in your head, you have already started to spend the money that you actually don’t have yet. Catch yourself when that starts to happen and

Coping with Deal Fever

I coped with deal fever by making sure that I had my completed ‘Calculate Walkaway Price Workbook’ to hand and referred to it as often as possible to remind myself of the reasons as to why that was an acceptable number and rationalise that there was no good reason that the price should be five times larger as that multiple was too high and the risk of the deal falling through would be greater.

It helps having an external trusted advisor that has no vested interest and cares for you as an individual with no hidden agenda. When deal fever hits and you think you have to make a decision and you’re running out of time, that’s the perfect time to go have lunch with them and pour out your emotions and thinking. That person will highlight what irrational thoughts and possible decisions you are considering which will help you make the right choice, without deal fever, in the end.

Expect deal fever, its guaranteed to happen, after all we are only human, and it is your own company you’re selling and very tempting monetary figures are placed in front of you. It happened to me. The symptoms of deal fever are trying to rationalise and re-rationalise decisions and choices made. It’s changing your mind a thousand times. It’s thinking about the ‘what if’ scenarios. It’s hindsight kicking into gear after you’ve made a decision that has unexpected consequences; it’s everything while being on the emotional roller-coaster at the same time. Learn to recognise it so you can control it – even if it means ignoring it, I did!

Posted on September 5, 2013December 25, 2018 by Joanna Miller — Leave a comment

Interview: Yes! You can exit your own business

After Kim’s interview of myself and my business exit story, it was time to switch roles and it was my turn to become the interviewer in order to be able to share Kim’s story with you. Kim’s exit from her business was different to what would be perceived as the norm and shows that business owners, even with business partners, can change their circumstances from within and successfully exit their own business. Read on to discover the difference!

Joanna: What was your original business exit plan?

Kim: Originally I didn’t know I had the ability to exit my company. For some reason I felt as if I had to keep it until I died. I know that probably sounds silly, but I felt trapped in my business and thought people would think I was ungrateful for wanting to sell it or leave it. To further complicate things, my business partner and joint shareholder was happy to plod on for an indefinite period of time. I felt stuck. I loved my company and was very proud of what I created however I was board stiff. I wanted to do something else!

Joanna: So what triggered your desire for a business exit?

Kim: While attending the Business Growth Programme at Cranfield University I not only realised that my company was very valuable but I also learned that there were several ways for me to exit. During a dinner with my counselor he asked me what I really wanted to do with the business and my response was to ‘get rid of it or find a way to get out of it.’ It was the first time I aired my feelings but I felt as if I had nothing to lose. My counselor didn’t have a vested interested in the business so I felt free to talk openly. His response was, ‘what’s stopping you’? For the first time in years I felt as if there was a light at the end of my tunnel. Right after that conversation I was referred to a lawyer and he outlined various options.

Joanna: And how did you find the process emotionally?

Kim: The process was the hardest thing I’ve ever done in my whole life. Even though I wanted to desperately get out of my business exiting was heart-wrenching. I cried. I screamed. I felt sane one day and insane the next. After eight years of growing a company from nothing to something I found it massively emotional. The negotiations had me up pacing through the night. My thoughts were all over the place. I wondered if I’d get the amount of money I felt I deserved. It seemed as if time stood still and things weren’t progressing fast enough. I felt anxious, nervous and afraid to even contemplate that I’d be able to get a large sum of cash and walk away. On top of all the negotiations there was also dealing with the tax authorities, lawyers and keeping things quiet from the employees. Just typing this now reminds me of how atrocious the process was for me. Furthermore, I felt as if I was going through a divorce with my business partner. We spend 8 years building something amazing and I was telling him I wanted to go my separate way.

Joanna: So what was the final outcome?

Kim: My business partner didn’t want to sell so after three ‘Considerations,’ I agreed to sell my partner 40% of my shares and grant an option for him to buy the remaining 60% of shares within a certain amount of time. The 40% payout was scheduled to come to me over 2 years with the remaining option to follow if my business partner wishes to exercise it. I was able to quit as an employee and resign from the Board of Directors. Luckily, I was able to walk away quite quickly and within three months the deal was signed and the money started to come my way. I felt that the deal struck was fair and I’m pleased to say that the relationship between me and my ex-business partner is on good terms. I’m ecstatic about the outcome and don’t have any regrets. It was the hardest thing I’ve ever done, but it was well worth it.

Joanna: In hindsight, what are the top 5 things would you have done differently, if anything?

Kim: I don’t think that I could have done anything differently other than learned how to relax more. I felt so anxious and worried when I really didn’t have to. But I suppose that applies to anything in life!

So there you are, here’s actual proof that no matter how stuck you feel as a business owner, there is a way out and you too can exit your own business. It may take someone from the outside to help you realise it but see, it is possible. If you are in a similar situation to what Kim’s was but have yet to verbalise it or do anything about it, perhaps after reading this it will spur you on and you too can exit your business and find the joy in life again.