Wednesday, December 9, 2015

THE MYTH OF THE BABY BOOM SELLERS

Written much more elegantly than I could ever do, this author (first published on Axial Forum and many thanks for granting me permission) discusses what we expected to happen (lots of Baby Boom sellers) and what actually happened (they couldn't afford to sell).

The truth is that Buyers can only afford to pay "x" amount, and that has to do with the income produced by the business for sale. If it is small, the amount of cash produced by the business required to take care of a fair wage ends up being a big chunk of the cash produced leaving only a small portion to pay for the business. Just facts.

I have an acquaintance, maybe a client some day, who might be the poster child for Mr. Robert Flynn's essay. He had a successful distribution business for many years, sold off (more like, gave away) big chunks of it to some of the people who had helped him make it successful and partially retired. He now collects $125,000 to $150,000 per year with two employees and he just checks in daily and spends a good amount of time on the serious business of being retired. Everything is done over the internet and he provides really good jobs for his employees. Why sell for $200,000 when he has that arrangement?

Where Are All the Baby Boomer Sellers?
By Robert Flynn, United Business Brokers, LLC | December 9, 2015 Originally published on Axial Forum

Various exit planning forecasts predicted that between 4.5 to 17 million small businesses would hit the market for sale in 2012-2018 period — thanks to baby boomers approaching retirement and taking steps to sell their business before the next downturn in the economic cycle. The 2013-2015 period was projected to be the peak of the baby boomer selling boom.

But business for sale listings (mostly “Main Street” and often with less than $500,000 annual revenues) on the major transaction sites, as well as the middle market business brokerage firm listings are down in almost every Northeast state we track compared to five years ago.

So where are all the sellers?

Our conclusion is that many of the basic market assumptions of the exit planning industry are wrong.
Not all small businesses are big enough to be crucial to fund retirement. US Census Bureau and SBA statistics for small businesses note that 85% have less than nine employees and 95% of such companies have four or less employees. Of these businesses, 53% had less than $500,000 in annual revenues with 28% reporting less than $100,000.

These asset thin businesses are frequently service related or retail business models which generate possibly $60,000-$100,000 in adjusted owners’ earnings. Such businesses generally sell not at the listing ad earnings multiple but in a range of 1.5-2 X adjusted owners’ earnings — which after payment of commissions, closing costs, and other obligations leaves little for retirement.

For entities with over $2 million in annual revenues, and certainly for those with over $4 million in annual revenues, the business sale is a central component to retirement planning and sophisticated planning is required. But for probably 95% of all small businesses in the United States this is not the case.  Estimates of the small business population in the United States vary, but a mid range of 28 million small businesses probably yields a total available exit planning market potential of 1,500,000 businesses, which after adjustments for normal attrition may yield 500,000-600,000 businesses which are prospects for formal exit planning. We estimate that many professional exit planners have apparently greatly overstated the quantity of businesses which will be sold for retirement purposes by a factor of 9 to 15 times.

Most small businesses generate cash flow for an owner and his or her family for some period of years and then quietly close. In other cases, the owner creates an internal solution such as a sale to an employee or family member.

Such businesses unfortunately have little value as a store of wealth and a platform for a financially stable retirement. They often provide livable compensation for the owner and a handful of employees for just a few years: the SBA reports that only one-third of small business formations exist after ten years. Exit planners seem to overlook this fact and assume that all existing businesses will transition into the retirement age of the owner.

Other thriving business owners are postponing selling their business to take advantage of possibly the last two to three years of growth in their local economy and business. Many small business owners suffered through the recession in 2008-2010 and want to harvest a few more good years. They will sell — but it will likely be at the wrong time and for a depressed valuation.

The traditional retirement period is also being pushed out as people live longer. The prospect of retirement is less and less attractive to many owners, who are still vibrant and capable of running their companies.

We predict that there will be approximately one-half million small businesses with sophisticated exit planning needs over the next five to ten years which might be marketed for sale — many fewer than the widely projected 4.5 to 17 million that would be marketed for sale and not substantially higher from historical listing levels.

We also believe that there will not be a major imbalance between sellers and buyers.  The historical assumption of one buyer for one seller is dead as a new pattern of consolidators and investors has emerged who acquire 2-10 (or more) businesses.


The exit planning industry is correct that a multi-disciplined strategy is needed to evaluate, select, and execute a strategy to sell a small business, especially if the revenues are $2 million or more. We recommend that business owners looking to sell obtain an independent third-party business valuation. Inflated valuations add time to the process and put the seller at a disadvantage, especially if marketing the business in a declining valuation market.

Monday, August 31, 2015

Insider Trading, Construction Company


Insider Trading (Buying a Construction Company)

I wrote an article on BizQuest a while ago, and the response has been gratifying. Apparently others have conversations with their spouses that end with, “You should try to make more money… Dear.” I think they go to a special school someplace to learn how to say “Dear” and “Fine.”
INSIDERS
The clients generated from the article tend to be “Insiders” and have these general characteristics:
  • Construction professionals, so they know the business
  • Have a structure in mind
  • Buying from their boss or the family
  • NEED HELP WITH THE FINE POINTS OF THE BUSINESS DEAL
CONSULTING
For years I have resisted retainers and relied on success fees. It just makes me feel better when my compensation is based on getting something done. Plus, just about all of my serious negotiations have included a money-back guarantee—if you decide that I did not do what I said I would do, you get your money back.
If you are an insider buying a construction company, you need a limited service. It is not fair to pay me a percentage of the deal. You just want some advice and help about the deal points, and it is not legal or accounting advice. Nor is it advice about the construction business—you already know that.
WHAT IS A FAIR PRICE FOR THAT SERVICE?
As Shakespeare wrote, “Aye, there’s the rub.” But I think I have it figured out if we follow this guideline—You will be happy with the fee. Let us start with that motto and go from there. If my advice is worth “not much,” the fee should be commensurate.
So, here is what I propose: let me give you some thoughts, a Confidentiality Agreement and perhaps an example. No charge for a review of the existing financials and the existing Letter of Intent or whatever you have. I will let you know what I think needs to be done and an estimated cost, and my daily fee is $1,500 per day. You decide how to move forward, and we will part with favorable mutual respect. I guarantee it.

Sunday, May 31, 2015

It Happened Again

Friday, it happened again. The call that I get maybe once or twice a year. Each time, I'm flabbergasted (you don't get a chance to use that word much, so had to do it). Here is NOT an exact transcript, but close:

Caller: I'm interested in your listing.

Me: Uh, which one?

Caller: The one that looks like the guy is working only part time.

Me: (Guessing) Oh, you mean the one in St. Louis??

Caller: Yes.

Me: (I tell him a bit about the business, why it is for sale, nothing confidential. He asks for a Non Disclosure Agreement, everything is going along well.) Can you tell me a bit about yourself?

Caller: (Youngish, some money, good job. Married. Wife employed. Get ready for the punch line.) And, so, I just want to get something cheap that I can spend a little time on, part time, not in the evening or weekends, and make a lot of money.

Me: (There was more to it than this.) Good luck.

The first time I heard this reason for owning a business, it really surprised me. A lady came into my office in Kansas City, appeared to be in her early 40's and told me that she had about $50,000 and wanted to buy a business that would pay her "around $100k per year." I told her that was a tall order for a small investment. She said she could settle for less, but what she really wanted was a business... so she could spend Fridays and Mondays at the Lakes. Like that was the rule if you owned a business!

Unfortunately, small business owners, the heart and backbone of America in my opinion, are among the hardest working people I know. They often make really good money, but they also pay attention to their businesses and that sometimes means long hours.

They are devoted to their families, their employees and their customers. They are not in it for "four days at the Lakes." When the income arrives, it is often after several years of effort--but then, the executive who is making good money at a large company has spent several years earning into that job, too.

The small business owners I deal with every day are good people, with justifiable satisfaction for the place they have carved out in this world. They enjoy their work and the experience, and they also enjoy freedom, accomplishment, knowledge that there is nobody else to blame and better financial rewards (not all at once) than they would receive working by the hour.

But it is not for everyone. Obviously.