Over the past several months, several people have asked me how to value a business in the context of a sale. While I have not handled the valuation of a business, it is much like the valuation of anything else…
How does one decide how much to offer on the purchase or sale of a house? Just like one’s house, a business is worth exactly what a willing buyer and a willing seller, both of whom are free to walk away, agree that the business is worth.Â
What issues arise in the context of valuations? How to handle an owner that wants to be involved ever after the deal is completed? What are some of the options associated with valuing a small business? These are three excellent questions.Â
Issues
In the valuation, the buyer and the seller often have differing opinions over the price and the nature of the transaction. Â
In some cases, sellers are willing to forego part of the revenue so that they can make sure the buyer is aligned with their vision for the business. Some would say this is wrong, or right. It seems to me that each of us may have different priorities.Â
At times, one may feel sympathy for the person whose interest is being acquired. This can happen in the context of a death, for example. It can be difficult to keep a business perspective in such situations.Â
Relationships are important in two ways.  Sellers and buyers often say they want to be ”fair” or do the “right” thing. What do these terms mean? How are they measured?Â
Some sellers are under financial pressure while others are able to walkaway from the deal. These aspects impact the price of the business in question.
Some buyers are anxious to purchase the business while others are less serious about the deal. This too impacts the price.
In connection with the purchase or sale of a business, one issue that arises is communication obligations. How are customers going to be contacted and informed of the sale? Who will be responsible for this communication? When will the communication occur? What will the communication say? How about suppliers or creditors?
On-going Involvement
The seller’s on-going involvement in the business after the sale is an issue for some small businesses.Â
Sometimes, the seller wants to be involved. At other times, the issue is one of necessity. In some cases, the buyer wants the supplier to be involved for convenience.
Proceed with caution in this area. The business is the seller’s baby. The buyer is likely to want to make changes. For the seller who has poured his or her heart, mind, and soul into building the business, watching changes made to one’s baby is a very painful experience.
My best advice in this area is to help the buyer, if necessary. But if it is necessary to do so, do it as a paid consultant on an hourly/daily/weekly basis.
Options
When one is trying to value a small business, there are a host of methods for doing so. There is no one “right” answer on the question of what a business is worth.
Business advisors such as attorneys, CPAs, economists, bankers, and experts in the business area are sometimes asked to set the price, or to help one or both parties establish a baseline price. Sometimes, the parties simply talk through the price.Â
Formulas are frequently used to justify the offer or counter- offer. Â
Ideas and Experience
Have you been in the situation of selling a business or business unit? If so and you would like to share your experiences or lessons learned, please feel free to post that information in the comments to this blog.