Nashville: 615-376-8909 |    Auburn: 404-307-7354    |   Huntsville: 256-503-2806

 

The Alliant Process

Determine Market Value

The first step is to determine the market value of your business. This is extremely important!

Most business owners know the value of their home and their automobile but have no idea the value of their most important asset … their business. Or they rely on simple formulas or multipliers that do not take into consideration many variables like industry trends, location, financial and other critical factors.

Alliant Advisors have the expertise and the tools to determine the value of your business. Our professional intermediaries have the resources at their disposal to help arrive at a value for your business. Our experience and industry knowledge will insure that you will not “leave any money on the table.”

Confidential Marketing Package

We will prepare a Confidential Marketing Package for your company. Your business is unique; buyers want and need to know about it. Your marketing package will detail the positive attributes of your business and explain any weaknesses in a manner that helps the buyer fully appreciate the business performance and its potential.

Critical Elements of the Marketing Package:
• Description of Business Products and Services
• Current position in the market
• Opportunity for Growth
• Detailed description of assets (i.e., equipment, computers, machinery, etc.)
• Re-cast earnings analysis to illustrate the true earnings of the business
• Re-cast balance sheet to clearly describe what the buyer is buying

Confidentiality:

Most business owners choose to market their business confidentially. We require that each potential buyer sign a Confidentiality Agreement prior to our releasing any information about your business. In addition, all prospects must submit personal or corporate financial statements before we reveal any specifics. We will only bring you “qualified buyers”.

Marketing:

Our business marketing professionals have years of experience marketing businesses confidentially. ALLIANT will use a combination of; print media, trade publications, internet marketing, direct mail and telemarketing. The advertising will describe enough about your business to understand what you do without disclosing who you are.

Buyer Management

Confidentiality Agreements

Potential buyers are required to sign a Confidentiality Agreement before we disclose the identity of your business.

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Buyer Screening

Buyers are required to complete our Confidential Buyer Profile and financial statement prior to receiving details about your business. This profile provides the buyer’s background, employment history and financial situation.

Controlling Flow of Information

Different buyers request different levels of detail at different times. We provide only enough information for the buyer to get into the position of a possible offer. Full due diligence will only be allowed after the buyer has made an offer and the seller has agreed to the terms of the offer.

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Buyer-Seller Meetings

As soon as the buyer has determined he has a serious interest in your business, we will arrange a buyerseller meeting to discuss the general operations of the business. The price of the business is never discussed face-to-face and all offers must be in writing.

Financing Options

Owner Financing:
– Higher Price
– Lower Interest Rate
– Faster Closing
– Continued Owner Involvement

Third-Party Financing:
– Formal Business Valuation Required
– Various Options and Longer Terms
– Application, Processing and Loan Closing
– Greater Independence

Negotiating Offers

Critical Elements
• Price
• Terms:
– Asset sale vs. stock sale
– Allocation of purchase price
– Buyer’s financing the transaction
• Tax issues:
–Real property taxes
–Deferred taxes
–Corporate taxes
–Personal Taxes
• Transition Issues – training periods
• Non-Competition Agreements
• Closing Schedule
• Contingencies
• Earnest Money

Managing Due Diligence

Buyer Due Diligence

At this point in the process, the buyer has usually retained an accountant to help them evaluate the business. If the seller provided the information we requested when we began to market the business, we will have most of the information we need to start the due diligence process. During due diligence, our objective is to prove those earnings to the buyer and his advisors.

The Only Surprises Allowed Are The Ones We Plan

Seller Due Diligence

Seller due diligence activity will vary depending on the structure and terms of the deal. The seller should request a full financial statement and credit report on the buyer. Other due diligence information may be required depending on the terms of the financing, lease assumptions (if any), non-compete agreements, etc.

Negotiating Closing Documents

The closing documents define the terms of the transaction. Important elements that often require difficult negotiations are:


 Allocation of Purchase Price
 Representations and Warranties
 Indemnifications
 Promissory Notes
 Security Agreements
 Personal Guarantees
 Lease Assignments
 Assumption of Specific Liabilities ence 

Closing The Transaction

“This Is Where The Money Changes Hands” Typically, the closing will take place at an Escrow Company that specializes in the transfer of businesses. The Escrow Agent is responsible for making sure all documents are executed before the release of funds to the appropriate party. Closings are typically smooth and quick. A closing should not include any additional negotiations although from time-to-time a last minute issue will need to be resolved at the closing table.