When you put your business up for sale, be prepared to talk about it in different terms.
For you, this business has consumed — if not all, then the majority of — your time. It’s made of your blood, sweat, and tears, product/service lines, employees, stories, accounts lost and won, systems and processes, and so much more. And while a good buyer can certainly appreciate your tireless efforts, they’re going to evaluate your business under a different lens.
You see, unless you’re being rolled into a larger company or dismantling individual assets, you’re essentially selling the present value of future cash flow, an imperfect estimation based on both objective and subjective factors.
You may work with a broker who will prepare a detailed offering memorandum about your business by reviewing each part of the company and compiling it into one pitch, broadly answering “Why is this particular entity worthy of our consideration?” for buyers.
With or without a broker involved, a buyer must decide whether to bid after careful examination of both negative and positive aspects. Depending on structure and interests, a negative to one buyer may be a positive to another (e.g., existing non-owner management, real estate). You won’t be a good fit for everyone, and that’s OK.
Find the Answers
Buyers have three primary lenses for initially determining whether your business is a good fit.
First, they want to understand how you’ve built the business, how you think, and, truthfully, whether or not you’re a reasonable and decent person. We’ve found that no deal terms are good enough to justify dealing with difficult people.
Second, they want to put themselves in your shoes and view the business as the owner/operator would. Depending on how the buyer looks at management, they’ll want to get a clear view of everything from day-to-day operations to long-term strategic planning.
Finally, they want to talk about what a change in ownership would look like and how the business may sustain, grow, or fall apart in the future. Every business is unique, with risk factors and opportunities. The buyer’s goal is to structure the deal as to maximize the upside and minimize the downside, without losing the deal entirely.
The specific questions will be dependent upon many factors, but in general, the buyer will be trying to glean the three areas above by asking you direct questions about how your business operates.
Here are eleven example questions buyers may ask:
1. Why did you get into this business in the first place? What excites you about it?
2. What is your day-to-day role in the business?
3. What would your ideal transition look like? What do you want to do post-sale?
4. What would be your expectations of a buyer?
5. What problem does your company solve for your customers? Why do your customers buy from you rather than others?
6. Can you walk us through the entire process of your service/product line — from sourcing to distribution to serving the end customer?
7. Other than you, who are the leaders/executives in the company? What are their current and potential roles?
8. How long have your employees been with you, and why do they stay?
9. What types of problems arise in your business (external and internal)? Who deals with them, and how?
10. At what capacity level do you currently operate? What capital expenditures should be made in this business annually, and on what?
11. What opportunities exist in this market through the next three, five, or 10 years?
When preparing for and responding to prospective buyer questions, it’s critical to be honest, not impressive. If you’re dishonest, they’ll find out in due diligence (if not sooner), and if you try to convey how ridiculously smart you are, they’ll start to question whether the business will be worth anything without you.
On the other hand, if you honestly explain how the business works, you will likely find the right buyers present themselves. And that means you can make your exit on good terms.
This post was originally published on Forbes.