Selling When Business Valuations Are Low

Selling When Business Valuations Are Low

By DIANA RANSOM

Investors weren't the only losers when the stock market crashed last September. Business owners also watched their company valuations plummet.

Timothy Butler, the president and chief executive of Tego, an RFID chip maker in Waltham, Mass., saw his firm's value fall quickly with the market's downturn. Moreover, the recession spooked venture investors. Before the crash, Butler had expected to land investment funds in the range of $1.5 million to $2 million. Instead, he says his firm wound up with just a third of that amount in its coffers.

"It was a very difficult time," Butler says. "We reduced salaries temporarily. We had to cut certain projects and renegotiate the timing and paying of creditors. And we had to rewrite our business plan to recognize current realities."

Many firms turned to equity financing during the downturn to make up for their cash shortage. That solution can help keep a business afloat, but each time this type of funding is raised, a company must be appraised, says Jeffery Sohl, the director of the University of New Hampshire's Center for Venture Research. If owners revaluate their companies when values are lower, they may have to hand over more ownership in the company because the same amount of money buys more when values sink, he says.

In an effort to shore up his firm's valuation, Butler decided to forgo traditional equity financing. Instead, he issued convertible debt, which is seen as less risky than regular equity investments. The strategy has paid off. Since February, Butler has managed to raise $1 million in debt financing.

Butler was able to avoid a lower valuation, but many other business owners — especially those who are older and angling for retirement — haven't been so lucky. In the second quarter, the median sale price for completed business sales dropped 20% to $160,000, from $200,000 the year before, according to BizBuySell.com, a web site that tracks business sales. "There's no question that it's a challenging environment," says Anthony J. Citrolo, a principal at New York Business Brokerage, a business brokerage firm in Melville, N.Y. "If the last three or four quarters haven't been great, some owners [looking to sell now] will have to accept about 12% to 15% less than what they would have gotten a year ago," he says.

Still, low valuations aren't impossible to overcome, says Citrolo. In fact, they might even benefit some business owners, he says. Here are three ways to sell your business when values are low:

Keep it in the family
For business owners who want to keep their companies in the family, now may be an ideal time to hand over the reins, says Matt Painter, a tax partner at LBMC, an accounting firm in Brentwood, Tenn. The total amount any one person is allowed to give away as a gift, tax free, over his or her lifetime is $1 million. So at this point, business owners can effectively give away a larger percentage of their businesses because valuations are lower, Painter says.

Let's say a business that was worth $2 million a year ago was broken down into 10,000 shares worth $200 each. Let's also say that business lost 20% of its value after the downturn, sinking the firm's shares to $160 each. So instead of being restricted to giving away 5,000 shares (to stay within the $1 million exclusion), the owner can now give away a larger percentage of her business (6,250 shares) to her children. The move could also mean a windfall in the recovery. "Depressed values are [likely] going to bounce back," Painter says.

Transition to employees
At a time when buyers are scarce, another option for owners is to sell the firm to its employees. Of course, buying a business on the spot is likely a stretch for cash-strapped workers. In addition, taxes, which are payable by employees, kick in on stock transfers to employees, says Matt Vandenack, an attorney who counsels small-business customers for the Principal Financial Group in Des Moines, Iowa. Still, as valuations are lower, so are taxes, he says. As a result, employees may be more willing to purchase the company via stock transfers today, Vandenack says. "It's an opportunity to get into the business for cheap," he says. "If you sell them a portion of the business today, that percentage of the business will presumably increase. And even if the company's value goes up before [employees] finish buying it, they've at least gotten a discount on a portion of the business."

Sell with earning potential
Getting anyone to pay for a business in full is a tough proposition these days. And although seller financing — transactions in which sellers agree to hand over the business in return for installment payments — has picked up steam, it doesn't encourage business owners with low-valued businesses to sell. Instead, many owners are increasingly turning to transactions known as "earn outs" in which business owners agree to sell their lower valued firms today in exchange for a cut of the company's future profits, Citrolo says. Here's how it works: Sellers and buyers agree on future earnings targets. If buyers meet these targets, sellers receive some agreed upon percentage over and above the target value, Citrolo says. However, if the buyer doesn't meet his target, the seller still receives payment. "In effect, the buyer is hedging his bet," he says.

SOLD!

Learn to Impress Lenders

Learn to Impress Lenders
Proper preparation is key when you're angling for money to fund your business.

By JOSEPH BENOIT, ENTREPRENEUR.COM
Posted: 2009-08-11 13:21:31
Filed Under: Small Business, Small Business Funding

While obtaining a loan may be challenging amid the current economic climate, you can increase your viability as a loan candidate by taking steps to prepare for that initial meeting with a lender.

First, be thorough when preparing documents a lender may request. These include: past financial statements and tax returns, a copy of your current note and payment schedule (if your business is already established), and a detailed business plan.

Your business plan should include:

* Executive summary: A critical introductory statement encapsulating the main points of the plan; a window into every facet of your business.
* Market analysis: A thorough overview of your industry, target market and competitors.
* Company profile: A summary of your company's industry and a description of the elements that will make your business stand out.
* Organization description: A description of your management and organizational structure, the marketing and sales strategy; a description of services or products and financial information, including the requested loan amount, your company's current and forecasted income statements, balance sheets and cash-flow statements.

In addition to preparing a comprehensive business plan, consider these strategies prior to seeking a small-business loan:

* Contact a financial advisor early. Consider cultivating a relationship with your financial advisor before you need a loan. By establishing a relationship early on, you can build a foundation the advisor can draw on later to make a determination about a loan.
* Research loan options. Find out which loan options will best suit your needs and be prepared to discuss these options when meeting with a lender. Will you seek a secured (collateral-backed) or unsecured loan, and what type of payment terms would best meet the needs of your business?
* Plan ahead. Anticipate the questions a lender may pose and have honest, well-researched answers ready. Decisions to lend are fact-based; don't be idealistic when answering questions and providing projections. Lenders will appreciate your practical perspective. It may also be wise to organize all of your documents prior to the meeting for easy access to specific items when requested and to highlight your meticulous attention to details.
* Lend to your venture. Amid the tightened credit market, managing risk is increasingly important for lenders. With this in mind, consider providing ample collateral or money toward your venture if possible. Your willingness to invest in your success may reflect added confidence in your plan.
* Preparation before meeting with your lender is key. The time and commitment you dedicate in advance may help increase your appeal as a solid loan candidate in this competitive market.

Joseph Benoit is the small business banking executive for Union Bank, N.A. Visit www.unionbank.com for more information.

SUNBELT INDIANA’S BRIAN KNODERER AND TIM LYONS RECEIVE CMAA DESIGNATION

SUNBELT INDIANA’S BRIAN KNODERER AND TIM LYONS RECEIVE

CM&AA DESIGNATION

INDIANAPOLIS – Brian Knoderer, Senior Partner at Sunbelt Indiana Business Resource in Indianapolis, IN and Tim Lyons, Transaction Advisor, received the prestigious Certified Merger & Acquisition Advisor (CM&AA) designation recently. The Alliance of Merger & Acquisition Advisor’s (AM&AA) CM&AA designation is the premiere advanced professional credential available to today's business advisory professionals, including CPAs, CFAs, attorneys, and many others.

Knoderer and Lyons were awarded the CM&AA designation after demonstrating a superior knowledge about the functions and applications of merger and acquisition services, documenting practical experience, participating in a five-day curriculum, completing 36 contact hours of attending AM&AA courses, passing a comprehensive examination, and pledging to uphold and practice the Association’s Code of Ethics.

The Alliance of Merger & Acquisition Advisors® (AM&AA) has emerged as a leading provider of educational, marketing, information and transaction resources for corporate financial advisors. The goal of the CM&AA certification is both simple and lofty: to maintain the highest recognized standards of professional excellence for corporate advisory and transaction services, while providing a recognized standard of professional expertise within that overall body of knowledge. Larry Metzing, Senior Partner at Sunbelt Indiana Business Resource, states, “Tim and Brian have achieved a significant professional standard of excellence that identifies their mastery of knowledge in mergers and acquisitions, as well as their commitment to staying abreast of new developments in the field.”

Additional information is available from Brian Knoderer by telephoning 317-218-8638, and from Tim Lyons at 317-218-8631. They are available to the news media on a continuing basis as a source of information and comment about developments affecting the efficient, economical and profitable transfer of business ownership and on economic trends affecting the business community.

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Just SOLD!

Just SOLD!

Recovery Act Changes To SBIC Program Mean Increased Funding Available For Small Businesses

U.S. Small Business Administration


-- News Release --


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Release Date: July 10, 2009
Contact: Dennis Byrne (202) 205-6567
Release Number: 09-47
Internet Address: http://www.sba.gov/news


Recovery Act Changes To SBIC Program Mean Increased Funding Available For Small Businesses

WASHINGTON – Effective today, small businesses that would otherwise have difficulty securing private equity or venture capital may find funding easier to get as a result of changes made as part of the American Recovery and Reinvestment Act to the U.S. Small Business Administration’s Small Business Investment Company program.

“The Recovery Act expands SBA’s venture capital program to increase the pool

of investment funding available to the Small Business Investment Companies licensed by SBA,” said SBA Administrator Karen G. Mills. “We believe those companies will be better equipped by these changes to help sustain and grow small businesses for their next important growth steps.”

SBICs are privately owned and managed venture capital firms which are licensed and regulated by SBA. SBICs use a combination of funds raised from private sources and money raised through the use of SBA guarantees to make equity and mezzanine capital investments in small businesses. There are approximately 338 SBICs with $17.4 billion in capital under management.

The changes made as part of the Recovery Act are:

•The Recovery Act makes SBICs eligible for greater SBA guaranteed funding and requires SBICs to invest 25 percent of their investment dollars into “smaller” businesses. Also, the amount of funding an SBIC may invest in a single small business is set at 10 percent of an SBIC’s total capital rather than the previous limit of 20 percent of an SBIC’s private capital only. This translates to an effective 50 percent increase in funding available to a single business by an SBIC.

•Maximum SBA funding levels to SBICs will increase up to three times the private capital raised by the SBIC, up to a maximum of $150 million for single SBICs, or up to $225 million for multiple SBICs that are under common control.
The cap for all licensees was set at $137.1 million before the Recovery Act.

•These limits are even higher for SBICs that are licensed after October 1, 2009, that certify that at least 50 percent of their investments will be made in small businesses located in low-income areas, up to $175 million for single licensees and up to $250 million for jointly controlled multiple licensees.

•Changes made to the SBIC program under the Recovery Act are permanent.

Industry associations have commended SBA for these changes and SBA continues to encourage new SBICs to apply for licensing and actively participate in the program.

The SBIC program was created to stimulate the growth of America’s small businesses by supplementing the long-term debt and private-equity capital available to them. Since the SBIC program’s formation in 1958 through April

2009, it has invested approximately $56 billion in more than 106,000 small businesses in the United States. For more information about the SBA’s Investment Division and SBIC program, go to www.sba.gov/INV or call 1-800-U ASK SBA.


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