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SELLING A BUSINESS

How to Sell Your Business (& the Land It's On)
 

When small business sellers own their buildings and land, they need to plan properly in order to successfully sell each.

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Selling your business is already a complicated proposition for most owners, but when the sale also includes commercial real estate, it can get overwhelming. Those looking to sell their business along with a building and/or additional land need to take extra care when preparing an exit strategy. More assets mean more money to either benefit from during a transaction, or to see vanish if not handled properly.

Taking a step back and making sure everything is planned and organized pre-sale can help negate potential buyer concerns and get you the highest offers on all of your assets. Here are a few things you should consider before starting the process:

1. Sell Together or Apart?

The most important thing to consider when owning a business and the property it resides on is if you plan to sell them together or separately. This will obviously affect the asking price but also the type of buyers you target. Finding a buyer who is interested in both commercial property and owning a small business will be tougher but allows you to maximize your value when you do find the right person. However if you don't find a buyer interested in both, it may be difficult to find a real estate buyer who will want to continue to have a business in the building.

For example, let's say you own a restaurant and the building it currently operates out of. If you choose to sell together, you'll most likely be looking for buyer candidates with more available capital than your typical chef or restaurant exec. You'd be targeting a larger investor and therefore, may limit the number of interested parties.

Selling separately will allow you to attract those more typical restaurant owners however you will need assurance from the building buyer that the restaurant can remain in place. In that case, it would be necessary to bring all parties together and include the restaurant's lease in the purchase/sale agreement for both the property and the business.

There are certainly pros and cons of each strategy so this is something you should address before initiating the rest of the sales process.

2. Enhance Your Facilities

As in real estate, in the business for sale market, first impressions truly do mean everything. When preparing to sell a business, especially one that includes additional real estate, take the time to boost the curb appeal of your business.

The fact is that if chose to sell your commercial assets with your business, you are selling the location, the physical structure and the land just as much as you are selling the value of your business. The new owner probably won't have the option to move the business anytime soon, so he or she needs to believe the business is in the perfect spot to succeed. And since that new owner will also be spending a considerable amount of money on the sale, he or she will also not want to spend additional funds on housekeeping or renovations of the property. Even if you chose to sell the building and business separately, the real estate buyer and the business buyer will need to like all aspects of the property before investing.

Make sure the inside and outside of your business reflect the same care you put into building your business's reputation. Small items like cleaning and landscaping are musts. Larger projects like renovations should also be considered depending on the property's visual appeal. While you might not want to invest significant money in a business you are leaving, it will pay off in the form of more buyer candidates, shorter lead times and better offers. When it comes down to it, if prospective buyers can't see themselves in your business environment, they probably won't make an offer.

3. Price It Right

Given the real estate market's recent advances, ensuring that you are pricing your business right has never been more important. Pricing your business too high will hurt your ability to sell and may leave you fighting an uphill battle that only ends with continuous drops in price. Pricing a business too low can cause prospective buyers to either presume that something is wrong with the business or pounce on your mistake; that leaves money on the table that should be in your pocket.

This process can get even trickier when commercial property is involved. So how do you find the right price for not only your business, but the additional property?

Start by evaluating whether comparable businesses to yours own their property or lease. Once you understand comparable values for both the real estate and the business, you can value the real estate separately, either through an appraiser or comparable properties in your area, and tack it on.

Do some research through local brokers and business-for-sale websites.  Finding what comparable businesses and properties are listed and have sold for recently will be a good starting point in setting the price of your business.  Both business and commercial real estate brokers can be helpful during this process, and those who have dealt with combined business/real estate transactions in the past will likely be most helpful.

Bottom line, be honest with yourself. Go over financials and determine what buyers will notice. If revenue or profits are down, take that into consideration. Your overall pricing goal should be to attract multiple buyers, creating maximum demand and an auction-like atmosphere. Overpricing your business will kill any chances of that happening.

4. Spread the World

After you determine a fair listing price, the next step is of course to find potential buyers. With more business owners looking to sell and more buyers on the market due to ongoing high unemployment; grabbing the attention of potential buyers will be tougher than ever. Business owners who can show buyers that their business is superior to the competition should enjoy a successful sales process and outcome.

The best way to do that is to hire an experienced business broker to help you market the business. Check references to make sure the broker is accomplished in selling businesses in the area and in your industry. Brokers who are members of the IBBA (International Business Brokers Association) and that carry the CBI (Certified Business Intermediary) designation have been trained and must maintain ongoing industry education.  Also, make sure to investigate references outside of the ones he or she provides.

If you choose not to hire a broker, be aggressive with your marketing plans. Post your listing on business-for-sale websites to reach buyers actively searching for businesses to buy. Also utilize your trade association and appropriate trade publications who might run the information. And finally, don't forget to reach out to your network of family, friends and work contacts who might know of interested buyers.  If maintaining confidentiality of your potential business sale is important to you, then a business broker may be your best option to successfully market your business while keeping the sale under wraps.

5. Expect to Offer Financing

How your sale is financed may largely depend on if you are selling the property and business together or separately. In today's economy, banks are unlikely to finance your business sale but may be more likely to lend for real estate expenditures. That means if you are planning on selling your assets together, it might be easier for potential buyers to find the capital, which will help since you'll likely be looking at a larger asking price.

If you are selling separately, however, the banks will likely require seller financing as part of any business deal they fund. This means you won't simply be handed a large check and be done with the sale. Most likely, you'll get some portion of the sale amount up front and the rest (likely 20-50 percent) will be paid over time, with interest. The upshot is that you will remain connected to your business after sale helping to ensure a smooth transition. This is usually a 3-12 month period where you effectively transition the operations to the new owner and help train him or her how to be successful managing the business.  Potential buyers will also be encouraged to hear you're willing to stay on. They'll be more likely to make an offer and you'll be able to make sure the buyer continues to turn a profit, ensuring they can make the long term payments.

Overall, the sale of a business combined with a commercial property is a complex process but one that can end in a very good payoff.  Take the time to decide which selling strategy best suits your needs and make sure your business appears attractive both physically and financially. Investing the time now will pay off down the line.

IMAGE: Shutterstock
Last updated: Oct 3, 2012

MIKE HANDELSMAN is group general manager for BizBuySell.com and BizQuest.com, the Internet's largest and most heavily trafficked business-for-sale marketplaces.
@BizBuySell




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