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Business Broker Manual | Full Fb2
Author Tom West combines over 40 years of business brokerage experience with the practical advice received from his own mentor, “The Old Pro.” You are sure to benefit from this thorough, practical guide that serves as a manual, while reading more like a conversation. Divided into 14 sections, The Complete Guide covers the following topics: Introduction to Business Brokerage How the Numbers Work What Will You Charge. Site Design by Deal Studio Where Business Brokers Get Their News. Weekly articles, news, and specials. Used: GoodShip out same day or next day from Missouri.Please try again.Please try again.Please try your request again later. Then you can start reading Kindle books on your smartphone, tablet, or computer - no Kindle device required. Register a free business account If you are a seller for this product, would you like to suggest updates through seller support ? To calculate the overall star rating and percentage breakdown by star, we don’t use a simple average. Instead, our system considers things like how recent a review is and if the reviewer bought the item on Amazon. It also analyzes reviews to verify trustworthiness. Please try again later. Kingsley Allison 5.0 out of 5 stars. The 13-digit and 10-digit formats both work. Please try again.Please try again.Unlike other authors of books on business brokerage, you may call or e-mail me with any questions you have about the contents stated in this book or on a business you are attempting to list, pricing a listing, reviewing an Offer to Purchase, or anything you feel you need some help on or if you simply desire a second opinion. Take advantage of my thirty years of experience in brokerage and valuations. I wrote this “How to Book” because I want to share my knowledge of this industry with people thinking of entering the industry or with current brokers who want a good reference manual. It is my hope and desire that everyone who reads this gains knowledge.
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Hopefully, this information will help you make more money, fewer mistakes, and make the brokerage industry better. I wish it were possible to meet with each of you personally. Then you can start reading Kindle books on your smartphone, tablet, or computer - no Kindle device required. In order to navigate out of this carousel please use your heading shortcut key to navigate to the next or previous heading. Register a free business account After one year of handling and reorganizing three major acquisitions, he realized he was working on the wrong side of the transaction. He then went to work as the general manager of a six person mid-market business brokerage firm where he spent two years, before deciding to go on his own. In association with one of his associates in Alliance, Business Brokers Network was established in 1992. The goal was to grow the network of brokers to one hundred offices by 2000. He gave final approval to over 6,000 valuation reports, with this firm. In late 1998, Bob sold his interest, in both companies, and returned to active business brokerage. BBN had over 450 affiliated offices when he sold his interest in the company. There were many things Bob learned and wanted to try while assisting the affiliates of Business Brokers Network. He continued to work as a broker until 2002 when he retired as an active business broker. Brokers Network Group was formed in 2003 allowing brokers who had left BBN and other top brokers the opportunity to be part of a network, without having to pay franchise fees, and it gave him the opportunity to help these brokers when they needed advice or assistance. Teaching business brokerage is something he has always enjoyed. He assists members of the Brokers Network Group when they have questions or problems while working on business listings. He also earned the Board Certified Broker designation from the Texas Association of Business Brokers.
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He was the thirty-second broker to earn the Certified Business Intermediary designation from the International Business Brokers Association, in 1989. He has been very active in the Institute of Certified Business Counselors. He is past-president and served on their board of directors, for six years. He then earned the Certified Business Counselor designation, in 1994. In 2004, he became one of the first seven to receive the Master Certified Business Counselor designation.If you are a seller for this product, would you like to suggest updates through seller support ? To calculate the overall star rating and percentage breakdown by star, we don’t use a simple average. Sam Medalie 5.0 out of 5 stars He writes simply and directly to the reader. I followed what he had to say with ease and decided to sell businesses in part because of Bob's book. Bob's gets to the point and doesn't waste your time.Bob Ross covers it all in a concise,easy to understand style. A must read for anyone serious about the industry.Roger Murphy and anyone else who recommended this book should be ashamed of themselves.Sometime I want to reference a specific topic for a deal I'm working on and sometimes I do an ongoing refresh - but I always gain another level of insight or a valuable tip from the experience of the author, Bob Ross. I have been a business broker for over ten years and this is well worth the read and as an ongoing reference!I couldn't put it down and read it in just a few days. I took away so much useful information that covers every step of listing and selling a business from start to finish. I plan to read it again and makes notes that I will certainly refer to for my future listings. Bob is a wealth of information and offers my examples of not just how to do things a certain, way but the reasoning behind it. This professional guide is especially useful if you're an aspiring broker just getting into the business brokerage field.
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It covers all aspects of the field; from how to find and take a listing for a profitable business for sale, to successfully managing the brokerage office. It also provides the key ingredients for successfully managing your brokerage business, whether you are a sole practitioner or managing an office of several brokers. It contains very little theory and a great deal of practical advice. If you make money and become successful then there is plenty of time for you to search for the answer to why. Some brokers have not been successful because they have spent too much of their time trying to analyze the theory or working on their business plan.The graphic designer and editor, have given the book a refreshing format that makes it very easy to read. I have done this because I think they provide a different viewpoint of the material discussed, or an amplification of it. Although I wrote the Old Pro columns, they reflect the thoughts and viewpoint of my mentor G.R. (Russ) Wright. I subsequently married his daughter who now works with me. I also feel that these columns add the all-important human aspect of the business, and that the knowledge imparted is as relevant today as it was years ago. Whether you are actively selling businesses, or managing a brokerage office, you will profit from reading this guide. A lot of it will be familiar to experienced business brokers, but I'm confident that there will be a lot of knowledge or information you don't have, or have forgotten. This new publication contains 35 years of business brokerage experience. It's a wonderful profession, financially rewarding and a lot of fun. Master the basics and follow them and you're off to the first step to a successful business brokerage career. Tom West He is a founder, past president, and former executive director of the International Business Brokers Association (IBBA). He is a frequent lecturer and seminar leader. Mr.
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West is probably the most knowledgeable individual in the country today concerning the issues of buying or selling small to mid-size d businesses. Fax and mail orders are also welcome using our online Cart.RDS Associates, Inc. Niantic, CT 06357. It is loaded with inside information not available anywhere else. An unprecedented look behind the scenes of an entire industry. Each form is provided in duplicate as either a Fill-in-the-Blanks on your computer or print first and Fill-in-the-Blanks by hand. Either way, the forms can even be customized with your own business heading information. This by itself is well worth the price of this superb Handbook! Includes everything from Purchase Offers, Confidentiality Agreements, Term sheets, Letters of Intent to the actual clauses needed to complete a solid Purchase and Sale Agreement. Many charts, statistics and other data that make up a business brokerage business. Topics covered include (for example): He is a founder, past president, and former executive director of the International Business Brokers Association (IBBA). Mr. West is probably the most knowledgeable individual in the country today concerning the issues of buying or selling small to mid-size d businesses. And I absolutely guarantee you that the extensive business brokerage forms available to you online are worth the price of this Handbook by themselves.Fax and mail orders are also welcome using the AmeriCommerce System RDS Associates, Inc. Like many things when it comes to selling a business - there's no simple answer. Nearly every business and every situation is unique. So let’s jump in! This fee is negotiated before you list with a broker and it's paid at closing. Again, since everything is negotiable your results may vary. Middle market and lower middle market deals may involve earnouts or minority buyouts that can complicate the commission structure. Some even drop below 1.
Firms may also use variations of Lehman pricing (scaled percentages) for middle market businesses. Remember, these can be billed either upfront or monthly. Check out our guide on SDE and EBITDA to get started on pricing your business. We’d be more than happy to give some free advice or guidance. It’s trusted by industry leaders ranging from bankers, business brokers and business appraisers to institutions, such as the Small Business Association (SBA) and the Small Business Development Center (SBDC). The BRG also has some of the world’s most respected businesses as key customers including: the AICPA, the International Business Brokers Association, TransWorld Business Brokers, Murphy Business Brokers and more. Sponsored by such industry icons as Telos, BusinessBroker.net, BVR, Diamond Financial, GCF Valuation, Salesgenie and many more. The BRG is truly an invaluable tool for any business transaction professional. Sign up today to get this must-have reference guide, and start enjoying 24-7 access to reliable data routinely used by today’s industry leaders and experts. Accounting Equation: Used to determine total assets by adding together the businesses’ liabilities and the owner’s equity in the venture. This is vital when one is trying to come with an accurate business appraisal. Accounts Payable: Cash owed to suppliers, lenders, etc.Accounts Receivable: Cash that is owed to the business by customers. One measure of the health of a business is how quickly customers pay what they owe (Account Receivable Turnover). Accounting Cost: The process of gathering various materials, labor, and other overhead costs and allocating them to the products that require them. Accounting Period: The period over which a business’s income and expense statement summarizes changes over previous time frames. Accrued Interest: Accumulated unpaid interest up to the present moment on a note or mortgage.
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Accrued Liabilities and Expenses: Accumulated charges, such as interest or taxes, owed by but not yet billed to the business by external vendors and agencies. Accumulated Depreciation: The total depreciation of an asset that has been charged as an expense to the present day. This value has significant impact on a business valuation, so be sure to keep tabs on it. Acid-test Ratio: Current assets less the inventory, and divided by present liabilities. As any professional Mergers and Acquisitions Advisor will tell you, the industry standard is 1:1, and comparing your results to it, it will give you a good indication of the health of your business. A business needs enough current income to balance current expenses or it could potentially get into trouble should financial disaster strike. Adjusted Book Value: The Book Value (equity) of a company after adjusting the values of assets and liabilities to reflect the present estimated market values rather than depreciated tax values and removing non-operating assets and liabilities from the balance sheet. Affidavit: A sworn statement or written oath (such as an acknowledgment) that is legally binding. Affirmation: A solemn declaration such as a non-religious oath. The purpose of disclosure is to explain whether the business broker represents the buyer or seller or is a dual agent (representing both) or a subagent (an agent of the seller’s broker). This allows the customer to understand to which party the broker owes loyalty, thereby reducing potential friction as the deal progresses. Agent: A person (natural), corporation, society, association or partnership (legal persons) acting by authority of a principal in a realty transaction for compensation, financial or otherwise. In this context, Agreement means the same as Contract. Amortization: Spreading out expenses over a period of time similar to depreciation.
A common example of this is the reduction of debt by way of periodic payments that covers interest and a portion of the principal over an extended period of time. This is different from depreciation in that depreciation usually refers to physical things, whereas amortization applies to things that expire in time, such as mortgages. Appraisal: An estimate of value (e.g. the business appraisal determined that the client’s oil drilling company had a value in the tens of millions of dollars per annum). Appreciation: An increase in value that results from various market mechanisms such as demand exceeding supply. When determining the value of your business, a Certified Business Valuation takes this into account. Assessed Valuation: The taxable value of an asset as it is determined by relevant governmental authorities. Assets: Everything a company owns or is owed to it: current assets, such as cash on hand, investments, money owed, materials, and inventories; fixed assets, such as land holdings and buildings (real estate), and machinery; and intangible assets, such as patents, intellectual property and other goodwill. Asset (Current Asset): An asset which is either currently liquid (in the form of cash) or is slated to be converted into cash in the near future, (less than 1 year). Asset (Fixed Asset): Tangible physical property of relatively long life that generally is used in the production of goods and provision of services, and is not intended to be sold to businesses or consumers. Asset (Intangible Asset): Assets which normally have no physical form such as: skilled employees, patents, trade names, intellectual property and the company’s positive reputation in the community. Asset (Net Book Value): Crucial to a fair market business valuation, it is the original cost of the asset less accumulated depreciation.
Asset Approach: A way of estimating the value of a business ownership interest during a business appraisal using one or more Valuation Methods based on the Adjusted Book Value of the company. Asset Sale: This term has two definitions (to be sure of the proper one, speak with a trusted Mergers and Acquisitions Advisor), which changes depending on the situation: a) The process by which a business owner transfers ownership of tangible and intangible assets to another owner without transferring the ownership structure.Audited Financial Statements: A business’s financial statement that has been completed by a certified public accountant (CA, CGA, CPA (USA).) independent of the business owner in accordance with Generally Accepted Accounting Principles (GAAP). These statements show the business’s current financial state and its results of its operations, making it indispensable for a Fair Market Business Valuation. Attachment: A writ issued, beginning or during a legal action compelling a sheriff to attach (seize) property, rights and effects of defendant to satisfy possible credit demands of plaintiff should the verdict comes down in the plaintiff’s favor. Balance Sheet: A statement showing the nature and amounts of a business’s assets, liabilities, and equity at a certain moment in time. In dollars, the balance sheet shows what the business owned, the debt it owed to third parties, and the ownership interest in the company of its owners. It is a snap shot of the financial condition of the business on a given date. When conducting a business valuation, it grants clarity to all parties involved. Base Year: The current fiscal year in which a company exists. Since complete financial statements are not available for the current year, sales and income are extrapolated according to the expectations of management.
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Blue Sky: Any intangible portion of a price, above the maximum goodwill, that cannot be reasonably supported through the application of established business valuation methods. Bonds Payable: Long-term debt proven in writing by the presence of a contract and the issuance of certificates. Book Value (Asset): The accounting value of an asset shown on the Balance Sheet that is the original expense of the asset, minus accumulated depreciation. Frequently, depreciation expenses are charged much faster than the actual decline in the asset’s market value. Book Value (Business): The book value of a business is gleaned from financial records, by adding the current value of all assets (usually excluding intangibles such as goodwill), then subtracting all debts and other liabilities. Book value of the business may have no significant relationship to actual market value due to depreciation and a lack of consideration of the value of intangible assets during a business appraisal. Break-even Point: The point where a business’ net sales revenue equals its total expenses. This is a vital statistic for business buyers that are conducting a business valuation on a prospective purchase. Sometimes, bridge loans are used by purchasers of businesses to get them over the hump of the 30 to 90 day transition period of the changeover in ownership of a business. Buildings: Structures that are owned by a firm and used in the operation of their business. Buildings are considered to be a fixed asset. Business Plan: A written plan that outlines a business’s sales projections, expenses, marketing strategy, and primary objectives. A business plan is of paramount importance to anyone buying a business, or starting one, even with a business broker mediating the process. You will never get anywhere if you do not know where you are going in the first place. Bulk Transfer: A US Term.
Article 6 of the Uniform Commercial Code regulates the bulk transfer through the sale or ownership change of a large portion (usually greater than 50) of a business’s inventory, material, supplies, merchandise, and equipment. Requirements include the advance notification of creditors of the impending sale of a business and its assets listed above to prevent the commission of fraud. Provisions differ from one state to another, so check your local statutes and liaise with a Mergers and Acquisitions Advisor before proceeding with a deal with a purchaser. Book Value: The value, including depreciation, at which an asset appears on a company’s balance sheet. Capitalization: The conversion of future income into a present value by use of a capitalization factor, usually expressed as a percentage such as return on investment (ROI). Capitalization of an asset: The accounting listing of an expenditure as a balance sheet asset rather than as an expense. Capitalization of a business: The capital structure of a business consisting of the sum of its long term debt and the owner’s equity in it. Capitalization of Net Profit: A process by which one determines the present value of a business by applying a capitalization rate (ROI) to the expected net profit of a business. Capital Expenditures: Investments of cash that are intended to improve functions of a company (e.g. better equipment, new training protocols, etc.) in order to remain competitive in a given industry. Capitalized Items: Have an economic life of one year or more, allowing these costs to be moved to the balance sheet, which enables them to be written down by depreciation or amortization over a lengthy period of time. Capitalization Rate: Any multiple or divisor used to convert a single period (usually a year) of expected economic benefits into a current economic value. Capital Structure: The mix of invested equity and debt financing of a business enterprise.
Capitalizing Net Income: Determining the worth of a company by dividing one year of Adjusted Earnings by the Capitalization Rate (an investor’s required ROI). From this cash flow, an owner must pay themselves a salary, pay business income taxes, purchase capital improvements (if required), all while squirreling away funds for a rainy day. This statistic (another value that is essential to someone doing a Certified Business Valuation) is calculated by deducting the following expenses from one’s net income: Interest Taxes Depreciation Amortization Owner’s Compensation Owner’s Fringe Benefits One-Time Expenses Chattel Mortgage: A financial claim on specific items of personal property (non-real estate) in order to secure money that is owed on the property. Client: An entity with whom a Business Broker has a fiduciary relationship. Closely Held Corporation: An incorporated business whose corporate shares are held primarily by the principals in the business and are not publicly traded. Closing Statement: A written accounting of funds transferred between the seller and buyer at the passing of papers. Co-Brokerage: An agreement between two or more Business Brokers for sharing services, responsibilityand compensation on behalf of a specific client. Co-Business Broker: A Business Broker who shares services, responsibility, and compensation on behalf of a client with a separate professional. Cooperating Business Brokers: Business Brokers who share their knowledge, expertise, and skills for the benefit of their profession, the clients and customers they serve, the public good as a whole, and share the commission. Customer: An entity in a transaction who receive services and benefits, but has no fiduciary relationship with the Business Broker with whom they do business with. Collateral: A security or tangible item, such as a mortgage, given to secure a debt that is issued to a customer.
Commingling: The mixing of funds held for the benefit of others with the business brokers personal or business funds. Commission: An amount of currency or other objects of value that are awarded to a business broker in return for the successful provision of their services; the amount is determined by an agreement prior to said services being rendered. Conditional Sales Contract: A contract in which an owner retains the title until the buyer has satisfied all terms and conditions laid out in the document. It is a commonly used device in the sale of land, where it is typically called a land or installment contract. Buyer acquires equitable title until they make the final payment, after delivery of deed, buyer then acquires the legal title. Consideration: An item of value that is exchanged between parties in a contract. These can include currency, services, goods or promises. CLP (Certified Lender Program): This process is for more sophisticated and experienced lenders who have graduated beyond GP status. The lender submits a complete package to the SBA, and as a CLP Lender, they are guaranteed a 3-day turnaround from the SBA. Copyright: An exclusive privilege of publication that extends legal protection to authors of original works through common law and through registration with the U.S. Copyright Office. Corporation: A business unit created by charter, generally owned by one or more shareholders who contribute the resources required to start the business. This business structure has continuous existence regardless of that of its owners and limits liability of owners to the amount invested in the organization in most cases. The entity ceases to exist only if dissolved according to a proper legal process. It is easily transferable (ask a Mergers and Acquisitions Advisor about how to make this happen) and has an unlimited life. Cost of Goods Sold (COGS): The amount paid for goods that has been sold by a business.
Creditor: An entity or person to whom a business owes a debt, one who has a financial stake in the firm’s assets. Contract: A legal instrument between two parties to do or not to do something. All contracts must be in writing to be legally valid, as verbal “contracts” are non-binding by their inherent lack of physical documentation. Counter Offer: A deal in response to the first offer, thereby invalidating it. Covenant: A promise in an agreement or contract that agrees to the performance or nonperformance of certain acts, or that requires or prevents the commission of certain acts or uses. Covenant Non-Compete: An agreement consented to by the seller of a business to its purchaser to not compete with it in the field or a similar one over specified period of time, and within a specified geographic region. Current Assets: Cash and other resources which are reasonably expected to be converted into cash or sold or consumed within one year or one operating cycle (whichever is longer). Common current asset items include cash, marketable securities, accounts receivable, inventory and prepaid expenses, all of which are vital stats that need to be properly accounted for before a Business Valuation is conducted. Current Liabilities: Debts which must usually be paid within a year. The payment typically requires the use of current assets to pay them down. Current Ratio: The comparison of current assets to current liabilities which is the total current assets divided by total current liabilities. This ratio indicates how well a business can pay off its current debts with the current assets that it has on the books. A great ratio to strive for is 2:1. Deal Structure: The combination of varying methods of payment through which the purchase of a business is completed. These can include cash, promissory notes, stock, consulting agreements, earn out provisions and covenants not to compete. The sale can take the form of an Asset Sale or a Stock Sale.
Debt Service: The payment of principal and interest required on a debt (usually a loan or mortgage) over a specific range of time and at a certain interest rate. Deficiency Judgment: The court award to a lender if sale at public auction does not equal mortgage debt owed. Depreciation: Charges against earnings to write off the cost less the salvage value of an asset over its estimated useful life. It’s a book-keeping entry for accounting and tax purposes and does not represent cash outflow of any sort. Do not forget to account for this when doing a Certified Business Valuation on your or someone else’s business that you are thinking of acquiring. Discount Rate: A rate of return used to calculate the current value of multiple periods (typically over years) of payments. Discretionary Earnings: See Cash Flow. Draw (Owners): Sometimes the owner of a small business (sole proprietorship or closely held corporation) will take income as a draw as opposed to a salary. Due Diligence: The process of investigation by a potential buyer into a business’s claimed financial and operational performance. Additionally, it is also the legal process of ensuring the legal due diligence process such as clear titles of assets, pending litigations, and so forth. Earnest Money: A US term. “Trust funds” would be the Canadian equivalent. The deposit provided by a buyer to a seller as part of an offer to purchase a business under certain conditions. The funds represent a serious intention to negotiate on the part of the potential buyer. Earnings: Means the same as income and profit. Earnings before Interest, Taxes, Depreciation, and Amortization ( EBITDA ): The earnings of a business after eliminating non-cash expenses for depreciation and amortization, and after eliminating the discretionary expense of interest on debt and taxes. This is a measure of the cash flow of a given business, and is one of the more important figures to uncover during a business appraisal.
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