Menzies LLP’s Post

What actually happens in #negotiation around the #saleofabusiness? The common perception is that it's two people across a table talking tough and standing their ground. The more astute recognise that negotiation is a bit of give and take. However, most #businessowners think that it's price that the main point of contention at these negotiations. It's not. Here's what a #corporatefinance firm / #advisoryfirm is typically negotiating when selling your business. 1. Whether the sale is an #assetsale or #sharesale. 2. If it's an asset sale, what assets? If it's a share sale, what shares? (All the shares? The share of the #tradingcompany or the #holdingcompany?) 3. What assets will be removed from the business prior to transfer? 4. The amount of cash that sellers can extract via adding it to the sale price (more complicated than it looks as a buyer taking on that 'excess' cash can't draw it out of the business without paying dividend tax on it) 5. The percentage of the sale price that will be in cash on completion. 6. The terms of any #deferredpayment. 7. Negotiation around the security the buyer is providing to cover those deferred payments. 8. Working capital requirements of the business (ie what needs to be left for the buyer to enable him to continue running the business without a further cash injection) 9. If there's an #earnout, there'll be extensive discussion around what triggers the earn-out and what protection the seller has around the accounts being manipulated against them. 10. Sharing of risk - to what extent, and how, will the vendor/s share post-completion risk with the buyer? 11. Discussions around #clawbacks. 12. Some initial discussions around #warranties and reps (more detail will be trashed out by the lawyers later). 13. Whether to use locked box or completion accounts. 14. Tons of other stuff. And many of the bits above rely on other bits! If you're an advisor, what else are you negotiating on behalf of your clients?

Businesses can often be sold quickly but it is important to remember that you don't want to sell so quickly that you accept an unfair price or sacrifice due diligence. Read further: https://lnkd.in/dC-gxuYv #businessowner #SCBusinessBroker #SellYourBusinessMyrtleBeach #BuyABusinessCharleston #ExitStrategy #BusinessValuation #SellMyBusiness

⭐️ Understanding merchant cash advance in simple terms ⭐️ A merchant cash advance is a quick funding option for businesses. Want to learn more about how it can benefit your business? 💼💰 Comment below with your questions! #PowerFundingSolutions #MerchantCashAdvance #BusinessFunding 💡📈

The reassessment of #core businesses is creating opportunities for #carveouts and #divestitures. And although at a slower pace, #deal volumes have doubled over TTM https://lnkd.in/dN4E5Mxs

Looking for ways to boost your collections process? Check out our infographic for key benefits of factoring, then dive deeper into how it works in this guide. 💼✨ #Factoring #SmallBusiness #CashFlow #Collections #BusinessGrowth https://buff.ly/3AEJUa7

Curious about why factoring is often the better choice over merchant cash advances? Check out our infographic for a quick overview and dive deeper into the details with our comprehensive article. 📊📖 #Factoring #BusinessFinance #CashFlowManagement https://buff.ly/3Ys4OTM

Struggling to agree on a sale price? A business earnout could be the solution! Learn about them in our latest blog: https://lnkd.in/esmBDHzM #BusinessEarnout #Earnout #BuyaBusiness

Struggling to agree on a sale price? A business earnout could be the solution! Learn about them in our latest blog: https://lnkd.in/esmBDHzM #BusinessEarnout #Earnout #BuyaBusiness

Are you a "Manufacturer"? Do you know anyone that is? Please pass it on! #taxcredits #CashFlow #TaxSavings #CostSegregation #RealEstateDevelopment #CommercialProperty #AssetOptimization #TaxStrategy #TaxIncentives

The cost-of-living crisis, higher interest rates, higher staffing costs and higher business rates have made recent economic conditions tough for retailers in this country. Please click on the link below to read my latest blog on insolvency options available for retailers who might be experiencing financial difficulties. If my team and I can be of assistance in relation to any of the topics covered in my blog, please get in touch with us. #Insolvency #Restructuring #Administration #CompanyVoluntaryArrangements #SchemeOfArrangement #RestructuringPlans #CreditorsVoluntaryLiquidation