Build Your Business To Sell

By
Joe Kafrouni
01 Feb 2016
5
min read

Owners of growing businesses should build to sell, whether they intend to or not. They must see their business through the eyes of a potential buyer; warts and all. A potential buyer (i.e. their professional advisors) will lock onto risks and opportunities to determine the question: what is this business worth to us?

Having time to manage those risks and take those opportunities will create a more valuable business. Even if the business owner decides to hold on to the business, they will have a better business as a result. This, in itself, is often the reward.

But if they do actually intend to sell, the reality is that no business owner knows when it will actually happen. It may take months, and more likely years, to maximise value this way. Life is unpredictable. Buyers appear out of the blue with an offer too good to refuse. An anticipated buyer at the anticipated time can pull out unexpectedly for many genuine reasons. When a business owner builds to sell, they will at least be ready to get the best outcome on exit, whenever it may be, and avoid leaving money on the table.

But how is this done? To start with, business owners engage their accountant and lawyer to conduct a vendor due diligence (“VDD”). These advisors will scrutinise the business; just like the potential buyer’s solicitor and accountant will. The business owner will receive a VDD report highlighting the risks and opportunities identified and recommendations on how to address them. Now the business owner sees the business through the eyes of the buyer. The business owner will then have time to do something about the issues raised.

Later, the advisors provide a final report confirming what has or has not been done. Armed with these reports, a business owner can be confident that they are ready and have maximised value. They can also provide these reports to a potential buyer. This is likely to ease the buyer’s due diligence requirements and the significant impact on the business owner (i.e. time and money). It could also mean the difference between a sale or not. A loss of momentum caused by due diligence or a potential buyer’s frustration from a business owner disorganisation can bring things to an abrupt end. Business owner, don’t let that happen to you.

Author

Joe Kafrouni
Legal Practitioner Director
Kafrouni Lawyers

Disclaimer

The information provided by Kafrouni Lawyers is intended to provide general information and is not legal advice or a substitute for it. Business people should always consult their own legal advisors to discuss their particular circumstances. Kafrouni Lawyers makes no warranties or representations regarding the information and exclude any liability which may arise as a result of the use of this information. This information is the copyright of Kafrouni Lawyers.

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What People Say

Joe's been our company’s lawyer from the beginning and has been instrumental in our journey as company owners and directors. When dealing with both complex and sensitive company issues, Joe is able to provide us with clearly articulated strategies that are well thought‐out and with the bigger picture in mind. He genuinely cares and is always willing to share his personal views, which are both honest and just. Joe is highly professional and knowledgeable in his field. You will definitely benefit having him on your team.
Joe has assisted us with numerous acquisitions and mergers over the last 10 years. Joe's advice and expertise have been invaluable. Joe is always prompt and professional and answers all of our questions in detail. I can highly recommend working with Kafrouni Law and we will look forward to working with them for many years to come.
Thank you, Joe. It was a pleasure working with you to resolve the matter today. In particular, I appreciated your patience to fully understand each party’s position and to bed down a final heads of agreement to conclude the resolution between the parties.
Kafrouni Lawyers assisted me to resolve my partnership and company shareholder dispute over a family cattle business and property. From the start, Joe provided practical advice and options to resolve the dispute away from the courts. His perseverance and technical skill helped unravel a complex financial structure, resolved disputed shareholder claims, and resulted in a signed settlement deed rather than litigation. Joe cared to explain the legal and financial complexities behind his step by step advice and maintained our focus on the end goal. Joe's involvement certainly improved my family's position and I recommend Joe to anyone finding themselves in similar circumstances.
The biggest lesson I have learnt from you recently, Joe, is that it pays to have a professional such as yourself on my side to deal with matters that I am unequipped to handle … so I can carry on with the task at hand of building my business! Thanks again, I’ll take pleasure in recommending your services to anyone in need.
Joe, I appreciate it was a very long day yesterday but we got there in the end. I thought you did a great job and I enjoyed watching your approach and the way you conducted the mediation.  
Joe, as you know we were in a very difficult position with our company before we engaged you as our lawyer and fortunately, even with the odds stacked heavily against us in our shareholders dispute, you managed to pull us through to victory. You are a true credit to the industry not only because of your skilled negotiating tactics but also due to your personable nature, which made us feel comfortable in such a volatile situation.
A big thank you for your time today, Joe. Thankfully we managed to strike a deal although it took a little while to do. Thanks for your patience and perseverance.

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