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Here's What To Do Before Signing A Letter Of Intent To Sell Your Business


Deciding to sell a business is not something company leaders take lightly. It can take months and even years to adequately prepare, especially if you intend to have everything in order so as to ensure receipt of top dollar and a smooth transaction. But, sometimes even the most organized and prepared companies jump into signing a letter of intent before they are truly ready. It is obviously exciting to get the ball rolling, but it is critical to ensure that certain items have been taken care of before making that commitment. Here is what to do before signing a letter of intent to sell your business:

Get on the Same Page

There is a common notion that because a company begins to embark on a sale that all members of the leadership team have discussed the goals of the transaction in depth. Granted, this may be true to some extent, but there are often areas that were not considered or only received a cursory review. If a deal gets going and it becomes apparent that there is a lack of understanding amongst the team, this may deter the interested buyers. Few companies are interested in having to referee disagreements or constantly make changes because of competing expectations, so getting everyone on the same exact page before moving forward is vital.

Audit the Business

In addition to potential disagreements amongst the leaders, there is always the possibility that there will be discrepancies between the financial projections provided and the actual company documentation. Rather than discover this subsequent to making a commitment, it is wise to have the company's financial records audited, preferably by an independent professional. Even in these instances there may be unexpected problems at some point during the due diligence investigation, but it is far less likely to occur. Plus, spending the time and money on an audit is a clear indication of a company's commitment to transparency and ensuring a fair deal.

Check Your Agreements

Everyone knows that the work does not stop once a deal has officially closed. The post acquisition process can still be quite complicated as entities are dissolved or merged. In many cases, the parties to the transaction are primarily concerned with the transition of the financial and operational aspects. However, there are other areas that may prove even trickier. For example, contracts or insurance policies may not allow for a successor to take the place of the original signatory. A change could nullify the agreement and perhaps even impose penalties of some sort. Thus, it is important to examine the company's contracts, agreements, and other obligations to determine how a potential sale will impact them.

Make Yourself Enticing

Although signing a letter of intent does not always lead to a closed sale, it is clearly meant to serve that purpose. These letters usually contain a broad explanation of the prospective deal, and it does not bode well when the subsequent discussions overlook what was agreed upon. To ensure a favorable agreement, companies must take measures to demonstrate their appeal. This may entail creating a star list that will showcase important client relationships or operational success stories. However, it can also be about the company's unique story and the special things that it has going for it. Ultimately, companies have to position themselves to be as enticing as possible so that prospective purchasers are clamoring to learn more and hoping to beat out the competition.

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