New York State Business Brokers List for Selling New York Small Businesses

Posted by Patrick Briggson April 6, 2021Leave a comment

New York State Business Brokers List for Selling New York Small Businesses

We firmly believe selling a small business must involve a business broker. As we’ve said in older posts (Pennsylvania business broker list), business brokers are the intermediary that prepare both the buyer and seller for a successful transaction. Business brokers are incentivized by the transaction and future transactions, so they’re uniquely aligned to, 1) sell your business to the best possible party and price, and 2) ensure your goals are reasonably met so that you will refer future business (business listings often come from referrals, maintaining a sterling reputation is very important to business brokers). If you’re planning to sell a New York State small business, then start with our list of New York State business brokers list to find the broker that’s right for your business sale. When you start to meet brokers, we suggest you consider these interview questions in choosing the right broker.

Timing and Schedule? There are three big timing buckets in a business sale: The selling process, the diligence process, and the closing process. Get a sense from the broker about how long the transaction will take at each stage. Ask the broker what time commitments he or she will give your business and what time commitments you need to give to the broker. If the broker is not willing to get on the phone with you or provide concrete time commitments to your business upfront it might indicate that the broker will not be focused on transacting your business. Dig deeper by asking, “why” to understand the issues and be willing to move on if it does not align with your timing requirements.
What’s Out-of-Bounds and In-Bounds? Some brokers will aggressively market a business with business listing websites, e-mailing campaigns, etc. Others will reach out to curated set of buyers with a bespoke marketing campaign. It’s important for you to understand and accept the way the broker will sell your business before agreeing to sell your business with a broker. Make sure you discuss with your broker what tactics/strategies they’re going to use to sell your business and the visibility this will create for your business. If your business sale is confidential, then this is extremely important to understand before signing with a broker.
Successful Deal and Broken Deal References? Always ask for reference checks as a follow-up for brokers that you think might fit your need. Try to speak to a business owner that successfully transacted with the broker (either the previous owner or the new owner) and those that did not successfully transact with the broker. It will be harder to get “broken deal” references, but be persistent. Every broker has a broken deal and there’s a lot to learn from the failures.
Industry Experience? See if the business broker has experience transacting with other businesses in your industry (or adjacent industries). This is not critical to successfully selling your business, but it will help you understand if you think the broker can sell your type of business. Again, you may want to ask to speak to references from successfully closed transactions and transactions that didn’t close with a focus on your industry.
Professionals Agree? Check with your lawyer (and your lawyer’s lawyer friends) and accountant (and your accountant’s accountant friends) to find out what they know about the business broker. Have they worked with that business broker in the past? Do they know anyone that’s worked with the broker? What questions do they want to ask the broker? Your lawyer and accountant will be spending time with the broker, so they need to be comfortable with the broker as well.
Valuation Expectations? It is important that you agree with the broker on the valuation expectations of your business before signing an exclusivity agreement. Make sure the broker is honest with you about the value of your business so that sticker shock doesn’t factor in later in the sale process when it can damage a potential deal. You should expect the broker to push back on your initial valuation, use that as the starting point of a valuation conversation.

These questions put you on the right path to finding a good New York business broker (or business broker in any other state), but remember that selling your business is a two-way street. Just as you would expect the broker to be prepared and enthusiastic about your small business sale, you should be too. This means dedicating time to preparing the necessary financial statements and contracts for the broker to review and time to speak with potential buyers, weekly. Additionally, the more transparent you are with what your selling goals (e.g., highest valuation, fastest close, preserved legacy, employee retention, etc.) the more the broker can filter upfront to make sure he or she presents the buyer that fits your desired outcome. Transparency between you and the business broker will only make the process smoother.

A note on our List of New York State Business Brokers

Selling your New York business with a New York business broker puts you and your business on a surer path to successfully closing the transaction. Our New York business brokers list has 247 different business brokers and can help you get started in your process to sell your business. This list features all the brokers we’ve found that sell businesses in New York State and is not filtered for asset class (e.g., real estate business brokers vs. industrial business brokers), size of the business broker’s firm, quality of the business broker’s firm, or even if the business broker is actively seeking new listings. If you have questions about how to approach brokers, what to look for in a New York business broker, or want to learn about selling your New York Small Business to Endurance Eagle, contact us and we’d be more than happy to help.

Download our list of NY Business Brokers

199 Pennsylvania Business Brokers List (downloadable CSV)

Posted by Patrick Briggson November 30, 2020April 6, 2021Leave a comment

199 Pennsylvania Business Brokers List (downloadable CSV)

Why business brokers are important for selling a business in Pennsylvania

Selling your business is hard. Maybe one of the hardest things you will ever do. Just like building your business took years of effort that sometimes felt like more pain than gain, the same is true of selling your Pennsylvania business to a new entrepreneur or strategic owner. It is expensive, time consuming, confusing, and frustrating at times – there’s no sugar coating it. But the outcome (a transition and protection of your business legacy for the foreseeable future) makes selling your business a worthy effort. So, how do you make it easier knowing that it will be hard? We recommend that you retain a business broker to shepherd the process for both you (the business seller) and the counter party (the business buyer). Since most business owners are first-time business sellers, a business broker can help reduce some of the transaction burden by:

Sourcing business buyers to create a competitive process
Preparing marketing materials, financial materials, and positioning of the business to qualify buyers (reducing your day-to-day work on the transaction)
Setting realistic expectations on timing, pricing, and process to you (the seller) and the buyer
Pre-negotiate terms to keep legal time (and thus fees) to a minimum
Protect against communication breakdowns that could destroy the deal

Additionally, business brokers understand that selling a small business is an extremely sensitive process and therefore run a confidential business sale process that protects the customers, vendors, and employees of the business. Not to mention, most brokers are paid only when the transaction is completed successfully, which aligns incentives appropriately.

It may seem counter intuitive for Endurance Eagle (as a small business buyer) to suggest using a business broker since brokers sometimes 1) increase the cost of the transaction, and 2) refine pricing to market expectations. However, we feel that the value of the business broker, listed above, improves the process for both parties such that the costs are mitigated. Said differently, business brokers create value in the transaction process.

A list of Pennsylvania Business Brokers

If you are a business seller in Pennsylvania and just starting to think about selling your Pennsylvania-based business, then we can help. We’ve compiled a list of 199 Pennsylvania Business Brokers from various sources that can help you successfully complete the sale of your Pennsylvania business. Think of this list as a “phone book” of Pennsylvania business brokers. This list does not provide any guidance one way or another on the quality of the brokers. You will have to determine that for yourself. Once you have found a few brokers that you think might be a good fit, we suggest you ask to speak to references from deals that were successfully completed and deals that were not successfully completed to get a sense of that business broker’s style. Additionally, you may want to filter to brokers that have success in selling businesses in your business sector.

Download our list of Pennsylvania Business Brokers

If you have questions about how to approach brokers or what to look for in a Pennsylvania business broker, contact us today about selling your Pennsylvania business and we’d be more than happy to help. Additionally, Pennsylvanian business sellers should look for more resources from the PBBA or the IBBA.

What is EBITDA? What is SDE? The Cash Flow Proxy Question

Posted by Patrick Briggson August 13, 2020April 1, 2021Leave a comment

What is EBITDA? What is SDE? The Cash Flow Proxy Question

In small business sales, most business sales are done as a multiple of the agreed cash flow of that business. What’s a multiple? If a business is generating $100,000 in annual cash flow, the buyer might pay a three times multiple (or 3x) for ownership of the future cash flows of that business and therefore pay the seller $300,000 for the company. Cash flow multiples are common for these transactions because the buyer wants to purchase the realized earning potential of the business, not the future potential (this is a big difference between startup transactions and small business transactions). The reason we said agreed cash flow is because cash flows are not a definitive value. While there are standard components of a cash flow calculation, adjustments are made by the sellers and buyers of the businesses and they must come to agreement for the transaction to occur. To understand this process, we must understand the most common cash flow proxies: EBITDA or SDE.

Seller’s Discretionary Earnings (SDE) and Earnings before interest, taxes, depreciation, and amortization (EBITDA) are both ways to think about cash flow to determine a transaction multiple. The formula for EBITDA combines the business seller’s cash flow statement and income statement and looks like this:

EBITDA = Earnings (Income Statement) + Interest Expense (Income Statement) + Taxes (Income Statement) + Depreciation and Amortization (Cash Flow Statement)

EBITDA is often used as a proxy for business cash flows because it removes some of the strategic decisions the sellers might have made (e.g., interest payments or tax payments are a strategic decision on how to finance and invest in the business) and shows the true cash flows the business could generate for the buyer. EBITDA is also commonly used in small and large M&A transactions, making it easier to compare the seller’s business across other businesses with similar sizes, sectors, geographies, etc.

Seller’s Discretionary Earnings or SDE takes the baseline work of EBITDA and adds back additional strategic decisions for small businesses, namely the decision of the owner on how to spend some of the earnings. SDE’s formula looks like this:

SDE = EBITDA + Seller’s Income + Seller’s Benefits + Discretionary Expenses

Like EBITDA, the seller’s decision on how much to pay himself or herself, what benefits (health insurance, etc.) he or she maintains, and some minor discretionary expenses (travel, meals, etc.) are all strategic decisions that might change with new ownership. Therefore, these are added back into the cash flow to give the seller and buyer a more accurate value of cash flows.

It is worth noting that this is only the starting point for cash flow discussions in a business sale. There are often adjustments made to EBITDA and SDE based on one-time investing or expense decisions that either the seller or buyer might ask to include or exclude. That’s a longer topic for another day. But, if you are looking to sell your business with an easy process, then contact us today to learn more about selling your business to Endurance Eagle.

If you’re looking for more reading on EBITDA and SDE see the CFI’s post or this fantastic post from Exit Strategies Group.