Selling a business is a roller coaster of emotion. If you are considering the sale of your company, be prepared for the following phases. Few will encounter all of them. All will encounter some of them.
The Astonishment Phase
The astonishment phase starts when you realize you have a salable business. Someone actually wants to give you money for your business — a LOT of money. You knew you created something of value, but not this much value. Whoa!
The Confusion Phase
You decide to proceed. If you are selling to private equity types, get ready for an entirely new vocabulary. They have their own terms. For example, an Excel spreadsheet becomes a “model.” No one takes bathroom breaks. They take “bio-breaks.”
No matter how much you feel you are on top of your business, the prospective buyers will ask questions you can’t readily answer. Don’t be surprised if you feel a little stupid because you’ve never thought about some of the things they consider essential.
The Fear Phase
You look at an offer and you wonder, is it enough money? It’s a lot, but will it be enough to last the rest of your life? Granted, you have the uncertainty of running a business and all of the day-to-day trials that go along with it, but you enjoy a comfortable lifestyle, and the business is a going venture. It will continue to generate money today, tomorrow, and into the future. Otherwise, why would someone want to buy it? Are you making the right decision to give up your current income stream for a fixed pile of money? Are you screwing up?
The Excitement Phase
You get past your fear. You agree to an offer. This is the most exciting point in the process. You’ve got a deal! You can count the money. It’s more than you ever thought you would see in your entire life. You’re savoring all the benefits of the sale in your head without considering the points of pain. The pain will come soon.
The Remorse Phase
Soon after the wave of excitement washes over you, an element of remorse sets in. Did you settle too low? Could you have gotten more? If you’re only talking with one buyer, you must wonder what another buyer might offer.
The remorse phase is optional. I never went through it because we used an investment bank, which took longer, but resulted in multiple companies competing to purchase us. When there are four companies making the same essential offer, you feel comfortable the price is fair.
If you don’t want to go the investment bank route, at least use a mergers and acquisitions (M&A) advisor. They will more than cover their fee in the higher sale price you will end up receiving. Three who specialize in our industry are Brandon Jacob at Contractors Financial Opportunity (713-443-8311), Brian Cohen at SF&P Advisors (954-226-3409), and Patrick Lange at the Business Modification Group (352-440-4604).
The Drudgery Phase
Once the deal is agreed to by all parties, the drudgery of due diligence begins. This is a corporate proctology exam. The buyer is going to probe every aspect of your business and all of the crap is going to come out. There’s no answer, except to endure it.
The Guilt Phase
The longer you keep your intent to sell to yourself, the greater the guilt you will feel about telling your team. For most small business owners, their team is like a family. If it feels like you’ve been deceiving them, you have been. The best way to avoid or minimize this phase is to pick a time and be upfront. They will want to know what this means for them personally. Address their fears and reinforce all of the upside (e.g., opportunity, benefits, stability, etc.).
The Relief Phase
Finally, the day arrives when you get the phone call that the deal has executed. You’ve sold your company. The wire transfer is on the way. For all of the buildup to this point, it is incredibly anti-climactic. People tell you congratulations. You only feel a sense of relief. It’s over. At least, the most significant part of the sale is over.
The Panic Phase
If you haven’t fully considered the impact of taxes and factored them into your thinking before the sale, recognition of your tax liability is cause for panic. The good news is you’ve got the funds to cover the liability. The bad news is your pool of money just shrunk. To avoid this, look at each offer in terms of its after-tax proceeds.
The Awareness Phase
To paraphrase Og Mandino, today you begin a new life. If you continue to operate your company, you become an employee. If not, skip to the Separation Phase.
You will enter a honeymoon period with your new employer that erodes over time as you gradually realize that despite their fancy degrees and appearance of sophistication, the people who bought your company are not necessarily better businesspeople than you. They may have a better grasp of M&A, but they could not run your company operationally better than you. Running a contracting business is not their strength. If that bothers you, remind yourself that they paid you a lot of money.
The Paralysis Phase
Some small business owners who become employees find themselves hesitant to act. You’ve always risked your own money. Now, you’re playing with other people’s money. Instead of empowering you, it might paralyze you.
You wait to be told what to do or you ask for permission. Remember, the decisions you made before selling your business created a company the new owners wanted to invest in, so keep your bias towards action. Get forgiveness, not permission. What are they going to do? Fire you?
The Frustration Phase
There is a big difference between being a corporate employee and a small business owner. Working for someone else can be frustrating. Expense reports are frustrating. Being required to seek permission to hire someone is frustrating. Being denied permission is frustrating. Decisions are made that you may not understand or agree with. Remember that you sold the business. It is no longer yours. And, you have a lot of money in exchange.
The Separation Phase
Inevitably, the day will come when you separate. When you walk out of the doors of your company (that’s no longer yours) for the last time. If you are like most business owners, the business is part of your identify. It is who you are. Now, it is gone.
There is no disguising the difficulty of the final separation. It’s similar to watching your child move out on his or her own. It’s both painful and necessary.
The Uncertainty Phase
Unless you have planned well, life becomes uncertain. What will you do? Many contractors take a break, then find their way back into contracting. Some try their hand at consulting and discover it’s not nearly as glamorous as imagined. Some don’t know what to do. Again, their identity is gone.
The good news, assuming you sell for enough money, is you can do whatever you want. You can travel. You can play golf every day. You can go bass fishing. Heck, you can buy your own bass lake. I did.
I still haven’t separated. One day I will. And while I’ve got my own uncertainties about what’s next, I don’t worry about them. I’m confident I’ll figure it out. You will, too.
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