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Selling Your Business: Negotiating Terms and Offers

Gain a better understanding of how to negotiate agreements and better position your business for a sale.This topic is intended to help those who either own a business or advise business owners in the lower-middle market -- those with gross revenue between $5MM and $50MM. Businesses in the lower-middle-market are prime targets for competitors, private equity firms and other types of investors. These prospective buyers are actively searching for businesses with good cash flow and/or those which present growth opportunities so they may improve their company or investment portfolio ROI. Many business owners find themselves unprepared as unsolicited offers of acquisition interrupt their otherwise normal business day. The objective of the information is to help you learn how to get to a bona-fide offer and subsequently to negotiate terms and conditions that won’t keep everyone up at night. The topics will be broken down into three parts – Getting to a Good Offer, Negotiating Terms and Conditions and Participant Q and A. Emphasis will be on the practical side of getting deals done and ways to overcome roadblocks along the way.


Runtime: 87 minutes
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Why Lorman?

Over 30 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

Agenda

Part 1 -- Getting to a Good Offer

Unsolicited Offers and What to Do About Them

  • Establishing the Ground Rules When Approached by Unsolicited Buyers
  • Non-Disclosure Agreements and Why They May Not Protect the Business Owner
  • What Should Be Shared and More Importantly What Should Never Be Shared Until an Offer Is Agreed Upon
  • When Is an Attorney Needed in the Process?
  • The Importance of Preparation – Especially When Your Business Is Not for Sale
  • Never Do These Four Things When an Unsolicited Offer to Buy Is Received

Ground Rules Which Should Not Be Broken When a Business Is on the Market

  • The Single Buyer Dilemma
  • Sharing the Truth
  • The Country Club Selling Price
  • It's Not About Getting to a Win
  • Staying the Course

The Offer Should Not Arrive in a Six Page Document

  • The Offer Framework Is the First Step in Getting a Good Deal Done
  • The Counter Offer Strategies and Timing
  • The Letter of Intent Is Vital and Its Importance Is Often Overlooked
  • How the LOI Sets the Tone of the Deal and Can Eliminate Many Surprises
  • How Company Culture Should Be Weaved Into the LOI
  • Terms and Conditions in the LOI You Don't Want to Skip

Part 2 -- Negotiating Terms and Conditions in Your Purchase Agreement

  • Selling Price Means Very Little in Many Deals
  • Most Deals Fall Apart for a Reason Neither Side Sees Coming – Beware
  • How to Find Common Ground With the Other Side
  • Understand the Buyer's Motivations and Use It When It's Most Useful
  • Specific Terms and Conditions Which May Prove Problematic

– Non-Competes

– Working Capital Targets (or Lack Thereof)

– Earnouts

– Key Employee Post-Closing Agreements

  • The Importance of Reps and Warranties – Especially for the Seller!
  • Why Due Diligence Requires Stamina
  • Who Should Negotiate an Earn out Agreement and Why
  • Which Professional Advisors Do You Call Upon When Selling Your Business?
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Why Lorman?

Over 30 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

Credits

OnDemand Webinar

This course was last revised on October 19, 2017.

Call 1-866-352-9540 for further credit information.

  • AL CPE
     
  • This course is acceptable for 1.5 live credit hour(s) through the Alabama State Board of Public Accountancy.
     
  • GA CPE
     
  • This program is applicable for CPE credit. *The Georgia State Board of Accountancy has final authority on the acceptance of individual courses and providers.
     
  • IA CPE
     
  • This program is applicable for CPE credit. *The Iowa State Board of Accountancy has final authority on the acceptance of individual courses and providers.
     
  • IN CPE
     
  • This program is applicable for self study CPE credit. *The Indiana State Board of Accountancy has final authority on the acceptance of individual courses and providers.
     
  • KY CPE
     
  • This Ondemand program is applicable for CPE credit. *The Kentucky State Board of Accountancy has final authority on the acceptance of individual courses and providers.
     
  • MA CPE
     
  • This Ondemand program is applicable for CPE credit. *The Massachusetts State Board of Accountancy has final authority on the acceptance of individual courses and providers.
     
  • MD CPE
     
  • This course is not pre-approved for CPE credit in your state however, it is applicable. *Please check the rules and requirements in your state for compliance.
     
  • ME CPE
     
  • This Ondemand program is applicable for CPE credit. *The Maine State Board of Accountancy has final authority on the acceptance of individual courses and providers.
     
  • MI CPE
     
  • This Ondemand program is applicable for CPE credit. *The Michigan State Board of Accountancy has final authority on the acceptance of individual courses and providers.
     
  • MO CPE
     
  • This Ondemand program is applicable for CPE credit. *The Missouri State Board of Accountancy has final authority on the acceptance of individual courses and providers.
     
  • MT CPE
     
  • This Ondemand program is applicable for CPE credit.* *The Montana State Board of Accountancy has final authority on the acceptance of individual courses and providers. Please check the rules and requirements for CPE compliance and calculate the amount of credit hours you can claim for self study courses.
     
  • ND CPE
     
  • This Ondemand program is applicable for CPE credit. *The North Dakota State Board of Accountancy has final authority on the acceptance of individual courses and providers.
     
  • NH CPE
     
  • This Ondemand program is applicable for CPE credit. *The New Hampshire State Board of Accountancy has final authority on the acceptance of individual courses and providers.
     
  • NV CPE
     
  • This Ondemand program is applicable for CPE credit.*The Nevada State Board of Accountancy has final authority on the acceptance of individual courses and providers.
     
  • OH CPE
     
  • This Ondemand program is applicable for CPE credit. *The Ohio State Board of Accountancy has final authority on the acceptance of individual courses and providers.
     
  • PA CPE
     
  • This Ondemand program is applicable for CPE credit. *The Pennsylvania State Board of Accountancy has final authority on the acceptance of individual courses and providers.
     
  • TX CPE 1.8
     
  • Lorman Business Center, Inc. has registered with the Texas State Board of Public Accountancy as a CPE Sponsor. This registration does not constitute an endorsement by the Board as to the quality of our CPE Program. This program qualifies for 1.8 hours of continuing professional education.
     
  • VA CPE
     
  • This Ondemand program is applicable for CPE credit. *The Virginia State Board of Accountancy has final authority on the acceptance of individual courses and providers.
     
  • WA CPE
     
  • This Ondemand program is applicable for CPE credit.* *Please check the rules and requirements in your state for compliance.
     
  • WY CPE
     
  • This Ondemand program is applicable for CPE credit. *The Wyoming State Board of Accountancy has final authority on the acceptance of individual courses and providers.
     

This program format does NOT qualify, nor meet the National Standard for NASBA accreditation.

Audio & Reference Manual

  • Arizona CLE 1.5
     
  • CA MCLE 1.5
     
  • CT CLE 1.5
     
  • GA CLE 1.5
     
  • HI CLE 1.5
     
  • IL CLE 1.5
     
  • ME CLE 1.5
     
  • MT CLE 1.5
     
  • NJ CLE 1.8
     
  • NV CLE 1.5
     
  • VT CLE 1.5
     
  • WA CLE 1.5
     
  • WV MCLE 1.8
     
The CLE Code is ONLY a requirement when applying for CLE Credit in California (for participatory credit), Kansas, New Jersey or New York. Other states do not need to supply the CLE Code to apply for CLE credit.

This program format does NOT qualify, nor meet the National Standard for NASBA accreditation.

MP3 Download

  • Arizona CLE 1.5
     
  • CA MCLE 1.5
     
  • CT CLE 1.5
     
  • HI CLE 1.5
     
  • IL CLE 1.5
     
  • ME CLE 1.5
     
  • MT CLE 1.5
     
  • NJ CLE 1.8
     
  • NV CLE 1.5
     
  • VT CLE 1.5
     
  • WA CLE 1.5
     
  • WV MCLE 1.8
     
The CLE Code is ONLY a requirement when applying for CLE Credit in California (for participatory credit), Kansas, New Jersey or New York. Other states do not need to supply the CLE Code to apply for CLE credit.

This program format does NOT qualify, nor meet the National Standard for NASBA accreditation.

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More Program Information

Why Lorman?

Over 30 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

Faculty

Holly Magister, CPA and Certified Financial Planner®

Holly Magister, CPA and Certified Financial Planner®

Enterprise Transitions

  • Certified Public Accountant and Certified Financial Planner who specializes growing and selling valuable businesses in the lower-middle-market
  • Founder of Enterprise Transitions, a boutique growth and exit planning business
  • Founder of ExitPromise.com – an online resource for business owners who want to start, grow and sell a valuable business
  • Has answered more than 2,000 questions on ExitPromise asked by business owners and has written more than 300 articles on the site as well
  • Also contributed articles to FORBES, Intuit and many other business-related websites over the past few years
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Why Lorman?

Over 30 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

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Product ID: 400948
Published 2017
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