One of the first questions business sellers ask me as a business broker in Toronto, Ontario is “what are your fees?” Business owners contemplating the sale of their companies generally consider fee structure a very important criterion for the selection of a broker to work with. The business brokerage/Intermediation/ Mergers and acquisition markets offer a variety of fee structures depending on the size of the transaction and the nature of the services offered.Businesses of less than $100,000 in value generally sell through Real Estate Agents who sell mostly real estate and a few businesses on the side per year. The service offered is merely putting an ad in MLS and showing potential buyers the business. The seller does most of the selling and answers buyers’ questions. The Real Estate salesperson charges a flat fee of $10,000 or 10% of the value of the transaction on closing. A real estate agent can hardly make living selling businesses only because a large percentage (over 90%) of these small businesses never sell.Businesses between $100,000 and $1M in value generally sell through business brokers/Intermediaries. In the province of Ontario, Canada and some US states, business intermediaries need to be real estate licensed.

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These brokers tend to offer a wider range of services including, business valuation, exit strategy consulting, preparation of a sales package or an offering memorandum, buyer screening and confidential marketing etc. Their fees generally range from 8% to 12% of the price of the transaction and is generally paid on closing. Some intermediaries charge a non refundable retainer between $1000 at $10,000 after signing the listing agreement. Businesses of these sizes generally have higher probabilities of selling because they are more professionally prepared for the sale. Because of the absence or the small amount of retainer charged, the number of sellers changing their minds about selling in the middle of the sale process tends to be very high. Some sellers tend to simply taste the waters to see how much their businesses are worth with no intention of selling. This ends-up costing a lot of time to business intermediaries.Businesses between $1M and $5M in value tend to sell through business brokers/Intermediaries who specialize in the lower middle market segment. These are more sophisticated business brokers who generally have a good understanding of Finance and Business Strategy and have the necessary people/sales skills to help in the long and tedious negotiation process. These intermediaries generally help in the business evaluation and provide advice to business sellers to maximize the business value. Some intermediaries prepare a short business summery of a few pages with summarized business information and industry analysis. Some but not all of these intermediaries charge a non-refundable retainer between $2,000 and $20,000. The success fee/ commission charged on closing of transactions is generally 10% of the first million dollars and 1% to 5% of the balance. This segment of the brokerage industry has been impacted the most by the Internet and the profession has been open to new entrants who do not have deep connections within traditional industry players. Business listings are simply advertised through large business for sale websites and generally attract a large enough pool of buyers to locate a serious buyer.Businesses between $5M and $50M in value are sold through Mergers and Acquisitions Intermediaries/Advisors. Those professionals generally process more advanced finance skills and are capable of detailed business valuations. They also offer more extensive sales package for the businesses to be sold.

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The sales package involves an extensive interview with the business owner and some key employees and a determination of the key success factors for the business, a detailed industry analysis and potential synergies and/or opportunities for expansion for potential buyers. Because the sales package involves a large number of hours of work, most M&A (Mergers and Acquisitions) Intermediaries charge a non-refundable retainer between $10,000 and $50,000. Charging a retainer also insures that only serious business sellers will list their businesses. While this practice tends to reduce the number of potential listings that an Intermediary will have at a certain time, it does insure a much higher quality of listings, meaning motivated sellers and realistic prices. On top of the retainer, these intermediaries charge a success fee using the Lehman or Double Lehman formulas. These formulas consist of charging a declining percentage on each million dollar of value ( 5% of first million + 4% of the second million + 3% of the third million + 2% of the fourth million + 1% of any balance) or (5% for first and second million + 4% for third and fourth million + 3% of the balance).Businesses with over $50M in value generally sell through medium size and large investment banks and have more complicated fee structures.


How to Sell My Business - The 7 Biggest Mistakes Business Owners Make When Selling Their Business

Whether to close up shop, or keep fighting for survival is a question that more business owners seem to be facing than ever before. The economy is in the tank, banks won't lend, and you haven't slept in 18 months. As much as you don't want to, if you are losing money month after month, perhaps you need to sit down and have "the talk" with yourself.Nobody wants to be a failure, but as they say, sometimes discretion is the better part of valor. Once you decide to take a hard look in the mirror, ask yourself the following:- What are the chances that this business will ever be able to pay all the bills, and then leave enough for me to make it worth while?Some business owners made purchase at the height of the market, when the economy was chugging along. Of course, things have changed since that time, so the historical cash flows that drove up the purchase price are no longer a reality. If you paid $1,000,000 for a business, and revenues have dropped by 50%, is it reasonable to expect to be able to service that much debt?- What are my alternatives?If the business went away, what do you have to fall back on? A college graduate who left a corporate job to start their own business could always dust off their resume (yes, the one they swore they'd never again) and start checking Monster.com. If you have options, why not cut your losses for the time being? There's nothing that will prevent you from trying again in the future. At least if you have a job, you'll get a paycheck while you attempt to figure out your next venture.- How much are you willing to lose?If you apply for a modification, the bank will inevitably look for more collateral. When the bank starts sniffing around for your house or your stock portfolio, are you willing to bet those items that your business will succeed? It would be one thing to have your business close, it would be another to have your business close AND lose your home to foreclosure.- Do you like what you do?10 years ago, the idea of working for yourself sounded great. Work your own hours, you call the shots, make all the decisions, and do things your way. Now you are tired of crabby customers, haven't had a day off since you had hair, and you don't trust your employees enough to leave them alone. Entrepreneurship is tough. Like, really tough. It's perfectly OK to want to just have a job with a regular pay check and benefits where you can eat dinner with your kids and sleep in every weekend. how to sell your janitorial business

Establishing the Value of Your Business

Competent business attorneys are a great addition to your team of advisor's when buying or selling a business.Attorney's can cover your assets and help make a well structured deal, air-tight. When it comes time to draft agreements and close a deal you have to take precautions that you are not leaving any loose ends. You do not want any loopholes left open in your purchase agreements, stock sales, leases, or otherwise have any business liabilities that could come back to haunt you in the future.When looking for a business attorney to help you with the purchase or sale of a business it is a wise choice to use an attorney with acquisitions or corporate transaction experience.Oftentimes a party will have a relationship with the family attorney who does a great job handling matters of taxes, real estate, wills and things of this nature, but will end up winging-it when assisting a buyer or seller of a business. Buying or selling a business requires a specialist.Corporate transaction attorneys will help you with your letter of intent, employment agreements, and non-compete agreements. They will guide you in due diligence by reviewing loans and leases.The buyer's attorney will customarily draft a purchase and sale agreement and take care of the closing procedures for his party.If you're retaining a general practice attorney to handle this for you, you're really just paying for your attorney's education. Just like there are doctors that specialize in all forms of medicine. The vast areas and specialties of law keep any single attorney from being good at all of it.A real estate attorney will seem like a natural choice as well, from the sense of "Closing" a deal, especially in the case where smaller business a real estate broker is representing a party, but you still have to answer the question of competence handling the sale of a business or corporate entity.Use your best judgment.