A thorough due diligence process when buying a business will provide you a proper understanding of the financial health of the business. A due diligence investigation will tell you where a business might need extra investment capital, improved equipment, or reveal other factors that might be inhibiting growth and profits. Even if you are being thorough, there are typically some hidden surprises that become part of the inherit risk of buying and operating any business. Though these can be mitigated by the seller’s representations and warranties within a purchase agreement, minimizing the unknowns are your ultimate goal of any due diligence when buying a business.
The smell of brewing coffee and the idle chatter of customers as they sip their carefully crafted lattes and browse on their computers. The owner looks on as she wipes down the counter and watches a customer browse the bookshelves for a murder mystery novel. Her dream of owning her own business finally coming to fruition.
The adage that business owners are the backbone of the American economy will long be a part of our society and drives the dream of business ownership. But before a buyer can even begin fantasizing about running their dream bookshop that serves artisan lattes or expanding their business to a second or even third location, there are a list of factors to consider. Buying an established business, regardless of whether a buyer is new or experienced in purchasing a business, can be a daunting task. The first consideration for a buyer would be picking the right business to purchase. In order to do that, Buyers need to think about what kind of business they want to purchase and consider retaining the help of a business broker and attorney.
One word--interloper! When a new mysterious broker enters the transaction and starts to kick up dust, Nasir and Matt take the reins. The seller signed off on the letter of intent (see episode 2), yet this “business broker” serves only friction and challenges by refusing to send financials, whilst demanding more of a firm commitment from the buyer.
Just as most stories and deals start out, everyone is optimistic, idealistic and full of hope for clear skies. It's a perfect outlook with a perfect setup for the ups and downs yet to come.
Peek further behind the curtain and into the first steps of buying a business: the letter of intent. After the first episode, you already have an idea and context of our buyer's situation. Listen to the call, as we walk through the important points and considerations when drafting our buyer's letter of intent, that happens to include a no-shop provision.
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When a savvy buyer hears opportunity knocking to purchase a prime positioned business, she decides not to go it alone and taps in the professionals to help navigate what could potentially be a fruitful acquisition. “Behind the Buy” is a truly rare and exclusive peak into the actual process, dangers, pitfalls and achievements, that can occur when buying a business.
Purchasing or selling a business can be a daunting task. Helping clients avoid the various pitfalls—of which numerous exist—requires a clear game plan and constant vigilance when putting together the transaction. When a client says “I want to sell my business,” a common misconception is that only a single transaction will be required. Frequently however, such a sale would be broken up into multiple components, comprised of an equity component (the intellectual property, the name and goodwill and reputation, and interests or shares) and an asset component (physical properties, land, and furniture). Depending on the needs of the client, one type of sale may be preferable, or a purchase, or even both. Here are some considerations and issues to watch out for:
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On March 18, 2020, the Families First Coronavirus Response Act (FFCRA) was signed into law, and its provisions give many employees paid leave if the employee needs to take time from work due to the coronavirus (also known as COVID-19). In short, the law was created in response to the COVID-19 public emergency, and the paid leave provisions expire December 31, 2020. Below are some fast facts concerning the freshly implemented FFCRA.
The COVID-19 pandemic and the subsequent shutting down of cities across the US has put an unprecedented amount of stress on state resources, people, and the businesses within those cities. Every person in the nation is dealing with similar issues: figuring out where the next rent check will come from, how to meet a mortgage payment, or lobbying for the landlord to take a flyer on this month’s lease. These issues all relate to a person maintaining their ability to earn an income during these trying times. For business owners, a potential solution may be closer than they believe. States-sponsor “Work Sharing” or “Shared Work” programs across the nation. These programs were created to help employers keep their employees during harsh financial times, instead of engaging in extensive layoffs.
During a big purchase or the sale of your business, you may wonder how to ensure trust between you and the other person in the transaction. Typically, this is when your broker, real estate agent, or business partner introduces you to an escrow agent. But what does an escrow agent actually do and why would you want to utilize one? And how do you protect yourself post transaction, with or without the help of an escrow?
California is known for its sunny skies, sandy beaches, and high taxes. California’s state tax agency, the Franchise Tax Board, or FTB, is infamous for its aggressive tax collection tactics. In fact, the Franchise Tax Board not only taxes persons and business entities within the state, but the Franchise Tax Board will pursue taxes from out-of-state residents and businesses who do business with Californians or hold passive interests in California businesses, even if they’ve never stepped foot in California.
The 2019 Legislative session has come and gone, and much has changed for the Texas healthcare sector. When it comes to emergency rooms, legislative changes supposedly created a more transparent, patient friendly future for Out-Of-Network (“OON”) emergency centers.
But what the laws actually created were a complicated legal framework that significantly alters OON operations. OONs now face larger fines for simple missteps on tasks like patient billing, marketing materials, and updating fee schedules.