In
many cases, it is safer and more profitable to buy an existing business
than to start from scratch. An existing business
usually provides an established market, trained employees
and proven profits. Another reason to buy an existing business
is the drastic reduction in start-up costs of time and money.
While the initial purchasing cost can be substantial, the
ongoing business enterprise can provide immediate cash flow
due to existing inventory, work in progress or receivables.
Customer goodwill should be present, assuming the business
has a positive track record.
One of the first steps in the acquisition process is determining
the valuation of the business. The professional valuation of a business
can help establish the sales price, upon which both buyer and seller
agree. Past financial reports, including Profit and Loss, balance
sheet and tax returns, are invaluable in determining the business’s value.
Another important aspect of the valuation issue is projecting the
business's cash flow and assembling assumptions that are grounded
in logical market analysis.
It’s important for the buyer to perform Due Diligence as part
of his business research prior to offering the seller money or formalising
a letter of intent. The letter of intent sets out the basic terms
of the acquisition which may include price, payment methods and stock
or asset purchase options.
As the purchaser of a business, you may be held responsible for
the previous owner’s liabilities, regardless of any contractual
language to the contrary. The buyer should also make sure that the
seller of the business provides proof that there are no hidden liabilities.
After an agreed-upon valuation, letter of intent and determination
of future viability, both parties should try to construct the acquisition
in a way that equitably benefits both buyer and seller. Tax benefits
can accrue to one or both parties, depending on how the parties fine
tune the sales agreement.
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