Incentive to sell driven by financial payoff or personal reasons?

searcher profile

January 20, 2022

by a searcher from University of Notre Dame in Notre Dame, IN 46556, USA

For a smaller (~$500K in SDE), "eternally profitable" businesses, it seems that personal reasons would be a much more common driver to sell versus the financial payout, especially given lower multiples and subsequent capital gains taxes. I've seen conflicting views, but given this will largely shape my search, anyone see something I'm missing on that?

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commentor profile
Reply by an intermediary
from New York University in Menlo Park, CA, USA
These businesses are properly sold due to the lifestyle choices and concerns of the owner. It makes virtually no financial success to sell a business for 3x cash flow if the owner is willing and able to keep working. They can always hire a manager for $200k and continue to keep the remaining $300k for themselves for many more years.

That being said, life does happen and people burn-out, get sick, get divorced, need to move, or just desperately need a lifestyle change.

Keep in mind that managing a staff of $40k-$75k employees is a very different challenge from working in the corporate world. Employees sometimes just don't show up for work, quit without notice, make mistakes with potentially catastrophic financial implications, upset clients, etc.

While all of these things happen in any business, a smaller business will typically be more dependent on each individual employee. If the Bookkeeper decides to quit without notice, now the suppliers aren't paid in a timely fashion, the company may also be late with payroll. If the Sales Manager gets upset and yells at a client and the client goes to the competition it could take months or years to replace the revenue. If the warehouse worker crashes the forklift, it may take a few days to get it replaced. Since the business only owns one forklift, now the warehouse can't receive new goods or ship large orders efficiently.

Many times, it isn't financially possible to create redundancies considering the size of the business.

All of these concerns add considerable stress to the owner's working life.

Some will decide it just isn't worth the worries anymore. Enough money has been made and saved over the years and perhaps now is the time to do something else with their life. These are the ideal businesses to purchase if you can bring the energy and drive that is likely missing from the current owner due to his burnout.

I consider these types of lifestyle choice clients to be legitimate sellers. It is far easier to find a buyer and put together a transaction at a reasonable valuation than the person who thinks they'll get 'rich' from selling their small business. The 'get rich' types typically have unrealistic ideas about what their company is actually worth in the market. The lifestyle choice clients are aware that most businesses fail to sell (~80%) and are excited to receive fair value for an asset that has afforded them their income and work related identity for many years.
commentor profile
Reply by an intermediary
from Oklahoma State University in Memphis, TN, USA
You are absolutely right. Unless you are in some kind of rocket sector, somebody has to have a reason to sell at prevailing valuations for that size business.. Who wants to trade $1.5 to $2 million pre-tax and pre-debt payoff for a $500k continuing cash flow.. that doesn’t make any sense unless the owner is older, tired, sick, has other family or personal reasons, or, yes, knows something you don’t.

Not addressing a potential target’s reasons for selling early on can be a flaw in the search process, potentially wasting lots of time and money.

It is also why growing a company with add-ons Is often a lot harder to execute than it first appears.
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