Question Timestamps
- 36:29: Okay, a bunch of questions here, well, let’s just people are asking about you guys. So real quick, what’s the best way to schedule time with you?
- 37:54: Guys, do you do neutral counsel?
- 38:04: What is neutral counsel?
- 38:51: I really struggle with understanding why so many sellers consider inventory separate from the business. The business already purchased the inventory. Therefore, it’s already part of the business. Why would a buyer pay separately, i.e., again, for something the business has already acquired? I’m not going to pay for the equipment, again, the company already purchased the equipment. It’s part of the business. What am I missing on this concept of paying for inventory, positioning it to the seller as, hey, I’d be paying for something separately and or again.
- 45:08: You can if the working capital and transition planning issues you’re addressing could lead to a higher sales price, why do you guys believe that these issues aren’t resolved before listing the business for sale?
- 47:28: How often do you guys see that the broker will have done their own cell side QIV, or the seller will have done their own cell side, their own QIV?
- 49:23: Please elaborate on the rationale for limiting the LOI section to the timeline method versus having a more expanded framework for the formula to be used.
- 51:10: You mentioned adjusting the networking capital peg for seasonality. What are the best ways to calculate or present this if not a TTM average?
- 53:11: Just on the point about inventory being separate from the transaction. I like this question, quote, if I’m looking to buy an accounting or bookkeeping firm that has a high amount of deferred revenue because I guess I assume they collect a retainer fee upfront from the clients for the year, I guess. Can you clarify again how I should structure the LOI and purchase agreement in a buyer favorable manner to capture of that as a buyer.
- 56:26: I have seen some SBA banks say that the SBA does not like to see deal price numbers change close to closing prior to closing. But some of these working capital items like the level of deferred revenue left in the business might not be determined until close to closing. How was this managed? Have you guys seen similar distaste for that with the SBA or SBA banks?
- 58:39: John says, I missed much of the presentation. Did you mention it? What stage of the process you prefer the buyers engage with you.
- 59:59: Can you share your fee-based pricing structure, or do we need to contact you that directly for those details?
If you need further assistance or are in the process of negotiating a letter of intent, contact us at info@barlowwilliams.law and we will be happy to discuss your situation.