Photo by Richard Hurd
Chamber Events Calendar
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Business Valuation and Buy-Sell Agreements
This half day class will help you understand how businesses are valuated (and it’s not what you hear on the street), what you can do to increase the value in your business and why you need to have a buy-sell agreement even before you are exiting your business.
Who should attend:
Business owners who want to learn what factors determine a business valuation, how to increase the value of your business, or why you need a buy/sell agreement even before you decide to buy or sell.
Section 1: Understanding Business Valuation
The Story behind the Numbers. When a company is valued, it involves far more than looking at a financial statement and applying a multiple to a particular number on the income statement to arrive at a meaningful conclusion of value. Financial statements reflect the company’s ability to utilize its assets historically, whereas value should reflect a company’s capacity to generate future economic returns.
You will learn:
- Determine whether your business is transferable or saleable
- Why every business has more than one value and what really matters when valuing a privately owned company.
- Business valuation approaches, methodologies and discount rates.
Section 2: Driving Value in the Closely Held Company
Most business owners think their business is worth more than it actually is. While it is possible to increase value in a business, the strategies to do so require time—usually 3-5 years.Most business owners do not like to think about, or plan for their business transition. The fact remains most businesses will be sold. In fact, the oldest baby boomers are currently 70+ years old and the youngest baby boomers are 54+ years old—this demographic of aging baby boomers means an estimated 70% of all closely held businesses will change hands in the next decade.
You will learn:
- Specific strategies to implement to increase the value of your business.
Section 3: The Anatomy of a Buy/Sell Agreement
Attorneys draft buy/sell or operating agreements regularly for their business clients. However, what about those paragraphs dealing with the valuation provisions? How will the business be valued? These become the most critical paragraphs when a triggering event occurs and a triggering event is far broader than just death or disability.
Do the owners want value determined or allocated differently depending upon whether the exiting owner dies, becomes disabled, quit or retires? While owners can typically agree on this before knowing which one will “pull the trigger,” few agreements include an accurate reflection of the owners’ intent re: valuation under these differing circumstances. Ultimately, an agreement between business owners should reflect their intent—which means boilerplate language does not work.
You will learn:
- Why such phrases as “Fair Market Value” and “Book Value” are not sufficient direction to a business appraiser.
- Different types of provisions and share a matrix we’ve developed for determining the intent of the owners under all triggering events so counsel can create a document that will truly assist the business owners when a triggering event occurs, saving them frustration, arguments and potential litigation.