Chapter 3: Best Practices as Weapons

Any information you want to disclose should be prepared in advance, so you aren’t caught with your guard down. It’s also a good idea to know in advance what type of deal you might accept, if any.

If you don’t want to sell your company for a fair market value, then don’t waste your time and money by working with people interested in mergers and acquisitions. They won’t pay more than what it is worth, and you won’t sell for less.

The most common, conservative model a buyer is likely to use to estimate your target corporation’s current value is discounting your estimated future cash flows back to what they would be worth today, given their expected profit margins over time, taking in to account the other opportunities for your assets and expected interest rates. That will be used as a guidepost for their offer, which is likely to have many interrelated parts, generally including some at risk components, like stock options and “earn outs.”

There are many factors a buyer will consider to determine your “estimated future cash flow,” which you must also consider for your business “narrative” to the buyer to create the intended perception. They will be interested in your longevity, intellectual property, resumes and bios, customer lists and contracts, debts, service liabilities and opportunities, leases, hard assets, noncompete and proprietary invention agreements for staff, the sanctity of your “books,” and a variety of other objective and subjective measurements in their “due diligence” process.