May 1, 2024

You’re the Boss Blog: Is This Business for Sale Too Good to Be True?

Creating Value

Are you getting the most out of your business?

My post last week that asked whether you would pay $6.2 million for a specific heating, ventilation and air-conditioning business brought a lot of great comments with lots of smart analysis. Some readers — including Fred T and vulcanalex — say that the profits this business claims to be generating sound too good to be true.

I see it differently. It’s my belief that this business is not too good to be true. In fact, I think it’s a rare opportunity for a buyer to purchase a business at a reasonable price and learn from people who know what they are doing. Obviously, it is always important to do due diligence, and the seller of this company will have to answer some questions — including some of those suggested by Warren Miller (like why revenue declined in 2011).

But I think the buyer of this company has the opportunity to take a system that is working and clone it in contiguous areas. There is every reason to believe that, as long as the buyer continues using the methods and strategies of the current owner, the success will continue.

This company appears to have achieved an outstanding level of profitability in three ways:

One, it has developed a strong niche business. It knows who its best customers are, and it doesn’t wander outside that niche. Businesses are always more profitable when they stay within their niches instead of taking business wherever they can get it. In this case, the owner has learned how to generate profits by specializing in serving homeowners who are buying replacement units.

Two, it has taken waste out of the process. It’s rare that you see a construction company use state-of-the-art “lean” techniques. The whole point of lean is to remove waste, and this company appears to have done a great job of it — for example, by declining business outside a driving radius of 20 minutes from the office. You mostly see lean in automotive and aircraft manufacturing industries. Companies that adopt lessons from the automotive industry often get huge returns.

Three, training is often a real problem in industries that train on the job. I have no doubt that because this company trains in its offices — before its techs hit the field — it will have a better-trained work force. I know that in my vending business days, we managed to decrease our training time and increase our efficiencies  dramatically by moving our training in-house. I can tell from the financial performance of this company that the same is true here.

There are companies in every industry that are outliers, and I believe this is one of them. If I were a buyer, I would of course want to make sure the numbers in the purchase and sales agreement are legitimate. But between due diligence and the warranties clause of the sales agreement, the buyer should be able to gain sufficient protection from any problems down the road.

One commenter talked about the need to do a multiple regression analysis. Because very few business owners understand how to use these kinds of advanced analysis tools, I find that instead of helping owners understand what a business is worth, they just confuse the situation. (Note to advisers: keep it simple for your clients. Simplicity helps owners understand their options and take action.)

This a pretty simple business that has had consistent sales and profit numbers for at least four years. Regression analysis won’t tell us anything that we can’t learn by looking at the free cash flow and comparing that free cash flow to the cash required to pay for the company. The more that we, as advisers, keep jargon and complicated calculations out of our work, the more value we can bring to our clients and customers. For example, another commenter, Jim Stauder, was straightforward and used simple language in the questions he suggested.

I was intrigued by the comment from Daniel, who compared the asking price multiple with those of public companies. I believe it’s a mistake to try to compare the multiples of public and private companies. The types of buyers they attract are just too different — it’s apples and oranges. Because businesses of this size are rarely large enough to attract the interest of a publicly traded company, they usually sell to another private owner. The motivations of public and private buyers are very different — and thus, so are the prices they pay. Advisers who understand this will close many more deals than those who don’t.

Thanks to all who took the time to comment. Your thoughts were interesting and valuable, and I would love to continue the conversation.

Josh Patrick is a founder and principal at Stage 2 Planning Partners, where he works with private business owners on creating personal and business value.

Article source: http://boss.blogs.nytimes.com/2013/02/08/more-on-the-6-2-million-h-v-a-c-business-that-sounds-too-good-to-be-true/?partner=rss&emc=rss

You’re the Boss Blog: Would You Pay $6.2 Million for This Business?

Creating Value

Are you getting the most out of your business?

From time to time, I intend to take a look at businesses for sale. We’ll examine them from two perspectives – how attractive the business is at the asking price and what lessons the business may hold for the owners of other businesses.

The first business I want to look at is a heating, ventilation and air conditioning business in the southeastern United States. For obvious reasons, we cannot identify the specific business or owner. This listing was brought to my attention by the brokerage site, Bizbuysell.com. (Editor’s note: The author has no current or potential financial stake in the sale of this business, nor does the author certify the accuracy of financial or other information provided by the seller and/or seller’s broker.)

Normally construction companies are among the hardest businesses to sell. Buyers often look at them and pass. Why? If the buyer is a competing business, it will often think, “Let them go out of business, and I’ll just take them over for free.” If it’s a financial buyer — from outside the area or from a different industry — the lack of recurring cash flow may be the stumbling block.

The seller of this particular business is being represented by a broker, Jim Dunmire, of the Murphy Business and Financial Corporation. Mr. Dunmire specializes in selling H.V.A.C. businesses, a subset of the construction industry that tends to be somewhat easier to sell than other construction businesses. Below is the basic listing information:

Type of Business: H.V.A.C.

Location: Southeastern United States.

Asking Price: $6.250 million, for the business and real estate.

Employees: 26 full-time, two part-time.

Furniture, Fixtures and Assets: $280,000.

Real Estate: 12,900 square feet, estimated value $800,000.

Intellectual Property: Training programs and a successfully developed niche.

Financials

 

Business Overview

The company has been in business for 14 years. Its founder is the owner and chief executive of the company, which services only homeowners. It does no commercial work and no new home construction work, which is unusual in the industry.

As a rule, the company says it does not bid for work. All of its projects have been negotiated with the customer, and the company policy is to not reduce prices to meet competition. In addition, the company takes only jobs that fall within a radius of 20 minutes from the company offices. There is a marketing plan in place that has been producing new business in a predictable manner.

The company trains all new employees in a training center at the main office. New employees aren’t allowed into the field until they have been fully trained in the operations and service skills the owner believes they need.

My Take on This Company

According to Mr. Dunmire, this is a company that has strong profits that are more than three times the industry average (it is 10 times more profitable than the average H.V.A.C. company, according to Robert Morris Associates, a database that analyzes company profitability). If I were a potential a buyer, I would be eager to look under the hood and find out how the company has produced those results.

The company appears to have a strong niche. The owner has learned how to say no to business that doesn’t fit his niche and only accepts jobs that work for his business model. As a result, it seems the company has become very efficient at serving these customers.

In addition, the company has eliminated two significant forms of waste that are common to the industry. By staying within a 20-minute radius, the company avoids having its personnel waste time driving around. And by training its employees at its facility, and not in the field, the company allows trainers to focus on getting a new person acclimated – and not on getting a job done.

Challenges in This Deal

Mr. Dunmire told me the asking price for this business is 3.2 times its free cash flow. This is about a third higher than most companies in the industry ask.

In addition, it is likely that there is little chance for growth in the niche this company occupies. This means a buyer looking to grow would have to either expand lines within the footprint — which I would not recommend — or find a way to clone the business in other geographic areas.

It’s likely the owner has developed excellent systems and documentation for the results the company produces. During due diligence, it will be important to learn precisely how the profits are produced.

A first glance, this business looks like a great opportunity for a strategic buyer, such as a competitor. That said, some strategic buyers may be skeptical of the results – regardless of the documentation provided. For that reason, a financial buyer may be more likely to buy this high-margin business.

My Suggestions to a Buyer

Any buyer of this company should hold off on making any changes in operations, marketing or training until it has spent a significant amount of time understanding the secret sauce that has made it successful. But a buyer looking for growth should come with a plan to duplicate the operation in other areas. (Here’s a guide to selling a business that Barbara Taylor wrote, and here is one from Bizbuysell.com.)

What questions would you want to ask if you were the buyer? Do you think the business is priced right? What would you pay for this business?

Josh Patrick is a founder and principal at Stage 2 Planning Partners, where he works with private business owners on creating personal and business value.

Article source: http://boss.blogs.nytimes.com/2013/01/30/would-you-pay-6-2-million-for-this-business/?partner=rss&emc=rss