Minnesota’s mergers and acquisitions (M&A) market has been strong the past few years, but can this trend continue in 2018? Will buyers continue to be willing and able to pay the high valuations we’ve seen recently? How will the recent tax changes impact the M&A market? Based on national historical trends and expert predictions for 2018, following are some predictions about what this means for Minnesota companies.
After the purchase is completed, you can wash your hands and move on to retirement, right? In some cases, yes. In others, not necessarily.
As the seller, you know all the little details about your business. You have years of experience. The buyer wants to gain access to your knowledge of the business so he or she can profitably run it. Typically, most buyers and sellers choose to include a consulting agreement in the purchase transaction, giving you (the seller) a role in the company post-sale, sharing your knowledge with the buyer.
In the purchase agreement for the sale of a business the term “net working capital” typically refers to the minimum capital required to maintain current operations of the business enterprise. Calculating the amount of net working capital is more than just current assets minus current liabilities. It involves complex negotiations between both the buyer and you (the seller), and each of your financial advisers, lawyers, and accountants. In these negotiations, you determine which assets and liabilities should be included in net working capital.
Before getting into the due diligence process and other key components of entering a purchase agreement, the buyer will typically provide you with a term sheet or letter of intent (LOI). In this document, the buyer will express his or her interest in entering the transaction and will outline the legal and commercial terms, including the price and structure of the purchase. A term sheet or LOI can guide the purchase process by focusing negotiations on the key terms and identifying deal breakers.