How To Value a Business for Sale (Mergers and Acquisitions)

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  • Опубликовано: 28 авг 2024
  • Both sellers and buyers often ask how to properly value a company for sale. Today we'll look at valuing a company in the lower-middle market, or a business worth up to $25 million.
    You'll often see discounted cash flow, comparable company analysis and EBITDA quoted as metrics by which to value a company, but those are really only practical for larger, publically traded companies.
    Comparable transaction analysis is a much more reliable metric for businesses in the lower-middle market range. In order to equalize the companies being compared, we look at something called Seller Discretionary Earnings (SDE).
    In this video, Brett dives into these metrics and how we utilize them to value the businesses he assists with in the sale and purchase of as a corporate attorney and business broker.
    _____________________________________________
    Have questions? Book a call, and talk to Brett today:
    clarity.fm/bre...
    _______________________________________________
    You can reach Brett through:
    clarity.fm/bre...
    / brettcenkus
    / bcenkus
    www.cenkuslaw.com
    braatenwoods.com
    merger-resourc...
    _______________________________________________
    Brett A. Cenkus has 20+ years of experience in business law, finance, and entrepreneurship. Through Cenkus Law, PC, he provides advice and services for mergers & acquisitions (M&A), securities offerings, founders’ agreements, and other general business law issues.
    Through Braaten Woods, LLC, Brett helps business owners in the lower middle market ($2MM - $25MM) position themselves for sale, find buyers, negotiate, and close M&A deals.
    Brett also maintains merger-resources.com, a site packed with free articles, videos, checklists, deal diagrams, template contracts, and other tools to help pass M&A knowledge to others.
    Brett regularly consults with entrepreneurs and invests his own capital as an angel investor.
    From 2010-2013, Brett served as Chief Legal Counsel of a publicly-traded international oilfield services company. From 2001 to 2006, he and a partner founded and built Paragon Residential Mortgage. Bridge Investments acquired Paragon in 2006.
    Brett holds a Juris Doctorate from Harvard Law School and a Bachelor of Arts degree in Economics from Messiah College in Grantham, Pennsylvania.
    Brett lives in Austin with his wife, Cathryn, and two children. He enjoys reading, squash, classic movies, great food and wine, and the New England Patriots.
    #corporatelaw #mergersandaquisitions #businesslaw #corporatelawyer

Комментарии • 73

  • @kugarmagnum
    @kugarmagnum 3 года назад +12

    By far the most valuable RUclips channel in the M&A field… Everyone else is hype … Brett gets down to business… Love it

  • @vzlanoxvida
    @vzlanoxvida Год назад +1

    The best concise, informative and clear walkthrough of valuing a small business. I come from global M&A world and didn’t realize how different small biz world is. Amazing.

  • @wreckdproject
    @wreckdproject 4 года назад +4

    1st video I've come across. I can tell you speak from experience. I choose you pikachu. You are my mentor

  • @shaneharrison8648
    @shaneharrison8648 2 года назад

    This guy is so clear with his explanations. Thank you, for your valuable contribution 🙏

  • @TheKlep
    @TheKlep 3 месяца назад +1

    Great video. Thank you.

  • @hurlpopo
    @hurlpopo 21 день назад

    you are very good at explaining God bless you

  • @jacobhernandez4347
    @jacobhernandez4347 3 года назад

    I have just started reading financial statements and M&A reports. current interested in the Financial sector looking at how they move there securities around while contemplating on interest rates. I’m in an online class for accounting sometimes I think I learn much faster by just reading 10k reports because I can relate to real world applications vs playing the remember game like “EBITDA” and writing nonsense papers. (I want to drop out ) It’s a growing passion but school is a big drag . Anyways great videos and straight to the point

  • @jerryalvey6249
    @jerryalvey6249 3 года назад +1

    Excellent Info....presented Very Well...Many thanks

  • @dougsmart8802
    @dougsmart8802 Месяц назад

    Great set of videos, I love it.
    Do you have any videos detailing what comes after this first level of valuing an acquisition ? Meaning beyond the DCF or Comparable company approaches, obviously some tangible or intangible benefits stem from buying a company (as a larger company) - How does one go about valuing these synergies?

  • @matthewknotts7003
    @matthewknotts7003 4 года назад +1

    Very informative, I’m going to reach out to you. Thank you for the solid video.

  • @LukeAvedon
    @LukeAvedon 4 года назад

    Your channel is fantastic! You are a great teacher!

  • @jasono.mylesrealestatenetw7853
    @jasono.mylesrealestatenetw7853 2 года назад

    very clear explanation. Thank you sir...

  • @video-platform
    @video-platform 11 месяцев назад

    Thanks a lot for great financial and law education!

  • @named9127
    @named9127 4 года назад +1

    This is Great content my friend!

  • @azam987654321
    @azam987654321 2 года назад

    Interesting point on DCF model

  • @rorronoazorro6107
    @rorronoazorro6107 2 года назад +2

    Brett when doing a smaller deals- under a million, is the process very different?

  • @azulmarineintl.5346
    @azulmarineintl.5346 2 года назад

    very intuitive .. thanks again

  • @danchristian9002
    @danchristian9002 3 года назад

    this guy is so good

  • @charlesjohnson7222
    @charlesjohnson7222 6 месяцев назад

    I’m looking at a daycare. Value is probably the value of the real estate plus 1-1.5x. Which method/model would you use for a transaction under $1mil.

  • @antonioblue6888
    @antonioblue6888 2 года назад

    Brett, what are some reasonable liabilities to assume when purchasing a business? If you assume liabilities as the buyer should you ask for receivable accounts? MOST owners want all the money available out of the business when selling, what should buyer ask for when it comes to operating cost of the business?

  • @TT-xl2td
    @TT-xl2td 2 года назад

    Great video thanks Brett

  • @josephfisher1258
    @josephfisher1258 26 дней назад

    Are the same parameters for a roll up situation

  • @RickySterling
    @RickySterling 4 года назад

    Hi Brett, it would be great if you could make the audio of your videos available on a podcast platform. I would love to listen to a playlist of your content while I’m going on walks.

    • @BrettCenkus
      @BrettCenkus  4 года назад +1

      Jeff, thank you for that suggestion and the great feedback on the content generally. We are looking into repurposing content through different channels, including podcasting. If and when that happens, I will let you know.

  • @Mrl9591
    @Mrl9591 4 года назад

    Thanks for the content, it's very informative and insightful. My question is, what is usually contained in the asking price of a business for a share sale transaction? What belongs to the seller and what belongs to the buyer? Would I be right in assuming that the seller keeps all the cash and retained earnings of the business as at the transaction date while the buyer keeps the account receivables, WIP, short term liabilities and long term liabilities? If this is true, then how do you factor it into the company's valuation and selling price?

  • @dylanstrijker
    @dylanstrijker Год назад

    I would like to investigate the exact reasons why multiples go up for bigger businesses. (7:30) Could you please make a video on that, or point me to some learning material. Thank you very much from an eager student

  • @OzyRooster
    @OzyRooster Год назад

    Thankyou yet again! 👍

  • @theforensicastrologer
    @theforensicastrologer 2 года назад

    What Would you say the medical oxygen market multiplier would be in 2022? Or is the market too good to consider multipliers?

  • @scottgattenio
    @scottgattenio 2 года назад

    Great video, quick question. Do you add the assets not part of discretionary earnings and subtract any buyer assumed liabilities BEFORE or AFTER applying the multiplier?

  • @Notme-tq4xs
    @Notme-tq4xs Год назад +1

    How do you value a business with 1 person (the owner) running it ? How many times earnings would it be worth ?

    • @Notme-tq4xs
      @Notme-tq4xs Год назад

      I have the same question. Seems to be a low multiple. You might be buying a job instead of a business.

  • @mjsmcd
    @mjsmcd 3 месяца назад

    Multiple times sde ? Or do u mean sde plus ebit

  • @andrescisnerosenriquez8142
    @andrescisnerosenriquez8142 4 года назад +1

    Hello , good day, let me Say something, I like it your videos

  • @MajorChangeAcademy333
    @MajorChangeAcademy333 3 года назад

    I have a company I'm thinking of selling. how much does a business broker normally make on a sell? where can I find a business broker?

  • @amilliondollarafro9150
    @amilliondollarafro9150 4 года назад

    Thanks for the vid real helpful. Would this same principal be smart to use with nano cap public companies as well and dividing by outstanding shares? Or is this strictly for private firms?

  • @juliacallahan5336
    @juliacallahan5336 2 месяца назад

    When you say multiple, is that the same thing as cap rate ?

    • @BrettCenkus
      @BrettCenkus  2 месяца назад

      It is similar.
      Whereas NOI (net operating income) X cap rate = sale price of property,
      earnings/EBITDA/SDE X multiple = sale price of business

  • @bradsemmens8676
    @bradsemmens8676 3 года назад

    Thanks Brett!!

    • @BrettCenkus
      @BrettCenkus  3 года назад

      You're welcome, Brad. Thank you for watching!

  • @harleydavidson3756
    @harleydavidson3756 4 года назад +1

    Hi Brett do you work internationally or are local deals best served by local people?

    • @BrettCenkus
      @BrettCenkus  4 года назад +1

      Shane, we work on deals all over, although there can be situations where local law/custom issues arise that are best addressed by local counsel/advisors. That also happens on our deals here in the U.S. when the law of a state (that applies to our deal) might differ from the states where we practice, and it also happens when certain subject matters are outside our sphere of knowledge. This often becomes a question of dollars and significance since there are some areas of the law, e.g., employment, trademark, regulatory, where we are a great choice on certain projects, although other times, especially when the dollars and stakes ratchet up, that we'd advise our client to bring in a subject matter expert. It's kind of the same thing when multiple jurisdictions (states, countries) are involved - it's a judgment call regarding whether we need more specific expertise.

  • @traciesgoldenlife
    @traciesgoldenlife 2 года назад

    Hello, I have a buyer for my business. I just need to know how to get some figures for the sale. Are you taking on new clients?

  • @madmark30001
    @madmark30001 Год назад

    I'm planning to sell my small storefront business to an employee who helped me start up. What is my first step to take?

    • @Notme-tq4xs
      @Notme-tq4xs Год назад

      Get your income statements ready to show them. Your basis for value.

  • @OKayMMusic
    @OKayMMusic 10 месяцев назад

    Why is the multiple 2? Just curious. Seems like an arbitrary number to me.

    • @BrettCenkus
      @BrettCenkus  9 месяцев назад +1

      That's not a set multiple for all industries. I just used it as an example. That said, 2x SDE is in the ballpark for average sale multiples (SDE, not EBITDA) for many small (main street) businesses.

    • @OKayMMusic
      @OKayMMusic 9 месяцев назад

      @@BrettCenkus thanks man!

    • @BrettCenkus
      @BrettCenkus  9 месяцев назад

      yw!@@OKayMMusic

  • @cserge7981
    @cserge7981 2 года назад

    Hi Brett do you operate in the UK

  • @kenneththrash9376
    @kenneththrash9376 4 года назад

    What is the best way to reach out to you for advice or a consultation?

    • @BrettCenkus
      @BrettCenkus  4 года назад +1

      Kenneth, you can schedule a paid call at clarity.fm/brettcenkus.

  • @iceyred6668
    @iceyred6668 2 года назад

    Salers/building/agreed'ment

  • @iceyred6668
    @iceyred6668 2 года назад

    algenda=+contract-agreement'd

  • @danmenchey699
    @danmenchey699 2 года назад

    M

  • @CW-em1cl
    @CW-em1cl Год назад

    Hahaha a lawyer pretending to have expertise in business valuation. Stay in your lane buddy

    • @BrettCenkus
      @BrettCenkus  Год назад

      Do you have any substantive constructive criticism?

  • @iceyred6668
    @iceyred6668 2 года назад

    Build to Scale' R/)o edrf. d 1/5 (honda) //nd.D

  • @iceyred6668
    @iceyred6668 2 года назад

    Salers/building/agreed'ment //nd.D

  • @iceyred6668
    @iceyred6668 2 года назад

    algenda/+=crisis/?=graud'iated's //nd.D

  • @iceyred6668
    @iceyred6668 2 года назад

    helmaWtT/serviced=agreement's/wrighttS=agreemenT //nd.D

  • @iceyred6668
    @iceyred6668 2 года назад

    pen-CiLe/collorge/?stincii'lde/key=honda(blue)01 //nd.D

  • @iceyred6668
    @iceyred6668 2 года назад

    pen-CiLe/collorge/?stincii'lde/key=honda