Flexibility key to successful business sale (case study and testimonial)

Services provided by JPAbusiness: 

Business valuation

Business sale transaction advice and support

Business background

• A commercial heating, ventilation and air conditioning (HVAC) business based in Sydney, with a large focus on service and repairs contracts in the Sydney basin.
• A joint partner business with four staff. The business partners had established the business and had been running it for about 20 years.
• In the previous 5 years turnover had ranged from $1.1m–$1.6m and future maintainable earnings from $150,000–$350,000.

The issue

The owners wanted to sell because they felt they had achieved most of what they felt capable of with their knowledge and capital over 20 years, and both wanted to do different things in the next stage of their careers.

Our involvement

The owners engaged us to conduct a valuation about three years ago.

They had been referred to us by a previous business sale client, for whom we sold an electrical contracting business in the Hunter Valley.

We conducted the valuation, and then provided some advice on marketing and transaction options to secure a successful sale. We were then engaged to sell the business.

The result

The business was sold in mid-2021, but selling this business proved quite a ride for all involved – we all had to be very patient, as well as responsive to market feedback.

The business’ key sale characteristics were:

• Pros for buyers – a diversity of loyal repeat-purchase customers, a good job management system with important customer dealing records and history, some contracts and service agreements;
• Cons for buyers – a small business with volatility of revenue and earnings during the sale process, with small team and the business’ fortunes being quite reliant on the owner. Also, COVID-19 and uncertainty around general market and business impacts was a factor.

The business was sold to an electrical contracting business that wanted to add on HVAC services. They were a business of about $5m turnover, based in Sydney. This purchase was a way of them extending their offering by buying a good solid client base and related contracts with key institutional customers in the area of air conditioning and refrigeration service and repairs.

The business sold for about 2 x future maintainable earnings. This was materially below what we originally valued it for, but while offering the business for sale the owners agreed to revise the price because of market feedback and offers received during the selling process.

Despite various challenges, we were able to generate interest, and a number of offers, during the two-year marketing period. Like all or most offers, they had various ‘wiggle bits’ or deficiencies, for example:

• deficient in terms of price;
• subject to finance which was not forthcoming;
• interested parties put off by the fact the business was quite dependent on one owner’s technical expertise;
• interested parties put off by the fact the business’ client base, while diverse, was relatively small;
• concerns about earnings volatility.

Lessons

Selling a business is a dynamic process – you need to listen and respond (where relevant and justified) to market feedback to ensure the best chance of achieving your exit objectives.

Also, it’s important for vendors to remember that the critical tasks of business development, customer service etc, don’t stop once you decide to sell your business.

Fortunately, these owners were active and willing to learn and adapt during the process, and ultimately they achieved a satisfactory result and smooth exit from their business, albeit they had to be patient!

Testimonial: Co-owner, HVAC business

We engaged JPAbusiness to conduct a valuation and sell our business in 2018. The sale process took three years – a lot longer than we anticipated – but in the end we had a successful outcome.

Skills and knowledge

I would advise other business owners to seek an independent valuation before selling because you can be too close to your own business to see its flaws. The JPAbusiness team have the skills and knowledge to conduct professional valuations, and James was also very honest and realistic with us about what he believed the market would think of our business.

Perseverance

In terms of selling the business, the JPAbusiness team’s particular strength was that, even though the sale took a lot longer than we all anticipated, they did not give up. They persevered and kept at it until we had a sale.

It was a long process but very successful in the end and we learned a lot about our business, as well as about valuation and negotiation, along the way.

If you would like support with any aspect of buying, selling or running a business, contact the JPAbusiness team on 02 6360 0360 or 02 9893 1803 for a confidential, obligation-free discussion.