Adventures with lyrical - buying a business

Shonuff

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dolaan said:
This has been a great read I really appreciate it.

I have been considering this for a while now, although I considered a restaurant as my brother is at CIA so someday soon I will have a Chef. But I know restaurants are fairly risky so I was thinking diversifying by owning multiple businesses that are not related sound like a great idea. Main reason I chose a restaurant is that I would love the work and have a genuine interest in the subject.
I know nothing about pharma. I do know a bit about restaurants, as I have worked in them to get through school. And we did have a contract on one.

Right now, banks are saying they will not finance restaurants or health clubs. I guess in recessions, they are the worst hit. When people"s discretionary income is cut (by high gas prices or a lost job) then these are the first things they cut.

dolaan said:
Where did you look to find local businesses that are for sale? I am not ready yet but it does not hurt to start looking and beginning the process so when I am ready with cash in hand I know what to look for and especially what to avoid.
The process went like this:

1- I looked typed up "businesses for sale, and my location" and it pulled up a number of sites. I bookmarked them, and started visiting them every week. From there, if the ad sounded interesting, I would ask for preliminary numbers from the broker. Keep in mind, they have to make sure you qualify financially, so they make you sign a net worth statement. If you don"t have the money, they will tell you.

2- I would ask for three years" tax returns, three years of P&L"s, a description of the business, etc. Not every broker will give you three years" tax returns, but you can try. They also make you sign non-disclosure agreements.

3- If the prelim numbers made sense, I would meet with the broker and seller at the business location. Usually, sellers don"t want employees to know, so alot of times it meant meeting at the business at 7 AM or 8PM (after hours). From there, if the meeting went well, I would ask the broker for more follow up numbers and info.

4- From there, my wife and I would visit the business to mystery shop it as anon customers. One of the things that made us want to buy the restaurant is that we visited it multiple times, and every time, the place was packed.

5- From here, if it passed the other tests, we would negotiate a price. This might take weeks at a time. Most brokers would tell you at this point that there was someone else bidding on the business, so you better raise your offer bla bla bla. Only one time did another bidder actually buy the business. One broker I had a feeling he was lying. This happened this Summer, and I told him to go fly a kite. He is still calling me trying to get me to buy it. Funny how the "mysterious bidder who has more money, industry experience and is more interested in the business than you" all of the sudden disappeared.I got to the point I just ignored when brokers said this.It came true, in our case, 1 out of 10 times, that there was a higher bidder who was ready to make a decision. Brokers say this to hurry up your decision making AND get a higher price. It is illegal for them to do it, but they figure they won"t get caught.

6- After we settle on a price, due diligence starts. Usually, they make you put some earnest money down. Some brokers tried to make due diligence binding, meaning that if you found nothing to be materially wrong you were locked in. In these cases, I would build in some contingencies that would let me out. I would use "mouse words" like "Buyer must interview managers and they must meet his reasonable expectations" to get out. Other brokers would make due diligence non-binding, and you"d be good.

7- Only two businesses cleared my financial tests. Once they clear, then you have to shop the deal around to banks. Yuck. Some banks take up to two months to make a decision. So I always would look at other businesses while banks were making their decisions. It is always best to develop your alternatives.

I did hear horror stories about brokers keeping earnest money, but this never happened to me. I always checked the credentials of the brokers beforehand.
 

Tuco

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I got you a new avatar. I figured the oil on the face would symbolize the hard work you"ve put in, and the satisfied smile and pipe would symbolize your current status.

1. How did you decide if you wanted in a certain type of business? You seemed to have a diverse selection of types (landscaping to restaurant etc), what went into your consideration for the type of business that it was? Were there profitable business that you turned down because you didn"t want to be involved with it (either because you didn"t see a future in that type of business (selling A-Track tapes and encyclopedias, or possibly because the nature of the business required some advanced knowledge you didn"t have)

2. How did you cope with the learning curve of the business subject? Unless you were a great landscaper already, how did you manage taking up a business where a lot (all?) of the employees knew more about landscaping than you?
 

Shonuff

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Tuco said:
I got you a new avatar. I figured the oil on the face would symbolize the hard work you"ve put in, and the satisfied smile and pipe would symbolize your current status.

1. How did you decide if you wanted in a certain type of business? You seemed to have a diverse selection of types (landscaping to restaurant etc), what went into your consideration for the type of business that it was? Were there profitable business that you turned down because you didn"t want to be involved with it (either because you didn"t see a future in that type of business (selling A-Track tapes and encyclopedias, or possibly because the nature of the business required some advanced knowledge you didn"t have)
LOL, I like the pic. I tried to pick businesses that were either close to my hobbies (health clubs) or that I had experience in (restaurants, I"ve always wanted to own one). Unfortunately, those are the usually the first and he hardest hit in recession.

Outside of the issue of seller fraud, I did turn down businesses for other reasons - mainly sustainability and my lack of understanding of the industry. I was presented with a glut of construction type businesses - from plastering to HVAC installation. I have a friend in my MBA program who worked for a construction business, and the one thing he said they had a problem with was when work slowed down. You had to be willing to go anywhere in the state to do business, so if construction slowed down in your city, but was picking up four hours away, you were expected to drive eight hours a day to work. No thanks.

On the HVAC business, I looked at his business, and 80% of his business came from fresh installs, and only 20% of it was service contracts. This business made me nervous, because he did installs for apartment complexes, and it seemed like there was a finite set of customers. The seller also started businesses in other areas that were like this, and then he sold them off. To me, it seemed as if he would build a business up, and then sell it off while business was still good. And when sales fell off, the buyer might be holding the bag.

I also stayed away from declining businesses like manufacturing, or businesses I couldn"t understand that were of a highly technical nature that might require me to have an engineering degree.

Tuco said:
2. How did you cope with the learning curve of the business subject? Unless you were a great landscaper already, how did you manage taking up a business where a lot (all?) of the employees knew more about landscaping than you?
One thing my MBA program instilled in me is to have the crazy-ass notion that I can do anything. They stressed the notion of being resourceful, whether or not it meant finding info, getting start-up funds, or being confident in any situation. They tried to instill moxy, although I think you get that from competing on a graded curve in a t1 program. I had to compete against engineers and PhD scientists, and for me, it was a huge confidence booster. You could say that failure NEVER crosses my mind, and that even in my nightmares, I conquer them. Sometimes my wife wakes me up in my nightmare, and I ask her why. I tell her was getting ready to pull out the bazooka and blow up everyone causing the problems in my nightmare. You could say I thrive on winning and overachieving.

It is typical that the seller give 30 days of training, and anything past this, the buyer pays the seller. I negotiated for 45 days. It also helps that when the seller has gone on vacation for months at a time in another country, the Foreman has run the business and made every decision. Currently, I am only working hands on in the business three days a week, and the Foreman runs it the other two. The previous owner only worked two days a week, and the secretary, Foreman and Crew Leader picked up the slack. I am purposely hands on part of the week and hands off. I want to be able to buy other businesses, and I don"t want to make them dependent on me. I also monitor how they are doing when I am not there to see if they take advantage and screw off or screw up. I am not seeing a change in production, whether I am there or not, they production is the same. I know some might think this is crazy, but I firmly believe that I can make them dependent on me, and if the goal is to own at least two other businesses the same size, I can"t put in 80 hours a week in any one business. The staff needs to be self-sufficient. If I had to buy a business with no managers, I either would pass, or I would buy a business where I could pay a manager to run it. So there would need to be enough cash flow to support a new manager.

I know a businessperson who amassed a ton of businesses that annually did $300 million a year that he owned. And he did it by making sure he had good managers. I have this natural need for control, and I am learning that I have to give it up - its either that or I will have to be shackled to one business.

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One of my profs that taught my Ops class in my MBA program taught us that most businesses aren"t that complex. He did consulting for companies like Dell, Texas Instruments, Motorola, etc. He believed that most businesses that are highly technical can still be boiled down into simple processes.

All Ops is really is the study of how cash flows through a business. If you know how cash flows through a business, you know the majority of what is going on.

I simplified the business down to how cash moves.

1- Customers use the yellow pages, or call from references or have used the business in the past. (The previous owner was not computer savvy and did not use the Internet, I am)

2- They call for estimates and the secretary puts them on the schedule.

3- The estimator (me) goes out to meet the customer, looks at what needs to be done, and then writes the estimate. The customer either commits then, or calls the secretary.

4- My Foreman and Crew Leader are provided a list of jobs every morning. They are trained to maximize the amount of sales dollars to work on. They try to clump up jobs in one area as to maximize sales and cut down on gas expense. Some of our equipment weighs 5 tons or more, so this is a consideration (the owner does not charge gas surcharge - I plan on doing so)

5- The crews are paid a $2 an hour bonus if they each do $2,250 in work for that day. This is good for me, and for them. I pay them double the going rate for laborers in the area, so if they don"t do $1,500 per crew per day, I might not make money.

6- Crew leaders are trained to ask for checks the day the work is completed. If the customer isn"t home, the secretary bills them within 24 hours. The terms are for ten days.

7- On average, the customers pay 50% in the first month, and 50% in the second. But my staff expects to be paid every week, they will go on a mutiny if they aren"t. Hence, I asked for 150K in working capital, plus I have another 20K cash injection to cover me.

8- The big corporate and wealthy customers can pay up to 90 days late. Its what they do. We bill them the same as regular customer ($225 an hour). So they can cause a major cash crunch on the big jobs. The owner told me of a time where a big corporation agreed to pay him 90K in three months. His cost was roughly 45K. So he had to be able to outlay 45K and wait three months to be paid. His profit was about 45K, and it only took two weeks" work.

The comment that he made was that his competitors will go for the big jobs, and not realize that they don"t have the cash to do them. As an aside, of the 30 companies in the area doing what we do, only 2 of us (including my business) are fully insured. The other businesses don"t see the value in paying the amount of insurance, but the benefit is that for the big clients that demand full insurance, there is only one other bidder for the jobs. The little guys are screwing themselves.

We just did a job yesterday for a wealthy person who is worth $40B. We did about $2k a of work, the profit to me was $1k. And the only thing seperating us from the competition (other than giving good service) was being fully insured.

9- I constantly monitor the cash flow of the business on a daily basis. I know how many estimates there are to run (which is a good barometer of future business), how much work in dollars is on the schedule, and how much work the crews did yesterday. I have to monitor the sales dollars the crews did, because the previous owner paid them hourly, and not by the job. So the last thing I want to do is pay a crew $60 an hour and have them sipping Mocha Lattes for hours. We bill at $450 an hour, and I want them working 10-12 hour days. We can"t bill if they are screwing around. Maybe one day I will just pay them a percentage of the job - but right now no one has tried to screw me over for hours.

In pretty much every b-school, Benihana restaurant is used as a good case as how the whole business is structured to keep cash moving efficiently. The previous seller didn"t really watch his cash flow as much, but I know every penny spent on everything in every account and know how cash is coming in and coming out on a daily basis. Maybe it is the educational background.

At the end of the day, I have a bunch of laborers who can handle doing the work, and maybe a little ops. The Foreman and other crew leader do their best to maximize the schedule to bring in the most revenues with the lowest costs. But its up to me to finesse the regular customers, the corporate clients and the wealthy millionaires and billionaires. Right now, billionaires account for 10-15% of our total business. It only takes one or two. One of them owns 10,000 acres, and we are the only company they use for the type of work we do. They are building a park, and they are spending stupid types of money getting it in shape. We imagine we"ll get more of his business once visitors start coming in, because the person wants every inch of the park to be immaculate for guests.

Oddly enough, the regular customers tend to be the worst to deal with, as they want to cut my nuts off over $50. The corporations, millionaires and billionaires just want the work done right, they want it done now, and they want to be insured. Cost is secondary. In the last week, I have had four wealthy individuals call me and not even want an estimate. They just want us to do the work and bill them later. I have been blessed that some of these people have been the previous owner"s clients for decades. You can"t beat the type of customer that will let you bill them whatever.
 

Tuco

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Other than buying a business with that kind of clientele, is there anything you"ve done to build it? A quick google search says that there are only 470 billionaires, so how is it that you can secure a pocket of billionaires? I know you want to remain anonymous (for good reason), but can I ask where your business is? (It"s okay if you say no, because I can just look up your IP!!! =D)
 

Shonuff

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Tuco said:
Other than buying a business with that kind of clientele, is there anything you"ve done to build it? A quick google search says that there are only 470 billionaires, so how is it that you can secure a pocket of billionaires? I know you want to remain anonymous (for good reason), but can I ask where your business is? (It"s okay if you say no, because I can just look up your IP!!! =D)
Check your PM"s. Regardless to say, there would be all types of asskickery if I broke an NDA. The original owner has died, but has pretty much made his brothers and sisters billionaires with company stock. And one of them referred us to the others, as well as the current CEO of the company. There"s no way I"d say the location, because they pretty much own the city they live in. If I say the city, I"d pretty much be saying their family name. I"ve probably gone too far out on a limb as is, and I should respect their privacy.

And yes, I think I want to increase my business among households making 70K+, just for the fact that I don"t want any single person to have too much power over me. I have increased advertising past what the previous owner is doing. We hope, that once the park is finished, they will still use us, but there are no guarantees. We need to be prepared if they decide to start doing the work in-house.
 

Desx_foh

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Such an amazing thread.

Can you list the 3 top things you"ve done to increase the bottom line? You mentioned how workers are payed.. maybe this is a better question in 12 months
 

Cad

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Good thread Lyrical, fun read. As to paying off the debt vs. buying another business, aren"t you taking on a lot of risk if you buy a 2nd business (or even the first) if you don"t have the net worth to pay the loan outright? If one of these businesses fail, who is on the hook for the loan? The business? Or you? If you are on the hook personally, by taking on two leverage-bought businesses, aren"t you doubling down your risk (and reward, of course) if one of them fails and you might be in danger of personal bankruptcy because of the business loans?
 

Shonuff

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Desx said:
Such an amazing thread.

Can you list the 3 top things you"ve done to increase the bottom line? You mentioned how workers are payed.. maybe this is a better question in 12 months
I haven"t posted in a bit - mainly because my flu has gotten worse (ugh). The advice that brokers give you is to not make changes to any business for six months. They advise you to learn as much about the business as you can. Also, since Winter tends to be the slower months for the business, I have been intent on making enough to carry me through these months. In the past, the owner has lost up to 40K in the Winter months, and then when Spring hits, he has to turn away customers. In the Winter, people don"t usually think about landscaping, but when they start spending more time outdoors, is when they start calling us.

One area that could be improved: the business uses almost no technology other than the equipment (no Internet advertising, no website, no email). For me, personally, I don"t use the paper yellow pages, but this has been this business" main means of advertising. I use the Internet when I need to find a service, I couldn"t even tell you where my yellow pages are. I"ve signed up for more Internet advertising, but supposedly Google won"t register any changes for up to six weeks from now.

If 70% of people prefer to use the Internet when making purchases, does this mean that if I can use Internet advertising correctly, my sales should increase by an amount ofupto 70%?
 

Shonuff

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Cad said:
Good thread Lyrical, fun read. As to paying off the debt vs. buying another business, aren"t you taking on a lot of risk if you buy a 2nd business (or even the first) if you don"t have the net worth to pay the loan outright? If one of these businesses fail, who is on the hook for the loan? The business? Or you? If you are on the hook personally, by taking on two leverage-bought businesses, aren"t you doubling down your risk (and reward, of course) if one of them fails and you might be in danger of personal bankruptcy because of the business loans?
I don"t worry about the debt, because the price I paid wasn"t too high. Banks will usually balk at a price of four times earnings, because in some cases, this means half your net could be going to the bank. In this situation, with a monthly net of 30K, the debt service is just under 6K a month.

The business I bought has been around for more than 40 years, and its brought in 300K a year like clockwork. The true net is closer to 35K a month, and not 30K. I am finding out that there is more actual income in the business than what was reported by the seller. The amount of income that I found out about is almost equal to what my debt payment is. The main part of this is that the seller has another business, and he"s been paying for labor from that business in this one.

And there is a big difference in cash flow from paying off 600K in debt, to saving up 80K for another business (and then keeping the rest of the money for a rainy day). In a way, I"d have much more working capital by not paying off the business (and buying another).
 

Mimirswell_foh

shitlord
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Lyrical said:
If 70% of people prefer to use the Internet when making purchases, does this mean that if I can use Internet advertising correctly, my sales should increase by an amount ofupto 70%?
It could increase it by far more than 70%. I mean it"s just the average and it varies heavily on businesses. For example, if you built websites, virtually all of your business comes from the internet whereas if you are booking rooms/homes for a retirement community, you probably would do far below 70%. Certainly though it will increase sales by a factor far greater than what you pay into it though since getting a decent web site and ensuring google ranks you high for your business + your city in search is very cost efficient. There is almost no negative for doing so and each year, the trend of users will only go higher and the longer the site has existed, the better it will do on a search. From your posting, I am guessing you intend to keep your business for an extended period of time.
 

Shonuff

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Mimirswell said:
It could increase it by far more than 70%. I mean it"s just the average and it varies heavily on businesses. For example, if you built websites, virtually all of your business comes from the internet whereas if you are booking rooms/homes for a retirement community, you probably would do far below 70%. Certainly though it will increase sales by a factor far greater than what you pay into it though since getting a decent web site and ensuring google ranks you high for your business + your city in search is very cost efficient. There is almost no negative for doing so and each year, the trend of users will only go higher and the longer the site has existed, the better it will do on a search. From your posting, I am guessing you intend to keep your business for an extended period of time.
I will take any advice I can get on driving webtraffic. I have:

1- Signed up for AOL Yellow Pages, Google Maps, etc. We still aren"t showing because they are telling me it will take 6-8 weeks.

2- I have made up a website, and I am using Google Adwords. I am only getting 2-3 hits per day.

The previous owner did sign up for a minimal contract involving AOL Yellow Pages and Google Maps. This is only for an area involving about 20% of his customer base.

One thing I learned in Corporate America is to ask customers where they are finding you. Unfortunately, most of the customers are either past ones, referrals or using the paper Yellow Pages. Actually, that"s not a bad thing, because it means there should be an opportunity to increase the business by a percentage up to 70% (or more according to Mimirswell).

Any info or links you guys can give would be great. In a week, we might get calls for 20-30 estimates, and we close half of those. So If I can increase the numbers of calls by 10 estimates a week, this would have a huge impact on the bottom line. It would be somewhere to the tune of about $7K-10K in net profit. This is one reason why I bought the business - I believe I can grow the business because the seller hasn"t really changed anything in the business in the last 20 years.
 

Shonuff

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So I was asked to do an estimate today for the property of an ex-CEO of a Fortune 200 company. He"s been a past customer of the business.

I drove past the security gates, and didn"t think there was anything spectacular. As I drove further in, there were street signs. I asked the seller why there were street signs, and he said it was because the guy owned so much real estate that he needed street signs on his own property (WTH). We drove up to the guy"s house (or so I thought it was). It looked to be just shy of 6k square feet. I asked if it was the CEO"s house. The seller then informed me that it was not the CEO"s house, but one of his groundskeeper"s homes. I was told that the CEO had several thousand acres, and that each of his servants had their own mansion. The seller told me that the CEO also owned some professional sports team.

Needless to say, we padded the bid a little.
 

Silence_sl

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Lyrical said:
So I was asked to do an estimate today for the property of an ex-CEO of a Fortune 200 company. He"s been a past customer of the business.

I drove past the security gates, and didn"t think there was anything spectacular. As I drove further in, there were street signs. I asked the seller why there were street signs, and he said it was because the guy owned so much real estate that he needed street signs on his own property (WTH). We drove up to the guy"s house (or so I thought it was). It looked to be just shy of 6k square feet. I asked if it was the CEO"s house. The seller then informed me that it was not the CEO"s house, but one of his groundskeeper"s homes. I was told that the CEO had several thousand acres, and that each of his servants had their own mansion. The seller told me that the CEO also owned some professional sports team.

Needless to say, we padded the bid a little.
Why would they need you if they have their own groundskeeper?

 

Shonuff

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Silence said:
Why would they need you if they have their own groundskeeper?
It was more like a staff of people just taking care of their property. I have yet to meet either of the two CEO"s that we"ve handled in the last month. I have been told that the closest I will get is to their Foreman. The seller said he only had one time when the actual CEO called him, and that was when he screwed up. As long as they know who to write their checks out to, who cares, eh?

Because some of our equipment runs upwards of 100K apiece, and like I said, we do such specialized landscaping that not many people can do it right, even CEO"s with a full staff of groundskeepers. They try to do some of it, but either they don"t know how to do it all, or don"t want to do it.
 

Mimirswell_foh

shitlord
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Lyrical said:
Actually, that"s not a bad thing, because it means there should be an opportunity to increase the business by a percentage up to 70% (or more according to Mimirswell).
Well more if your clientele is more oriented towards the internet and vice versa. Without sufficient demographic data on your clients, there is no telling if it"s more or less than 70%.

Any info or links you guys can give would be great. In a week, we might get calls for 20-30 estimates, and we close half of those. So If I can increase the numbers of calls by 10 estimates a week, this would have a huge impact on the bottom line. It would be somewhere to the tune of about $7K-10K in net profit. This is one reason why I bought the business - I believe I can grow the business because the seller hasn"t really changed anything in the business in the last 20 years.
Since a lot of your business is referrals, a relevant, short (fits on business card), easy to remember domain name is great. The great thing about the internet is a user is more likely to casually check your website than outright call you when they are only slightly interested. A good website can then take that casual interest and enhance it into real interest that results in an email or call. Check out the competition nationwide and find the best features to mimic and then hire a professional. This also alleviates the need to have a really high google hit (though you definitely still want one) since the previous owner had such a well established referral network.
 

Shonuff

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Thanks for the info.

Just as an FYI, I think we"ll end up about $32Kish in net profit for the first month in business. The secretary had me closer to 40Kish, but she forgot that I spent $4K in payroll in the first week of my own money to keep everyone paid and keep the transition smooth. The crews also use credit cards to pay for gas, and the secretary doesn"t record the gas expense until I actually write a check to pay off the credit cards. So there is about $6-8K that she didn"t put on the P&L that needs to go on there.

Its been a great first month in business. 32K is more than I made in a year after I got out of undergrad, and it is almost half a year"s pay after my MBA program. It has been a stressful time in that I have had to do more sales and marketing, and that the business isn"t just leaping into our laps. Given that we are in the landscaping industry, people aren"t outside as much, and the business that comes in, you have to fight over. In Spring and Summer, when you have a six week backlog, you can charge a premium, but right now, the competition is pretty fierce. When we do an estimate, we leave all sorts of marking and tape on the people"s yards. In the winter, competition is fierce enough that they will drive around all day, look for the markings and tapings, and then tell the customer they will undercut us.

December and January tend to be the slowest months for the business (when I look at the historical reports) but we are fighting hard to stay profitable. The seller has either made a little money in these months (like 10K total) or lost 40K over these two months.

I cant stress enough how important it is to know the cyclicality of a business you are buying. A friend of mine bought a business, and it is slowing down right now, and he has no idea if this type of busness tapers off or not at this time of year. For all he knows, December could typically be the worst month, and January could be great. He bought a drug rehab center, and I bet that people might want to wait until after the holidays to go into treatment (but that is just a guess). So they are in a panic because less people are starting the program, yet they have no idea if this is just normal for this time of year for their business.

At this current rate of income, I think I am going to start looking for another business soon. Considering it took me a year to find legit sellers, it probably isn"t too early to start. I still need to move into new office space, and we have systems that are incomplete. Once this stuff gets hashed out, I will look for something else. I could probably buy a businss producing six figures with my retained earnings of 32K (if a business producing 100K costs 300K, and I can find a bank willing to do a 10% deal). I am thinking maybe some type of commercial real estate or landord situation where I don"t have to be super-active. But I don"t know much about being a landlord at all.

Is anyone dabbling in commercial real estate or being a landlord and care to share? Any good books on this?
 

Mimirswell_foh

shitlord
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Lyrical said:
Thanks for the info.
No problem.

December and January tend to be the slowest months for the business (when I look at the historical reports) but we are fighting hard to stay profitable. The seller has either made a little money in these months (like 10K total) or lost 40K over these two months.
How did you determine this? Part of the due diligence or did he offer an annual cash flow estimate?

At this current rate of income, I think I am going to start looking for another business soon. Considering it took me a year to find legit sellers, it probably isn"t too early to start. I still need to move into new office space, and we have systems that are incomplete. Once this stuff gets hashed out, I will look for something else. I could probably buy a businss producing six figures with my retained earnings of 32K (if a business producing 100K costs 300K, and I can find a bank willing to do a 10% deal). I am thinking maybe some type of commercial real estate or landord situation where I don"t have to be super-active. But I don"t know much about being a landlord at all.
This is the same situation I"m in. I"ll have between 50-100k to put into a business and I"m looking at real estate because my city is going to nearly double in population in the next 3 years but I"m at a loss on where I can learn specifics of the business.
 

Shonuff

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Mimirswell said:
How did you determine this? Part of the due diligence or did he offer an annual cash flow estimate?
The seller provided me with three years of monthly P&L"s, so I could tell that December and January have traditionally been the months where he bleeds red ink. He"s had Decembers where his sales volume is only 20% of what it is in the peak Summer months. He"s also lost money in every January the last three years in a row. And then in Spring and Summer, he"s had to turn people away after he gets about six week backlog.

The added benefit of having the monthly P&L"s (other than seasonality) is to be able to cross check the monthly P&L"s with the yearly P&L"s, the bank statements and the tax returns. So there is a sanity check, as the monthly P&L tends to be for the manager, and you can compare this to what the owner actually claimed in taxes. Like I said before, most sellers that are committing fraud I have seen aren"t smart enough to falsify all of their statements and have agreement in all of them. Usually, there is something in there that shows they are falsifying stuff.
 

Mimirswell_foh

shitlord
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Yeah, I will definitely follow your example on due diligence, certainly was eye opening for me. I"m fortunate in that my father is a commercial real estate appraiser, my brother a residential real estate appraiser, my stepmother is a loan officer and two of my uncles are lawyers. I also have a CPA, Personal Banker and Stock Broker on retainer. My graduate studies are in Computer Forensics but I"m picking up accounting and business classes concurrently right now.
 

rinthea_foh

shitlord
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Great read Lyrical and everyone.

So Lyrical, most of your business pretty much comes from word of mouth referrals and repeat business and now you"ve gone and changed your charge structure from something consistent to something discriminatory by padding that guys bid.

The way you"ve done it seems like a short term decision that could bite you in the arse to me. Discriminatory pricing as a way to pick up the consumer surplass works great if you are a monopoly when it cant effect future business (or if the product can"t be resold, which u dont have this problem I"m assuming) OR if you ADD VALUE. But if you arent a monopoly and not currently adding value, and if the customer or his referrals can do without your product its probably a bad idea to pad bids. Especially since you want future business originating from the client.

Just look at the way airlines do it. Its a good model. The added value is stuff like, a price for the ticket immediately, a price for schedule sensitive (business, car races people have to be at, etc), more comfortable accommodation, early booking discounts, internet orders, etc etc.

If I were trying to capture this surplus, I"d offer some sort of "premium service" quote (most likely a number of different options a customer could "add", look at the DELL online store too, thats a good example) too that offers some value, i.e. after sales service, guarrantees, faster completion dates, whatever I"m sure you can think of them better than I.
Give them the choice. You never know, you might get some penny counter who will find out your bid has been padded and this could fuck you over for the future. You might find a lot of other clients who you thought wouldnt pay this surplus and hadn"t planned on padding their bids, will in fact pay it. Let them fucking know EXACTLY what value your adding and then give them the choice.

my fee is 10% of future profits (minus losses from the non padding ofcourse) if you decide to go this way, I"ll accept yearly off balance sheet paypal payments kthx