Frequently Asked Questions

General

• If you don’t require a contract, what am I canceling when you say I can cancel at any time?

  Our agreement is simply an outline of our responsibilities, not a long-term contract or commitment. You can cancel or take your business off the market at any time. Unlike other M&A firms, there are no penalties for canceling. Refunds are prorated based on the amount of work completed.

• How does selling a business work? How has the industry changed in the past 10 to 20 years?

  This is a niche industry, with approximately 5,000 M&A professionals nationwide. The typical intermediary is a conservative solo-operator in their mid-fifties, less willing to take risks, potentially working part-time, and with a shorter view of their career. They’re also more likely to take an approach to selling a business that hasn’t changed much in the past two decades. 

  Highly driven experts tend to migrate to larger transactions after a period of time, knowing the way to increase their earnings is to sell larger companies since there is a limit to how many companies one person can sell per year. It takes as much effort to sell a $10 million business as a $100 million business. 

  Many salespeople join the M&A ranks, bringing with them a sales focus rather than a business background. There’s little-to-no formal training, and the processes have changed little, even with rapid advancements in technology. Few practitioners invest in innovation since their income is unpredictable. Whereas industries such as technology and bioscience attract angel investors and venture capitalists, the M&A profession does not.

  A commitment to innovation requires investment, driven talent, and a long-term focus. These are rare traits in the industry, but at Morgan & Westfield, they’re the rule rather than the exception.

  At Morgan & Westfield, we employ the latest technology and draw on a cadre of experts in a variety of disciplines. The proof is in our track record.

• Why do other firms require a contract, but not Morgan & Westfield?

  Most firms require a contract because they work on a commission-only basis, meaning they don’t get paid unless they sell your business. They will be hesitant to invest the necessary time with you upfront if they aren’t assured of a payday. For this reason, they require a long-term, exclusive contract. Our fee structure allows us to spend time preparing your business without an extended obligation.

• Can I trust a firm’s claims regarding its success rate?

  Generally not. It’s common for advisors to quote success rates, but these can be misleading. The success rate is hard to determine. If you’re presented with a track record without details on how the numbers were calculated, you need to ask more questions.

  Read our Knowledge Base Article “Can an M&A Firm’s Success Rate be Accurately Measured?”

Fees

• Are upfront fees appropriate?

  Upfront fees are appropriate only when a specific service is being provided. The reality is that experienced advisors are more likely to charge upfront fees. Because most M&A professionals invest substantial time preparing a business for sale, they are reluctant to put the effort in without being paid upfront. Some brokers simply don’t have the infrastructure or resources to justify upfront fees.

• Do your rates include escrow and attorney fees?

  No. You pay any additional advisors directly. This includes your attorney, accountant, escrow agent and other third parties.

• Why do your fees differ depending on the business?

  Our fees vary because each transaction is customized. Fees are determined by the type and size of your business, industry, marketing strategy, and the services you choose, such as a teaser profile, pre-sale financial due diligence, and targeted campaigns. Some business owners prefer that we take a limited role while others request we do everything from A to Z.

• Can you tell me what my business is worth without doing an assessment?

  No. Giving you an accurate valuation without conducting a full assessment of your business would be a disservice. There are too many variables that must be considered to be able to simply look at your company from afar and provide you with a valuation. Our assessment allows us to analyze your business’s specific needs. Once we conduct the assessment, we are in a better position to provide you with a winning strategy that enables us to maximize your purchase price and keep professional fees to a minimum.

Step 1: Assess

• How does the credit for the Step 1 Assessment work?

  You will receive a credit for 100% of the cost of the assessment toward Step 2 (Prepare) if you decide to put your business on the market within 30 days of receiving your assessment.

• Can my accountant adjust or normalize my financials?

  It depends. Most accountants are not familiar with the types of adjustments agreeable to buyers. Whoever normalizes your financials should have experience selling businesses and be familiar with the types of adjustments buyers find acceptable.

Step 2: Prepare

• Do I need a teaser profile?

  It depends on your business. The teaser profile allows us to confidentially market your business to potential buyers by giving them enough information to whet their appetite without divulging your identity. The teaser is just one piece of the overall marketing strategy we can develop for you. The methods we use vary depending on the size of your company. If your strategy involves contacting companies in your industry, the best way to quietly put the word out is to contact potential acquirers directly using a teaser profile.

Step 3: Market

• How do you handle buyer meetings?

  Most initial meetings are handled through voice and video calls. In-person meetings are becoming less common and generally only occur later in the transaction, if at all. If the buyer requests to see your business in person, we help arrange a face-to-face visit.

• Do you market my business locally?

  Yes. We market your business locally and nationally for the most effective result, which includes digital and traditional methods.

• Once I find a buyer, should I take my business off the market?

  No. Keep your business on the market unless you agree to an exclusivity provision in the letter of intent. It’s important to continue marketing your business until the closing in order to maintain your negotiating leverage. This approach minimizes the chances a buyer will attempt to reduce the price at the last minute, called re-trading, which is a common tactic.

• How is my confidentiality protected?

  We don’t disclose your sensitive information to buyers without a signed confidentiality agreement. Information about your business is shared with potential buyers in measured stages only as their level of interest heightens, and the transaction unfolds. This phased release helps maintain confidentiality and ensures we negotiate with earnest buyers.

  Read more about our process for maintaining confidentiality

• Do you have a buyer database?

  There is a common expectation that M&A firms have a database of buyers to tap in order to sell a company quickly. But this idea can be misleading. The notion of a database of buyers as a sales tool is overstated. In fact, few buyers are generated from a firm’s list of contacts. They may send updates about their active listings, but this is not the same as one-on-one targeted marketing. The best way to sell any business goes well beyond any static listing of names in a database.

• Is a broker network important?

  No. The broker network is a myth that has been perpetuated within the M&A industry. Unlike in residential real estate where brokers routinely share information about buyers and sellers, M&A brokers operate differently. Talk of a broker network advantage is an attempt to be a point of differentiation compared with independent firms. Studies have found that 97% of buyers come from outside of broker networks anyway, so why focus on an advantage that only generates 3% of buyers?

Step 4: Close

• Do I need an attorney?

  If you’re dealing with a corporate buyer or private equity firm, or if the buyer’s attorney prepares the letter of intent and purchase agreement, you should have an attorney on standby to review the key documents. If Morgan & Westfield drafts the offer and purchase agreement and the buyer makes minimal changes, your attorney may play a limited role.