IBBA Insights Winter 2024

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A Q u a r t e r l y D i g i t a l P u b l i c a t i o n o f t h e I n t e r n a t i o n a l B u s i n e s s B r o k e r s A s s o c i a t i o n

T H E B E S T I N S I G H T S O N B U Y I N G A N D S E L L I N G S M A L L B U S I N E S S E S

The insights and opinions expressed herein are those of the authors and do not represent professional counsel nor an endorsement by the IBBA.

Plus Insights on:

+ Can You Sell a Business if the Owner has Died?

+ How to Use the Market Pulse Report to Get More Clients

+ The Potential Impact of Mass Deportation

on Small Businesses with Undocumented Workers

+ Legislative Updates and More!

By Pino Bacinello,

2024 IBBA Chair

Looking Back, Moving Forward:

A Journey of Growth and Togetherness

Winter 2024

WINTER 2024

The best insights

on buying and selling

small businesses

8

14

18

24

LETTER FROM THE CHAIR

CAN YOU SELL A BUSINESS IF THE OWNER HAS DIED?

HOW TO USE THE MARKET PULSE REPORT TO GET MORE CLIENTS

THE POTENTIAL IMPACT OF MASS DEPORTATION

ON SMALL BUSINESSES WITH UNDOCUMENTED WORKERS

LEGISLATIVE UPDATES

In this Issue

WINTER 2024

Dear IBBA Members, Friends and Colleagues:

I recall twenty-plus years ago, fellow members asking

the questions: “How can we create a greater awareness

that we exist?” and “How do we make more sellers

aware of us and how important our role is?” These

questions have continued over the years and we still

hear them today. But the IBBA has been listening, and

has begun to answer.

Following groundbreaking research into the

perceptions of small business owners, IBBA embarked

on the most significant investment in its history to

begin closing this knowledge and awareness gap

that exists. Clearly, many small business owners

underestimate the complexities involved with selling

a business (o�en to the detriment of themselves,

their employees, and their communities), and/or they

don’t know that a Business Broker is the professional

advisor they need.

To overcome this, IBBA partnered with a professional

digital marketing firm to create and launch

SellYourWay.org, a not for profit, educational website

for business owners that seeks to empower them

with accurate and valuable information on how to

successfully transfer business ownership ( and why

a Business Broker is an essential piece of the puzzle).

So far in 2024, IBBA has invested $235,687.56 in the

campaign and is prepared to invest another $250,000

in 2025.

A MULTIFACETED APPROACH TO EDUCATION.

This initiative is comprehensive, incorporating a

wide array of resources designed to reach business

owners where they are. Experienced members have

developed (and hoping that many more of you will

continue to develop) a series of white papers that

delve into critical topics such as business valuation,

ownership transition, retirement planning and

more. These documents are not only informative

and educational but also practical, offering actionable

advice that business owners can apply to their own

situations. Through quality education they then

begin to understand that Business Brokers are the

credible and trusted advisor they need.

In addition to white papers there have been

newsle�ers, social media posts and press releases

to promote the education and drive visitors to the

website. Once there, they can dive into additional

content, navigate thru the interactive Business Sales

PINO BACINELLO

CBI, MCBI, M&AMI | 2024 IBBA Chair

Looking Back, Moving Forward:

A Journey of Growth and Togetherness

Process timeline or engage in a newly released forum

for questions and answers. Combined, this program

deploys the latest best practices and advancements

in content, SEO and paid digital strategies to get our

message in front of small business owners.

ARE WE MOVING THE NEEDLE?

At this stage, the IBBA has had three full months of

media buy investment to proliferate our message.

This is what we know so far:

• Collectively, our paid placements have had

41,596,472 impressions.

• 15,857 people have visited the SellYourWay.org

website, with an average engagement of 5:19

minutes.

• 1,703 people have visited the Find A Business

Broker page on IBBA.org from SellYourWay.org.

• Find A Business Broker searches are 58%

higher than last year for the same three-month

period.

• Broker Contact form completions from

members’ profile pages are up for the same

period by 33.5%.

Given these early-stage metrics, we believe the needle

is moving but know that a continued, significant

financial commitment will be required to achieve our

Vision.

We are excited to share that, even with limited

time on the market, the quality of the website is

gaining recognition and has already earned awards

of excellence from the Horizon Interactive Awards

Program, 2024 Silver Award Winner - Websites, 2024

Bronze Award Winner - Web Video Short, and the 2024

Silver Award Winner-Website Advertising,

LETTER FROM THE CHAIR

23RD ANNUAL

AN INTERNATIONAL, INTERACTIVE MEDIA COMPETITION

Design a New Website

for IBBA

WEBSITES - PROFESSIONAL SERVICES

Google Display Ads

with Placement on

“Online Publication for

Business Owners”

WEBSITES ADVERSITING - ONLINE ADS

YouTube video for IBBA

website launch to educate

Small Business Owners

VIDEO - WEB VIDEO SHORT

2024

WINTER 2024

MOVING FORWARD:

THE IBBA NEEDS YOUR INVOLVEMENT.

As we move forward with this initiative, I want to

emphasize that this is a collective effort. We are

thankful for the valuable content contributions

many of you have already made. In order to keep the

platform dynamic and relevant we need a continuous

flow of new material – and we know our IBBA

members are the best source. If you are interested

in contributing your insights, please let us know at

admin@ibba.org and if your submission is published

you’ll be featured as an Expert Contributor.

We also encourage everyone to use and share

SellYourWay.org with sellers, prospects and colleagues.

We need to leverage our 3,000 membership to our

advantage. If all of us simply propagated the website

and our MarketPulse research data, our impact would

be widespread. The world would surely know who

Business Brokers are!

And let us never forget what’s at stake here. When

a business owner fails to sell his/her business

successfully the negative impact is widespread,

representing a loss of income and aspirations for

individuals, families and neighborhoods. So we MUST

succeed in spreading our message. IBBA has stepped

up in a big way to lead the way, but it will take all of us

working together.

REFLECTING ON THE PAST

WHILE EMBRACING THE FUTURE.

We have come a long way since the founding

visionaries of the IBBA established this incredible

organization to enhance the collective knowledge

of the business brokerage community. Today, our

membership has grown significantly compared to the

early days of the IBBA over 40 years ago.

As I near the end of another term as Chair of this

remarkable association, I reflect back at my own 20

years in business brokerage and can only be ever so

grateful to the IBBA and the many mentors, teachers,

friends and colleagues who have all contributed to

some degree or other to who, and where, I am today.

And let us never forget what’s at stake here. When a business

owner fails to sell his/her business successfully the negative impact

is widespread, representing a loss of income and aspirations for

individuals, families and neighborhoods. So we MUST succeed in

spreading our message. IBBA has stepped up in a big way to lead the

way, but it will take all of us working together.

Together, we engaged in a rich tapestry of experiences

that have profoundly shaped our collective journey. We

learned from one another, exchanged valuable ideas,

and contributed our unique perspectives. Along the

way, we faced challenges that tested our resolve but

brought us closer together. We supported each other

through tough moments, celebrated our victories with

laughter, and even Prosecco, and shared tears in times

of adversity or the loss of colleagues. This collaborative

spirit not only strengthened our bonds but also drove

us toward the be�erment of our profession and

organization.

In ending this article and my term as Chair, I want to

express my deepest gratitude to each and every one of

you for enabling me to serve, and for your continued

dedication to the IBBA and our profession. Thank

you also to the remarkable team at AllyAMC (Our

Executive Directors and Staff). We could not have had

the resounding success we have enjoyed without them

and their continuous care and dedication to the IBBA,

and us all as a community.

The IBBA: Over 3,000+

Members Strong, and Climbing!

Last, but certainly not least, I extend my heartfelt

gratitude to my fellow board members—current, past,

and future. Your leadership is invaluable and serves

as a profound source of inspiration, motivating us

all to pursue excellence in our business brokerage

profession. Together, we are empowered to elevate

our standards, refine our practices, and advance our

mission to become exemplary professionals, dedicated

to serving our clients and the industry with integrity

and passion.

With Erin Crawford stepping in as our incoming Chair

for 2025 and James Parker set to assume the role of

Chair in 2026, we are fortunate to be guided by such

adept leadership. I am excited to witness continued

IBBA success under their headship as I transition into

the role of Past Chair.

Tank you! for being a part of this journey.

Warmest regards,

PINO BACINELLO | CBI, MCBI, M&AMI

2024 IBBA Chair

WINTER 2024

PATRICK (PAT) MCADAMS

Can You Sell a Business

if the Owner has Died?

I received a phone call from an attorney whom I have

routinely worked with. She asked if I would talk to

one of her clients about selling a business. There was a

catch, the owner had died earlier in the year, so I would

be dealing with a Trustee. The company had a key

employee (plant manager) who was helping the Trustee

and CPA run it. The company had about $225,000 in

EBITDA and was going strong.

Before saying yes, I told the a�orney I needed to do

some research and get back to her. I reached out to

brokers at Murphy Business Sales and posed the

question, “Can you sell a business if the owner has

died?” I laid out the few details I had from the a�orney

and waited.

I initially thought my chances of finding another

broker who had experience selling a business with

a deceased owner were slim, akin to finding a buyer

for a niche flower shop. However, several brokers

surprised me by sharing their experiences with similar

situations. They had successfully closed deals where

the owner had passed away and a trustee or family

member was involved.

Key factors they highlighted included maintaining

clean financial records, securing access to key

employees and CPAs, and demonstrating the business’s

strong performance. They also cautioned that

certain challenges might arise, such as the inability

to provide representations and warranties or offer

seller financing. Additionally, the involvement of a key

employee could potentially complicate the deal.

Armed with information, I agreed to speak to the

Trustee about the business. It was a contract screen

printing and embroidery business and had been in

business for 38 years (it was founded by the deceased

owner’s father). The owner’s family was not involved

in the business. The Trustee had spoken to and been in

negotiations with a few buyers who approached him

once the owner passed away. The plant manager also

submi�ed an offer. All the offers received had been

lowball offers hoping to capitalize on the death of the

owner. The company continued to operate at a profit,

and the plant manager wanted to stay on (even though

her offer to buy the company was turned down).

I outlined my approach to the Trustee, emphasizing

the importance of beginning with a business valuation.

He requested I contact the CPA to gather financial

details. A�er presenting the valuation, the Trustee

and CPA were pleasantly surprised. My estimation

exceeded their previous offers. Despite this, the Trustee

was still hesitant to list the business with me.

A month later, the Trustee contacted me again,

expressing interest in listing the business. However,

he presented a lengthy list of terms and conditions

that would restrict my ability to effectively market

the business. I explained that I could only assist him

if I were granted the freedom to work through the

selling process. One of my essential conditions was

unrestricted access to the CPA. She, in collaboration

with the Plant Manager and Bookkeeper/HR

Manager, would be crucial to providing the necessary

information for a successful sale, as they possess

in-depth knowledge of the business. Unfortunately,

the Trustee insisted on controlling all aspects of the

process, and I was compelled to decline the listing.

WINTER 2024

Fast forward six weeks and the Trustee finally agreed

to list the business. We were off and running…..

except we weren’t. As I collaborated with the CPA

and Plant Manager to create a Confidential Offering

Memorandum, the Trustee kept denying my

information requests that I felt were important to

sell the business. A�er a few phone calls with him,

the Trustee finally had a change of heart. As soon as

the business hit the market in early 2024, something

happened that I didn’t expect, I had 25-30 plus hits

on the business in just over two weeks (I had over 87

interested parties in total). We fielded seven offers at

this point.

We had to negotiate a few things to finally get an

accepted offer. The Trustee accepted an offer from

an out-of-state buyer who owned a similar company.

Unfortunately, towards the end of their due diligence,

YTD financials came in and both revenue and net

profit were down considerably from the previous year.

That put a scare into the buyers and SBA. Soon a�er

the financials came in, the SBA said they couldn’t

finance the deal, and the buyers terminated their offer.

By now we were in July.

I was fortunate to have 2 other buyers in my back pocket

that were still interested. Fast forward to the middle of

August, one buyer submitted a full-price cash offer with a

closing date set for early October 2024.

We had a few challenges along the road to closing.

A $20,000 air compressor died (which was vital to

production), a few issues popped up with the Landlord,

and the buyer’s a�orney was insistent on the Trustee

providing reps and warranties (which by law they are

not required to). Luckily, we were able to ride out the

storm and close. Everyone was happy!

A FEW OTHER NOTES :

1. Set expectations with whomever you work with

to sell it. Make sure they understand that time is

of the essence. The Trustee owned his own law

practice and was very slow to respond to any of

my calls and emails and to make decisions.

2. Know who the decision maker will be to accept

offers. The Trustee told me he would be making

the decision, but once we had offers on the table,

the Trustee decided to review each of them

with the family. This caused a 2-week delay and

caused some angst with the buyers.

3. If the business is leasing the real estate, try and

get the landlord involved right away. When we

walked through the building about 2 weeks prior

to closing with the buyer and landlord, about

$10k-15k in deferred repairs were discovered (the

previous owner was responsible for the repairs).

This had to be dealt with quickly and resolved

prior to closing.

4. The plant manager proved vital to ge�ing the

deal done. She helped me coordinate building

tours and even met me with a few of the buyers

to give plant tours. She provided insights that the

Trustee did not. She also did some interviews

with the buyers once under contract.

5. The a�orney, whom the Trustee hired to

represent him during the process was invaluable

in the transaction, she acted as a buffer and voice

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