Helpful Information

Buying and Selling a Business: The Process
Sam Goldenberg & Associates uses a unique process to insure that both buyers and sellers receive equal treatment when business ownership is transferred. The process also helps determine if the proper chemistry exists between buyer and seller.

Here's a step-by-step description of the process:

• Step 1: When a buyer contacts Sam Goldenberg & Associates an in depth interview is conducted to determine what type of business would best suit the talents and interests of the buyer.  
   
• Step 2: A number of possible businesses are selected. After the buyer signs a confidentiality and non-disclosure agreement, he or she is told about the available opportunities. The buyer is given fact sheets describing various aspects of the businesses. The buyer can then choose to visit the businesses anonymously, when feasible, and/or the first in a series of meetings can be set up between the buyer and seller. 
   
• Step 3: Once the buyer decides on a business, a letter of intent is presented to the seller, who then either accepts the offer or negotiates changes using Sam Goldenberg & Associates as an intermediary. 
   
• Step 4: Sam Goldenberg & Associates goes to a facilitating attorney who prepares the documents that are necessary to complete the transaction. These include, but are not limited to a:
  • Purchase asset agreement
  • Bill of sale
  • Promissory note
  • Financing statement
  • Security agreement
  • Trade name or trademark assignment
  • Personal guarantee
  • Exhibits to asset agreement and bill of sale 
     
  In most cases, a new lease is negotiated or the seller's lease is assigned to the buyer. 
   
• Step 5: The attorney sends the completed documents to the buyer, the seller and Sam Goldenberg & Associates.  The buyer and seller are then encouraged to have the documents reviewed by outside counsel to make sure that the legal interests of each party are protected.  
   
• Step 6: The buyer's and seller's attorneys inform Sam Goldenberg & Associates of changes in the documents that need to be made to satisfy their clients. If there are any points to be settled or agreed to, we negotiate with the buyer and seller, then work with the facilitating attorney to create final drafts of the documents. 
   
• Step 7: The deal closes!

This process works well at a cost far below what it would be using the traditional adversarial system. The average cost is less than $600 in attorney's fees which are split between buyer and seller.

The Advantage of Buying an Existing Business
Because the failure rate for start-up businesses is high, it is much safer to purchase an existing venture with a proven track record.

Most new businesses take 18 to 24 months to begin to show a profit. Entrepreneurs often can't afford to wait that long in order to realize an income. They also don't want to risk capital on an unproven business idea.

When purchasing an existing business which has demonstrated a positive cash flow, you miss many of the uncomfortable growing pains of building a new endeavor. You also significantly reduce your financial risk.