Feature image on the sale of a company in the SME sector

Selling a medium-sized compa­ny: success factors, common mista­kes and practi­cal tips

The path to successful M&A (short for mergers & acqui­si­ti­ons) in the SME sector requi­res strate­gic planning, smart execu­ti­on and the avoid­ance of costly mista­kes. In this artic­le, disco­ver the key to five steps to a smooth M&A process. M&A process. From prepa­ring the documents to selec­ting the right buyer. Tried and tested tips and proven strate­gies for the successful sale of your compa­ny as part of an M&A transaction.

Success factors for the sale of a compa­ny in the SME sector

  • Prepa­ra­ti­on of the documents: Clear insights into the finan­ces, histo­ry and strategy, inclu­ding the strengths and weakne­s­ses of a business model, create trust. This also includes the early prepa­ra­ti­on of all relevant documents for later inspec­tion in a buyer audit.
  • Buyer search: Targe­ted market research on poten­ti­al inves­tors and network utili­sa­ti­on for the identi­fi­ca­ti­on of suita­ble buyers. 
  • Compa­ny succes­si­on: Selec­tion of the right and suita­ble succes­sor for a smooth hando­ver and further develo­p­ment of a company.
  • Negotia­ti­on of the purcha­se price: Reali­stic valua­ti­on, negotia­ting skills and a focus on long-term value creati­on in an attrac­ti­ve finan­cing mix.

Compa­ny purcha­se agree­ment: Precise and compre­hen­si­ve formu­la­ti­on of all eventua­li­ties, invol­vement of experts for legal protec­tion and expertise.

5 steps for a successful compa­ny sale in the SME sector

A successful compa­ny sale in the SME sector requi­res a well thought-out and struc­tu­red approach. In this artic­le, we will show you the path to a successful compa­ny sale in five clear steps. Let’s start with the first and decisi­ve phase:

5 steps for a successful company sale in the SME sector

1 Prepa­ra­ti­on of the documents

Compre­hen­si­ve prepa­ra­ti­on of the sales documents for a compa­ny forms the founda­ti­on for a successful M&A process and a successful compa­ny sale. Poten­ti­al buyers need clear insights into the finan­cial perfor­mance, compa­ny histo­ry and strate­gic orien­ta­ti­on. The same appli­es to the strengths and weakne­s­ses of a business model. Only trans­pa­rent and comple­te documen­ta­ti­on can build trust and set the course for promi­sing negotia­ti­ons. The inter­nal prepa­ra­ti­on for a well thought-out DD (due diligence = inspec­tion phase by the buyer) should also start early and syste­ma­ti­cal­ly record all documents at an early stage. 

2 Find a buyer

Identi­fy­ing poten­ti­al buyers is crucial for the success of a sale and a successful M&A process. Targe­ted market research into the poten­ti­al inves­tor target groups and the use of networks can help to address the right target group. Whether strate­gic inves­tor, finan­cial inves­tor (and there are many diffe­rent types) or manage­ment buy-in or buy-out ? the choice of the right buyer not only influen­ces the sale price, but also the long-term future of the company.

3 Selec­ting a compa­ny successor

Choosing the right compa­ny succes­sor is of great importance, especi­al­ly in the context of Compa­ny succes­si­on and mergers & acqui­si­ti­ons. In additi­on to profes­sio­nal quali­fi­ca­ti­ons, perso­nal compa­ti­bi­li­ty and identi­fi­ca­ti­on with the corpo­ra­te cultu­re also play a role. Ensuring a smooth hando­ver and the conti­nuous develo­p­ment of the compa­ny are key aspects in this phase. Who posses­ses or promi­ses the quali­ty of leader­ship for the compa­ny that is needed for the future?

4 Negotia­ti­on of purcha­se price

Negotia­ting the purcha­se price is often the most exciting part of selling a compa­ny in the entire M&A process. A reali­stic valua­ti­on of the compa­ny, negotia­ting skills and a focus on long-term value creati­on are crucial here. Fairness on both sides creates a solid founda­ti­on for successful coope­ra­ti­on in the future. Anyone who feels they have been ripped off will only coope­ra­te with limit­ed commit­ment afterwards.

5 Compa­ny purcha­se agreement

The compa­ny purcha­se agree­ment is the legal frame­work for the sale. A precise formu­la­ti­on of all relevant options that takes into account the interests of both parties is essen­ti­al. The invol­vement of experts, such as lawyers and tax advisors, ensures legal protec­tion and minimi­ses the risk of conflicts after the sale.

A well thought-out and struc­tu­red process, start­ing with the prepa­ra­ti­on of the sales documents through to the final compa­ny purcha­se agree­ment, paves the way for a successful compa­ny sale in the SME sector. In the follo­wing sections, we will look at each of these steps in more detail and offer you valuable insights for a smooth process.

The 5 most common mista­kes when selling a compa­ny in the SME sector

A successful compa­ny sale in the SME sector requi­res not only smart decis­i­ons, but also skilful avoid­ance of common pitfalls. In this artic­le, we highlight the five most common mista­kes that compa­nies in the SME sector make during the sales process and show how they can be avoided

The 5 most common mistakes when selling a company in the SME sector

Mista­ke 1: No timely planning

Planning the sale of a compa­ny in good time is crucial to its success. A common mista­ke is to undere­sti­ma­te this process and only start collec­ting data for the buyer review, for examp­le, when the sale is alrea­dy imminent. Early strate­gic conside­ra­ti­ons and struc­tu­red prepa­ra­ti­on are essen­ti­al in order to create the optimum condi­ti­ons for a successful sale. Tax and legal aspects in parti­cu­lar requi­re time and cannot simply be reali­sed in a matter of days or weeks.

Error 2: Inade­qua­te documentation

Incom­ple­te or inade­qua­te documen­ta­ti­on can signi­fi­cant­ly affect the confi­dence of poten­ti­al buyers. Another common mista­ke is negle­c­ting to prepa­re the documen­ta­ti­on or start­ing too late. Clear, trans­pa­rent and comple­te infor­ma­ti­on is the key to arousing the interest of buyers and ensuring a smooth sales process.

Mista­ke 3: Searching on unsui­ta­ble platforms

Choosing the right platforms for finding poten­ti­al buyers is crucial. A common mista­ke is to use unsui­ta­ble or overly broad platforms and ways of approa­ching buyers, which can lead to misun­derstan­dings among buyers. In the worst case, an ill-conside­red disper­si­on of the sales offer can even lead to a cancel­la­ti­on of the desired anony­mi­ty. Precise market research and a targe­ted presence on relevant platforms or covert contact channels are crucial for discreet­ly and anony­mously addres­sing the right buyers. A platform such as the KERN exchan­ge can serve as an examp­le here, offering trans­fer­ors and trans­fe­rees profes­sio­nal support for compa­ny place­ment and advice. And this is always in the sense of process support and not as a sober brokera­ge service.

Mista­ke 4: Inappro­pria­te price expectations

Unrea­li­stic or unreasonable asking prices are a common stumb­ling block in the sales process. It is important to reali­sti­cal­ly assess the value of the business, taking into account the market, indus­try and other relevant factors. A balan­ced pricing strategy is crucial to avoid scaring off poten­ti­al buyers and still get the best deal possible.

Excur­sus: Calcu­la­ting compa­ny value

For a more compre­hen­si­ve view and detail­ed insights into the world of business valua­ti­on, we refer you to our further artic­le on the topic “Calcu­la­te enter­pri­se value”.

Use our compa­ny value assess­ment from more than 2,000 compa­ny valuations.

Mista­ke 5: Defects in the purcha­se contract

A careful­ly drafted purcha­se agree­ment is essen­ti­al to avoid legal uncer­tain­ties. A common mista­ke is to overlook or negle­ct defects in the purcha­se agree­ment. The invol­vement of experi­en­ced legal advisors (and by that we mean legal experts who have worked on a wide range of transac­tions over the years) and a thorough review of the contract are essen­ti­al to prevent poten­ti­al conflicts after the sale and to protect the interests of both parties.

By avoiding these common mista­kes and focusing on a thoughtful and struc­tu­red approach, you can signi­fi­cant­ly impro­ve the chances of a successful SME business sale. In the follo­wing, we will take a closer look at each of these mista­kes and offer you practi­cal tips for a smooth sales process.

From the field: 3 tips for your sale

The successful sale of a compa­ny requi­res not only strate­gic conside­ra­ti­ons, but also tried-and-tested approa­ches. Here we share three key tips from the field to optimi­se your sales process.

3 tips for selling a company from the SME sector

A long breath

A successful compa­ny sale is not a sprint, but rather a marathon. Patience is not just a virtue, but the key to success. The search for the right buyer, negotia­ti­ons and contract drafting can take time. Patience enables you to go through the process careful­ly and achie­ve the best possi­ble deal. And someti­mes it is inevi­ta­ble to start all over again.

Purcha­se contract from the seller

Focus on trans­pa­ren­cy and set clear rules from the outset. A common practi­cal tip is to initia­te the purcha­se agree­ment as the seller. This gives you the oppor­tu­ni­ty to shape the frame­work from the outset and better protect your interests. A contract initia­ted by you often provi­des a solid basis for negotia­ti­ons and minimi­ses the risk of misunderstandings.

Profes­sio­nal advice

Selling a compa­ny is a complex matter that often requi­res exper­ti­se. A tried and tested tip is there­fo­re to seek profes­sio­nal advice. Experi­en­ced M&A consul­tants and lawyers can not only support you with the valua­ti­on, but also ensure that legal aspects and contrac­tu­al details are optimi­sed. Inves­t­ing in profes­sio­nal advice often pays off in the form of a smooth sales process and optimi­sed condi­ti­ons. As a rule, the higher sales proceeds then easily cover the invest­ment for the sophisti­ca­ted advice.

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Conclu­si­on

A successful compa­ny sale in the SME sector requi­res not only a clever strategy, but also careful and well thought-out imple­men­ta­ti­on. The five steps, from prepa­ring the documents to the compa­ny purcha­se agree­ment, form a struc­tu­red guide to successful­ly organi­s­ing the sales process.

Avoiding the most common mista­kes, such as inade­qua­te planning or unrea­li­stic price expec­ta­ti­ons, is crucial. The path to a successful sale requi­res patience, as the search for the right buyer, negotia­ti­ons and contract drafting can take time.

The clever initia­ti­on of the purcha­se agree­ment by the seller provi­des a solid basis for negotia­ti­ons and minimi­ses the risk of misun­derstan­dings. Profes­sio­nal advice also plays a key role. Experi­en­ced manage­ment consul­tants (M&A experts) and lawyers can not only assist with the valua­ti­on, but also ensure that legal aspects and contrac­tu­al details are optimised.

A well thought-out process, combi­ned with tried-and-tested advice, paves the way for a smooth and successful compa­ny sale in the SME sector.