Q: What is an Exclusivity (no-shop) LOI

An exclusivity (no-shop) requirement is a provision in a contract or agreement that prohibits one party from engaging in discussions, negotiations, or transactions with other parties for a specified period of time. It ensures that the party benefiting from exclusivity has the exclusive right or opportunity to pursue a particular business transaction without competition or interference. In the context of a business acquisition or merger, an exclusivity requirement may be included in a letter of intent (LOI) or a term sheet to provide the prospective buyer with a designated period to conduct due diligence, negotiate the terms of the transaction, [...]

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Q: What is EBITDA

EBITDA stands for "Earnings Before Interest, Taxes, Depreciation, and Amortization." It is a financial metric used to assess a company's operating performance and profitability. EBITDA represents the company's earnings or profits before deducting interest expenses, income taxes, depreciation, and amortization expenses. EBITDA provides a clearer picture of a company's operational profitability by excluding non-operating factors such as interest and tax expenses, as well as accounting practices like depreciation and amortization, which can vary between companies based on their capital structure and accounting methods. EBITDA is often used as a measure of a company's cash generation potential and its ability to [...]

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Q: What is TTM

TTM stands for "Trailing Twelve Months." It is a financial metric used to measure a company's performance over the past twelve consecutive months. TTM data includes the most recent four quarters of financial results, providing a snapshot of the company's performance during that period. It allows for a more up-to-date and comprehensive analysis of a company's financial health and trends compared to annual or quarterly reports alone. TTM figures are commonly used in financial analysis, valuation, and comparisons between companies.

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Q: Why doesn’t Acquisitions Direct accept low priced listings?

We pride ourselves on providing our clients with a high-quality, custom sales process.  A substantial amount of work goes into the sales presentation and marketing plan to sell a business.  This type of service is typically not cost effective for businesses priced under $250,000, and our buyers are generally looking for businesses that will have annual profits higher than those that would fall under that threshold.

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Q: Do you recommend using an escrow company?

An escrow company should be used for all transactions with the exception of those closings handled by the buyer’s lender. Using a third party to handle escrowing buyer funds and conducting the close protects both buyer and seller. When using an escrow company the seller knows they will receive funds upon transferring the business over to the buyer and the buyer knows upon the transfer of funds they will receive ownership to the business they are purchasing.

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Q: How long is due diligence?

The due diligence process usually takes from 3 to 4 weeks. The amount of effort and detail involved in the buyer’s review is driven by the complexity of the business and the dollar amount of the transaction.

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Q: Can you notify me when new listings become available?

Yes, please fill out the contact us form here and and give us the parameters of businesses you may have interest in. Parameters include industry, approximate range of listing price, SBA financeable, etc. When listings that meet your criteria become available you will be contacted.

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Q: As a buyer, how will I know the seller’s financials are accurate?

Every buyer should perform a complete due diligence on any business they will potentially purchase. The due diligence process should include a review of merchant account statements, bank statements, supplier costs as well as tax returns. The key is to trace the cash from the merchant account to the P&L. Your CPA will help you develop an effective review process.

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Q: Can I get a small business (SBA) loan?

It depends on the financial history of the business as well as the financial strength of the buyer. Generally if the business has consistent, ideally growing sales and profitability for the last three years and the buyer has a decent FICO score then there is a strong likelihood SBA financing can be obtained. It does however depend on the specific SBA Preferred Lender used by the buyer.

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