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Home Acquired Preface
Book cover from theAcquired

Acquired

The Art of Selling a Business With $10 Million to $100 Million in Annual Revenue

Jacob Orosz Portrait

by Jacob Orosz, President of Morgan & Westfield

Acquired

  • Preface
    • Foreword
    • Acknowledgments
    • A Few Important Notes
    • Acronyms
    • Additional Resources
  • Introduction
    • Deciding to Exit
    • The Importance of Preparation
    • Timing Expectations 
    • Why Deals Die
  • Chapter 1: Exploring Your Exit Options
    • Acq 1: Introduction
    • Options for Exiting Your Business
    • Management Buyouts
    • Selling a Part of Your Business
  • Chapter 2: Deciding to Double Down
    • Acq 2: Introduction
    • Selling vs. Doubling Down
    • Raising the Money to Double Down
  • Chapter 3: What Buyers Want
    • Acq 3: Introduction
    • Major Factors Buyers Consider
    • The 2 Types of Buyers
  • Chapter 4: EBITDA, EBITDA, EBITDA
    • Acq 4: Introduction
    • Calculating EBITDA
    • EBITDA: A Complete Guide
  • Chapter 5: Valuation Multiples
    • Acq 5: Introduction
    • Typical Returns
    • The Purpose of Multiples
    • Returns Across Investment Classes
    • Advantages and Disadvantages of Multiples
    • What Multiples Ignore
    • How To Use ROI for Valuing a Business
    • Tips for Using Multiples
  • Chapter 6: Valuation Theory
    • Acq 6: Introduction
    • Critical Valuation Concepts
  • Chapter 7: Valuation Practice
    • Acq 7: Introduction
    • The Basics of Valuation
    • Valuing Potential
    • Selecting the Right Appraiser
  • Chapter 8: Value Drivers
    • Acq 8: Introduction
    • Industry Structure
    • Level of Industry Competition
    • Product Mix
    • Clients
    • Operations
    • People
    • Financial Factors
    • Legal Factors
    • The State of the Economy
    • Negotiating Position
  • Chapter 9: Improving Value
    • Acq 9 Introduction
    • Business Strategy
    • Key Financial Metrics
    • Growth Opportunities
    • Business Operations
    • Customer Base
    • Legal Factors
    • People
    • Shareholders
  • Chapter 10: Prioritizing Your Value Drivers
    • Introduction
    • Completing the Model 
    • Example Return on Value Driver’s Model
    • Comments on the Model
    • Tips for Completing the Model 
  • Chapter 11: Your Deal Team
    • Introduction
    • M&A Advisors
    • The Role of Attorneys
    • The Role of Accountants 
    • Considerations for Assembling Your Deal Team
  • Chapter 12: Your People Strategy
    • Introduction
    • Informing Your People
    • Retaining Your People
    • Alternatives to Non-Compete Agreements
  • Chapter 13: Preparing the Information Memorandum
    • Introduction
    • Teaser Profile
    • Information Memorandum
    • Preparing Additional Documents
    • Releasing Information in Phases 
  • Chapter 14: Keeping the Sale a Secret
    • Introduction
    • How to Ensure Confidentiality
    • Who Else To Tell About the Sale
    • Confidentiality Agreements
    • Analysis of a Confidentiality Agreement
  • Chapter 15: Understanding and Finding Buyers
    • Introduction
    • Understanding the 3 Types of Buyers
    • Finding and Contacting Buyers
  • Chapter 16: Qualifying Buyers
    • Introduction
    • How Buyers Are Screened
    • Customizing Your NDA for Competitors
    • Avoiding Unqualified Buyers
  • Chapter 17: Management Meetings
    • Introduction
    • Setting the Meeting
    • The Agenda
    • After the Meeting 
    • Handling Additional Information Requests
    • Further Screening Buyers
  • Chapter 18: How to Negotiate with Buyers
    • Introduction
    • Tip 1: Conduct Pre-Sale Due Diligence
    • Tip 2: Avoid Sunk Costs
    • Tip 3: Create Alternatives
    • Tip 4: Stay Calm and Collected
    • Tip 5: Keep Your Foot on the Gas
    • Tip 6: Avoid Deal Fatigue
    • Tip 7: Listen, Listen, Listen
    • Tip 8: Be Honest and Humble
  • Chapter 19: The Letter of Intent
    • Introduction
    • Overview of the LOI
    • Major Clauses
    • The LOI Process
    • Negotiating a Favorable LOI
  • Chapter 20: Deal Structure
    • Introduction
    • Primary Components of Deal Structures
    • Typical Deal Structures
    • Maximizing Deal Structure
    • Financial Components
    • Legal Deal Structure
    • Legal Deal Structure and Entity Type
    • Deal Structure and Taxes
    • Minority Exits
  • Chapter 21: Due Diligence
    • Introduction
    • Preparing for Due Diligence
    • The Due Diligence Process
    • 4 Types of Due Diligence
    • Avoiding Problems in Due Diligence
    • Sample Due Diligence Checklist
  • Chapter 22: Purchase Agreement
    • Introduction
    • Non-Compete Agreements
    • Reps and Warranties 
    • Indemnification
  • Chapter 23: Closing
    • Introduction
    • Getting Ready for the Big Day
    • How the Closing Works
  • Conclusion
  • Additional Information
    • Resources
    • Appendix A: Glossary
    • Appendix B: Due Diligence Checklist
    • Appendix C: Purchase Agreement Clauses
    • Appendix D: List of Closing Documents
    • Appendix E: Escrow’s Duties
    • Appendix F: Recommended Reading
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Preface

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