Maximizing Profits: Key Insights on Preparing a Company for Sale from an Experienced M&A Attorney

About the Episode

This in-depth conversation about preparing a company for sale looks at the process from the view at the end of the transaction. Pat Linden, an M&A attorney who has closed well over 100 deals, offers insights into the importance of being prepared before even starting the sales process. He shares tips on maximizing the final price, negotiating from a strong position, maintaining a poker face, recognizing sunk costs, dealing with emotional stress, and getting it right to get the best price possible.

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“Preparation is essential. It is absolutely essential. And part of that preparation is taking a step back before taking a step forward. There’s always probably going to be an interested buyer if your numbers are reasonable, but being prepared, taking a step back, and even investing some money in front, even taking another year or two to get ready, will change your outcome by 20-50%. You have to steal yourself, almost like if you’re running a marathon and haven’t done it before, and you go, look, I know I better get some training for this.”

Pat Linden

In this Episode

2:21 How did Pat Linden get into M&A law?
4:18 What are the biggest surprises that come up in the M&A process?
6:02 Why do some entrepreneurs meltdown during the process of selling their business?
10:15 What are the similarities between poker and an M&A transaction?
14:05 How can preparation strengthen the seller’s negotiating position and help them get the best possible price?
20:07 What are “sunk costs,” and how can they impact a transaction?
29:35 Why is it critical that the seller not rush into signing a letter of intent (LOI)? Why is leverage so important?
35:28 Why do buyers push to get an LOI signed and make it seem as if things will go quickly and smoothly after that?
37:10 How can a buyer maximize their negotiating power and leverage to secure the best possible deal by reducing the purchase price to the greatest extent?
38:55 What are the elements involved in determining the final purchase price?
42:05 How much can the purchase price drop if the business has not been prepared for sale?
45:15 What is the best way to avoid having a reduction in the purchase price in the final stages of the transaction?
46:55 What are the ultimate costs of a business not being prepared before going into the sales process? How much money can be left on the table?
51:48 Why can’t a seller just put their company on the market, answer questions, and deal with issues as they come up during the transaction?
56:40 Is there an example of an impeccable transaction where the seller and business were well prepared and had an amazing outcome?

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Acronyms or Terms Used in This Episode

  • LOI – letter of intent

Meet Our Guest

Pat Linden

Pat Linden

Founder of Linden Law Partners

Pat Linden is a proven entrepreneur and transactional attorney with more than 20 years of experience leading M&A and venture capital transactions across a variety of industries for deals ranging from hundreds of thousands of dollars to $700 million. In 2015, Pat founded Linden Law Partners, LLC, a boutique M&A and venture capital-focused law firm. Before that, he worked for 15 years with large regional and international law firms.

In 2023, Pat co-founded Crew Business Advisors, a pre-M&A business consulting firm aimed at helping small and mid-size businesses. Crew Advisors offers critical support, guidance, and access to experienced top-end M&A and business advisors to help these businesses grow to their next level.

Location Location: Denver, Colorado

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