The VR Transaction Process: 20 Steps to the Successful Sale of Your Business

1. Initial Meeting: Introduction to VR and explanation of how VR can help maximize the value of your business, explain the process of how businesses are sold, and answer any questions. During this meeting your VR Intermediary may ask for a copy of your business tax returns, company financial statements, brochures and sales materials, and any other pertinent information to understand your enterprise. 
   
   
2. Recast Financial Statements & Market Value Analysis: Your VR Intermediary recasts your financial statements to reflect adjustments for nonrecurring expenses and nonoperational expenses, calculates the Discretionary Earnings, and prepares a market value analysis. If the decision has been made to obtain a third party business valuation, your VR Intermediary will prepare the business outline and coordinate with the Valuation Analyst. 
   
   
3. Commitment: VR will present and explain the recasting of your financial statements and the market value analysis. Your commitment to us is to sell your business at a price and with terms consistent with the marketplace. Your VR Intermediary will prepare the engagement agreement for your execution. 
   
   
4. Documentation: You provide your VR Intermediary with all the necessary documents and data required to support the sale of your business. Details are not released to prospective buyers without the execution of a Non-Disclosure Agreement (NDA) to protect the confidentiality of your business. VR will prepare a VR Business Profile based on the data and financial information you provide. 
   
   
5. Advertising & Marketing: We advertise and market your business to get the highest possible response and greatest number of prospects. In addition to the VR Corporate website, we advertise on numerous other “business for sale” sites, local, regional and national publications; and access the VR Buyer Database as well as link to Today’s Business Owner electronic magazine.  
   
   
6. Buyer Qualification: Valued Representation of your business means the qualification of potential buyers for your business, therefore eliminating those who are unable or not ready to acquire the company. All prospective buyers must sign a Non-Disclosure Agreement, complete the VR Buyer Profile and demonstrate financial capability prior to receiving detailed information on the company. 
   
   
7. Business Presentation: The VR Intermediary presents your business to qualified potential buyers and provides, at their discretion, a copy of the VR Business Profile. During the presentation and meeting, the various components and benefits of the business are discussed. 
   
   
8. Buyer & Seller Meeting: A meeting between yourself, the prospective buyer, and the VR Intermediary, is organized to enable the buyer to learn more about your business. This also provides an opportunity for you to learn more about the buyer. 
   
   
9. Offer to Purchase: Your VR Intermediary encourages the buyer to write a fair and equitable offer to purchase the business, accompanied with an earnest money deposit.
   
   
10. Present Offer: Presenting the Offer to Purchase includes an explanation of the terms and conditions, background information on the buyer, discussion of the contingencies and an understanding of the reasoning behind the offer.
    
    
11. Offer Acceptance or Counter Offer: You may accept the offer as it is written, or with the help and experience of your VR Intermediary, create a counter offer or reject the offer entirely. If necessary, we will facilitate the negotiations of counter proposals.
    
    
12. Mutual Acceptance: When all parties agree to the terms and conditions of the sale, sign all counter offers and amendments, the offer becomes a contingent Purchase Agreement.
    
    
13. Assist with Financing: VR has many financial resources including lenders who specialize in SBA loans or business loans. Your VR Intermediary will assist you and the buyer in determining which method of financing will work for all parties and lead to a successful closing.
    
    
14. Due Diligence: Nearly all offers are contingent upon the buyer’s inspections and approval of all aspects of the business operation including financial records. The handling of the due diligence process is a crucial step in a successful divestiture as it verifies to the buyer that they are indeed acquiring what they believe has been offered for sale.
    
    
15. Contingency Removal: The buyer removes the contingencies from the agreement for the agreement to become a binding offer for purchase and sale. At this time you are now ready to enter escrow (note that some states use closing attorneys). 
    
    
16. Escrow: Your VR Intermediary will send the Purchase Agreement and other documents to the escrow or closing attorney who then drafts the escrow documents. Escrow is “open” as soon as both buyer and seller have signed the escrow documents. Depending on the state in which you live, or are acquiring the business, this process may be handled by other parties. Your VR Intermediary can inform you in detail what to expect in your market. 
    
    
17. Lease Assignment: Your VR Intermediary presents the buyer’s experience and financial qualifications to the landlord in order to obtain a lease assignment or a new lease satisfactory to the buyer. Note that this is generally one of the buyer’s contingencies on the Purchase Offer.
    
    
18. Note and Lien, Search, Clearance, or Assumption: If there are existing loans, liens, or equipment leases that the buyer is to assume, we can work with the lender, leasing company, closing attorney or escrow company to transfer those obligations. All liens must either be cleared (closed) or transferred to the buyer, if part of the contract.
    
    
19. Inventory: Arrangements are made for you and the buyer to count and price the inventory if it applies to the business that is being sold. If it is a large or complex inventory, it may be necessary to outsource this function to an inventory service.
    
    
20. Closing: The signing of the final closing documents may be done at escrow, in person, or, in many cases done via courier, email or fax. The business is transferred, funds are distributed, and VR has facilitated another successful business transaction.