Keith MacKenzie

@lawyer4SMBs Thanks for posting this @lawyer4SMBs. This jibes pretty well with what we've seen over the years as well. To any searchers reading this, I wouldn't get hung up on exclusivity. If the process is moving forward, almost everybody will be happy to extend a month to get a deal done.

Looking back on the 110+ deals I've closed, here are a few numbers that might help you in planning yours: • Avg closing time ~80 days (60 days exclusivity doesn't cut it) • Avg seller note = 10% (and yes, significant majority have it) • Avg note interest = 7-8% • Avg turns of definitive agreements = 3 • Avg transition "training" period = 90 days (often followed by 6-9 months of "as needed" consulting)

@lawyer4SMBs Great advice, this is literally the first thing I say to any potential seller.

The harsh reality when you're buying a business: Whatever you're paying for the business, the seller will almost always be financially better off if they keep running it instead of selling. Unless they HAVE to exit, if your deal introduces too much: • Stress • Anxiety • Complication • Uncertainty • Risk into their life, there's a good chance they will decide to walk away and keep running the business instead of closing. Remember, running their business is their reality. Selling, as lucrative as it may be, is a big deviation from reality.

@GrowinOmaha And so many ways for deals to die that are beyond our control.

So many moving parts in these SMB sales...so much potential drama. What is wrong with me to keep doing this stuff year after year!

@GrowinOmaha @ShowMeYourCIM Businessbrokerhq.com if you want to check it out.

@GrowinOmaha @ShowMeYourCIM Love to have both you guys at BBHQ. Around 1300 broker members in our community

I think to start a business brokerage from nothing you need 3 years of savings to be remotely comfortable I’m in year 3 I started with ~8 years of runway and it still feels tight. Many, many sleepless nights

@SMB_Attorney Our experience is 20 to 30 percent buyer equity, 60 percent bank, and the balance seller note. I can’t think of any deals with 60 percent seller note. 🤔

@girdley My daughter’s Chat feed is “my dad says x, is that true?” I’ve become the victim of micro-corrections. 🤔

If there’s one silver lining to disinformation social media culture, my kids don’t believe anything they read. Unfortunately, they also don’t believe anything dad says.

If you want to hear @SMB_Attorney do a deep dive into @smblawgroup's new LOI, please join our Business Broker HQ livestream tomorrow at noon Eastern (9:00 am Pacific) with @morgantate_ and Ron West and myself. us02web.zoom.us/webinar/regist…

🚨 Live Stream Alert! 🚨 Join us Tuesday at 9am PST/12pm EST as we break down Mastering the LOI: What Should and Shouldn’t Be Included with special guest @SMB_Attorney! Learn what to include, what to avoid, and review a real LOI live! 🔗 Register here: us02web.zoom.us/webinar/regist…

@Leo_Vault @Stef_McConnell @tryvault I would love to see a demo as well. Lots of postponed vendor notes in our practice.

@Stef_McConnell @tryvault I'd love to book a demo to walk you through it (will DM). In the meantime, here's a link to some of our case studies which may help with your review - tryvault.com/resources?30b5…!!

This is a new “business” banking platform for small & medium-size businesses in 🇨🇦👇@tryvault Any feedback? Small businesses in Canada definitely need more banking options

@TopherNOW done, thanks

@k_mac2022 Need a follow to dm

1 slam-dunk use of ChatGPT for CRE? Lease summarization. But many struggle getting it to work. I made a GPT that makes it easy.. Just upload the lease and it does the rest. You dont even need to type a prompt. Comment “LEASE GPT” below and I’ll DM it to you👇

@JaredHenriques We host a dealmakers gathering a couple of times per year. I think the next one is scheduled for early October. Let me know if you’d like an invite

Unrelated, but I’m moving to Victoria, BC next month. Where the builders at?

@ChandlerReedSMB Model

Stop spending time on bad SMB Deals Use this "Back of Napkin" Financial Model to quickly identify the good ones Previously reserved for SMBootcampers... Today you can get it for free Like + Comment "model" and I'll DM it to you

@lawyer4SMBs We had a surge of US based business buyers after Trump was elected in 2016.

@SMB_Attorney In a lot of cases, the attorneys aren't aligned on the primary goal - to get a deal done. In the name of "protecting their clients", they would rather see a deal fall apart rather than trying to find solutions.

This is a lot of lawyer, including in negotiations. A dash of diplomacy is more effective than a pound of force, particularly when objectives are aligned (e.g., closing a transaction).

@SMB_Attorney Music schools

What are the most fragmented industries ripe for a roll-up strategy? I'll start: The legal profession

@TaxStill @ShowMeYourCIM @EdMyso @ClintFiore Good morning, what are you trying to achieve through reviewing a bunch of CIMs?

As a broker, not a lawyer, I see this dynamic play out all too often. The easiest deals we do involve experienced M&A lawyers who work together often. There is a level of trust built into the equation. This trust leads to a much higher probability of closing and generally reduces costs for both side.

When I was in BigLaw M&A doing large PE deals, our opposing counsel was often one of 10 firms. We got to know most of them and even ran redlines against forms from their prior deals. Now, my opposing counsel could be a rural do-it-all lawyer who is also the mayor (I really had this). While, in law school, I never thought about developing a skill, being able to connect with non-M&A lawyer opposing counsel is a critical skill. Come off too "Wall Street Lawyer" and the seller will get spooked, come on too soft and that good ol' boy from Waco will demand absurd terms. I have found, that if approached the right way (reasonable in our positions, knowledgeable, nice to talk to, but ready to be firm) good results can be had. I have lots of little tricks, but one of my favorite is starting out a deal by showing a concession. It should be one they did not ask for, but does not matter too much. For example, on a prior deal we offered a slightly higher salary for a seller's daughter after closing. Seller saw that as good faith and the rest of the deal went smooth as butter. A good M&A lawyer doing deals buying from founder-owners has to know the intricacies of legal deal structuring, but must also invest in understanding the human dynamics.

@SMB_Attorney We always have a target close date in the LOI. We try and set it after speaking with counsel on both sides, lenders and accountants to ensure it’s reasonable and then hold to it as best we can. Doesn’t always work, but can’t imagine not trying to set a target.

In M&A, there's no fixed "closing date"—there's only the date you actually close. If you've done deals, you'll understand what I mean.