I'm selling a rather valuable local lead generation website to my client (the local service business that buys the leads) and we've begun the diligence process of the sale. They are asking for my financials (tax returns/income statements/balance sheets) but I find 'my' financials irrelevant as my role of the lead broker is the not the role they will function in. Meaning, the value my asset provides is worth more to my client than to another broker like myself. (apples to oranges) Instead, I've put together the financials based on monthly lead volume and the value of each lead (as determined by industry averages) as this would be much more relevant in terms of what it's worth to them, the client, who is currently buying those leads. (apples to apples) I know this is a unique situation, but I feel I would be severely underpricing this sale if I were to show its value based on what another broker would pay. By putting it together as what it's worth to 'them' not 'me', I feel would be more accurate. So essentially this is how I'm viewing it: Pro-forma Income Statement - Based on historical lead volume/lead value. Tax Returns & Balance Sheets - Irrelevant (as for reasons noted above - apples/oranges) TLDR; I'm basing the valuation of this website sale by the value of the leads it produces for my client, not how much I make as a middle man selling those leads. Is this reasonable to do in this situation? **For the record, this website was run as sole proprietor so tax returns would not be possible anyway. Thank you very much in advance! Mike
Hi, what a great question. I can see that you're trying to figure out how to maximize the value of the business by putting yourself in the buyer's shoes.
I've been evaluating small and medium sized business since 2009 and I've helped to sell hundreds of them. Check out www.HowToSellMyOwnBusiness.com to see how I help.
What you're trying to do is price your business for what is called a 'synergistic' buyer. Meaning that the business will be worth more to them than another buyer (another broker as you mention,)
You're looking in the wrong direction. The synergies or added benefits are not found in the sale price of the leads. This is your business' income and the value of the leads in excess of their purchase price is already accounted for... on the books of your customer. It's their profit.
Asking them to pay for the full economic benefit of leads they're already buying would be like selling them their own profit that they're already earning for themselves. It won't compute.
In buying your business, they're going to 'save' the amount that they're paying to you. In essence, the 'income' of this new venture they're buying doesn't change. What is likely to change, however, are the expenses.
For example, can they run it more cheaply than you? Can they add this responsibility to an employee already on their payroll?
What you need to do is a normalization of your income statement showing the actual expenses you believe they will incur when operating this business. The net-income will increase and the business will be worth more.
Here's the problem... In many cases of synergistic buyers, they won't agree to pay for the extra value. They'll take the position that they are the ones who have to implement the synergies and that there is risk they won't be realized. They'll want this gravy for themselves. It is probably why they're talking to you.
In order to realize synergistic value for an acquisition target, it is almost always necessary to try to create a competition among several buyers who could all create the same synergies. Not an easy task.
Arrange a call if you'd like to discuss any particulars of your situation. I work with people buying or selling businesses all around the world.