Mergers & Acquisitions Advisory

A Neumann & Associates, LLC

September 11, 2017

Poor Legal & Accounting Advice

By Jeremy Albelda

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A typical sale of a business is not simply facilitated by a business broker or M&A advisor. “As a matter of fact, a successful transfer is always a team approach” says Achim Neumann, President, A Neumann & Associates, LLC, a leading New Jersey-based mergers & acquisitions and business brokerage firm, “and a well-functioning interaction between the three professions will guarantee the best outcome for all parties involved.”

Unfortunately, realities are often different.

With the M&A advisor having facilitated the introduction between buyer and seller, this professional also has typically the best personal relationships to both parties – quite different than the attorneys or CPAs who only join the transfer process in a later stage and can only converse with their respective principal on the buy or sell side. Quite often this ends in ‘political jockeying’ by the principal advisors, often resulting in sub-par advice to execute a transaction – one of the worst examples being an attorney generating $100,000+ billing for a small transaction of $2m.

All too often, sellers will follow their comfort level and simply rely on a legal buddy when choosing legal support —for example, someone who has bailed them out of a divorce or a recent traffic ticket—to help them with the sale of their business. Unfortunately, such an attorney is often highly incompetent.  Within the seller’s preparatory context, it is very important that the owner selects a qualified transaction attorney well ahead of any contemplated transaction, preferably right after the valuation is received and the decision to move forward with a sale of the business is made. Certainly, such early consultation will result in some expenses, but this step will pay off handsomely in the end.

The focus here must be on the transaction, not on attorney. Like any other field, the legal profession is highly specialized, and for example, the seller will derive little benefit of hiring a former county prosecutor representing him or her in a $10 million business sale. Such an attorney will know very little about commercial business transactions and will therefore either slow down the process or completely kill the deal.

By far the most toxic combination for any deal is a seller who refers all questions to an attorney, especially, if that attorney perceives as being hired to focus solely on protecting the client and not to move towards a deal closing. In this type of situation, a deal will never be closed. The attorney will always find yet another aspect to be secured in a deal—all along generating more legal fees—in a never-ending negotiation attempt.

Similar challenges exist for recruiting tax advice. The business’ current CPA is well aware that after the closing of the transaction, her/his services are no further needed as in all likelihood the buyers will bring in their own accounting team. Thus, the implication is that – at times – a considerable revenue stream for the CPA firm will no further exist. No question, some CPAs will tend to ‘prolong’ the negotiations or in a few scenarios, even attempt to undermine the transfer.

In sum, within the context of selecting the right advisors, a seller (or buyer) must ensure to take an active role in all aspects of the transfer. The objectives of a legal or tax advisor are not always completely aligned with the objectives of the principals and ignoring these facts can have a devastating outcome – despite all intentions and motivations to close a deal.

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[The blog contains excerpts out of the recently published book “ The Road BeyondWhat Nobody Tells You About Selling a Midsized Business by Achim Neumann]

About A Neumann & Associates, LLC

A Neumann & Associates, LLC is a professional mergers & acquisitions and business brokerage firm having assisted business owners and buyers in the business valuation and business transfer process through its affiliations for the past 30 years. With an A+ Better Business Bureau rating, the company has senior trusted professionals with a deep knowledge based in multiple field offices along the East Coast and has performed hundreds of business valuations in its history. The firm’s competitive transaction fees are based on successfully completing transactions. For more information, please contact A Neumann & Associates at 732-872-6777 or info@neumannassociates.com

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Client Testimonials

“I recently contacted A. Neumann and Associates about getting a valuation of my business done. I spoke with Marc, who explained the process in detail. After meeting with Marc in order to get a clear understanding of my business, and what I was hoping to accomplish. His patience in answering all my questions and his knowledge of the proper way to market my business gave me great confidence that this is the firm I will be using to sell my business for max value. Working with Marc at A Neumann & Associates was very easy and professional. I did not know all that was going to be involved in selling my business but they helped me through the process. What I thought was going to be a just another one of those pushy sales companies was just the opposite. Polite, knowledgeable, and a pleasure to talk to and deal with. I highly recommend this firm to anybody who wants to sell now or down the road. Marc not only knows his stuff, but actually is a real nice guy.”

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Dennis Frazier

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Srini Mudambi

“Claus out of Florida helped us with the sale of our business. We had never done anything like this and him and his team walked us through the process from start to finish. We had some challenges through the process and Claus continued to show up even in the difficult conversations.”

Colby Harris, Co-Owner, Del Mar Designs

“Claus Madsen thoroughly helped us with selling our company. From the 1st introductory meeting explaining to us what was possible, to providing us with resources to assist with the sale. Claus was invaluable throughout the whole sales process. Claus was with us every step of the journey and always made himself available for any questions or issues that came up along the way. If you are interested in selling your business, I encourage you to reach out to Claus and the ANA team so that they can let you know what’s achievable. These guys will make it happen!”

Ron Harris, Co-Owner and Vice President, Del Mar Designs

“A Neumann & Associates is the only business broker I would use or consult with. They have assisted with 3 business sales over the past 15 years with me. They are honest and sincere and have always performed better than my expectations. They are the only one i would use for the sales of my businesses.”

James Belanger, Business Owner

“I wanted to take a second to commend the exemplary customer service from both you [Karin Neumann] and Mr. Valentino. It’s both a rarity in the industry, and very much appreciated.”

Andrew G., Investor

“We worked with Neumann & Associates to investigate the purchase of a research company in 2010 and found Achim to be capable, forthright and realistic. His depth of experience enabled us to fully understand our options, offering creative options that might enable the acquisition. While we didn’t acquire that particular company at that time, we know exactly who to call whenever we’re looking to buy or sell a business.”

Daniel Coates, Buyer

“Purchasing a business through this firm was a pleasure. Gary was very professional and transparent throughout the entire process. I look forward to working with A Neumann & Associates in the future.”

William Klemens, Buyer
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