Advising a Family Member (Key Employee in business) on a Small Transaction (<$100k earnings) - Structuring a deal with new SBA guidelines while focusing on limiting downside
I have a family member who wants to buy a small business in their small town, midwest farm community. It is a bowling alley/bar…I am still working through the revenue split but it is about 60% food and bowling sales and 40% bar/gambling sales. I have been penciling in $75k in earnings when sketching a deal out but still waiting on YE numbers.
The current owner approached my aunt about buying the business a couple of months ago, partially to keep my aunt’s son/my cousin involved. He acts as the general manager and lead bartender and is objectively a good employee. As you can probably imagine given the industry, they deal with a decent amount of turnover and he has been the steady hand the past few years.
It is essentially the key employee taking over the business via his mom. He wouldn’t have the capital to do it on their own but they live in the same city and are very close.
We may be too early in the new SBA rollout on partial buyouts/significant seller rollover for too many data points but I am trying to guide my aunt toward a partial buyout or something heavily seller financed. I don’t believe the buyer universe for this business is that big and I am trying to get in my aunt’s head that she has more leverage than she thinks since her son is a key employee and worst case, a different new owner will come in and will still want to retain him. My aunt is not really motivated by the money but wants the community to continue to have a fun place to go. With this in mind, I think there is a lot of room on structure so both parties can win, my aunt gets the keys, current owner maintains much of the upside for a few years. Another thing to note, my aunt is essentially acting like a lead syndicate and has a few people in the town that would provide equity in the deal.
So tl;dr I would love comments/feedback/help on -
- - Looking for guidance/examples on small deals with unique structure/seller financing, especially if the new buyer isn’t too focused on money / returns and there is a group of investors
- - Ways to structure a deal with a key employee but resources/equity might be strapped
- - Resources for select underrepresented groups (senior citizens, veterans, rural, etc.) in the small business/SBA acquisition world
- - Buyer psychology - I am worried my aunt is getting too attached to this deal. Passion is good but I am afraid she is going to give on every negotiating point and this is her first time doing anything of the nature (career nurse) so the current owner has a leg up here while I think my aunt has more leverage than she is acknowledging (key employee, limited buyer pool, community support, etc.)
So thank you for reading. I think there is potential here, some hair to work through, but like a puzzle I think there are enough pieces here where it could work for all pirates involved.
Thanks!
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