Pro-Active Sales Strategy

Sell my business

What is a (PSS) Pro-Active Sales Strategy & How will it benefit my company?


(PSS) Pro-Active Sales Strategy This is the first step to selling your business. Ideally, a (PSS) will be implemented 3-5 years before the sale of your business. However it is absolutely vital if you want to sell in the immediate future. When you implement a Pro-Active Sales Strategy you will:
  • Drastically improve the likelihood of a fast and easy sale.
  • Save $1000’s on business broker fees


Call today for a free consultation (808)-371-7116

Get your business Ready to SELL


We help you compile, correct, and create documentation/media that potential buyer’s will require to complete the sale of your business. When you’re ready to sell your business, a buyer will have a microscope on your business looking for skeletons and everything else in the closet. This is known as the due diligence period and a (PSS) is designed to improve the buyer’s perception of your business and drastically reduce the time needed to complete due diligence process.


A full or complete (PSS) is implemented long before you find a buyer. A (PSS) optimizes your digital footprint which will improve the overall appeal of your business for your customers and potential buyers. By analyzing and understanding your company’s competitive advantage we can actively align your value proposition with your digital marketing efforts.

An example of a complete (PSS)


– Compile complete and accurate financials

– Business Valuation

– Due Diligence checklist


– Complete questionnaire for Offering Memoranda

– Competitive Advantage and Value Proposition Analysis – Digital Marketing strategy and implementation


– Approve Offering Memoranda and Marketing AD Copy

– Marketing Implementation – Screen Buyers using NDA and Financial Statement – Send (CBP) and Answer questions – Obtain Letter of Intent (LOI) – Satisfy pre-offer contingencies – Obtain a Term Sheet / Asset Purchase Agreement


– Hire transaction facilitator

Call today for a free consultation (808)-371-7116

 Advantages of a Proactive Sales Strategy

I. Pro-Active Sales Strategy

  1. Minimize the chance that the sale of your business will fall through

    1. SOP/SOPP are accurate, complete, and documented

    2. Financials are accurate, complete, and readily available

    3. Improves buyer perception of due diligence criticals’ massively reducing a potential buyers “cold feet” and/or fear of the unknown (complete list below)

    4. Readily available financials and documentation reduce the due diligence period which is the time the buyer can back out.

  2. Leverage your Competitive Advantage

    1. Align customer perception with your value proposition

    2. Align Digital Marketing strategy & procedures with your value proposition / companies goals

    3. Improve visibility in the market potentially increasing market penetration and sales revenues

    4. Improve potential buyers perception of your company in relation to your competition

  3. Maximize your bottom line after you close escrow

    1. Minimizing/Remove (knitpicking) inaccuracies and discrepancies (reasons a person will offer less money for your business)

    2. Minimize time required to satisfy buyer contingencies and complete the due diligence process. (Buyers back out and offer less during this period of time.

    3. Company is more appealing to potential buyers

    4. Pay a transaction facilitator, rather than a business broker and save up to 4% on commission fees

    5. Professionally designed (CBP) Confidential Business Profile or Offering Memoranda drives more interest a basic offering



  1. SAVE TIME – You likely don’t have time to properly prepare. (Due Diligence Checklist)

  2. EXPERTISE – Digital Marketing, Business Valuation, Confidential Business Profiles, Due Diligence Documentation

  3. SAVE MONEY – By preparing, creating, and marketing your own business for sale, you can attract your own potential buyers. This leverages you in negotiating a much lower broker fee (As much as 1/2. $1,000,000 sale would save you $50,000 on average).

  4. MAKE MONEY – Maintain Focus on activities that generate revenue. Aligning your companies value proposition with its digital marketing efforts will often generate better customer awareness, sales revenue, and improve potential buyer and customer perception of your business.

  5. CONFIDENTIALITY – Whether you are still growing and want to be prepared for the future or are ready to sell and want the most efficient and lucrative valuation, I will work within the guidelines agreed upon for absolute discretion.


Things to know and how we can help


  1. A desirable business that is properly priced will take between 6 and 18 months to sell to a new owner.  


  2. Business transactions fail more than 50% of the time during the due diligence process. 

  • Why do so many deals fall apart? This is most often due to the owners lack of preparation, inaccurate financials, discrepancies in owner statements, or the companies mission, vision, and value proposition are confusing or poorly developed. For this reason, and many others, a potential buyer will either lower his asking price, not make an offer, or will back out during the due diligence period.
  1. Less than 10% of business transactions are made with 100% cash. 3rd party financing is highly unlikely so you may be forced to provide seller financing. Average interest is paid between 7-8%. (If you’re forced to owner finance, you will pay the broker their commission before you take anything away from escrow) 


  2. A Business broker will charge you 10% commission on average with a 1% retainer upfront.  


  3. The Pro-Active Sales Strategy is designed to empower a business owner to reduce the commission rate to 3-7% (Terms and percentages are not guaranteed, but they are negotiable):


  • 3% – Often the terms of sale have been established between a buyer and seller and a binding (APA) Asset Purchase Agreement has been signed by both parties. Now it requires a professional to legally transfer ownership. The transaction broker does not have a fiduciary responsibility to either party. This is usually referred to as a Transaction Fee. This can be transacted by an experienced attorney or a business broker. Often these negotiations take place with attorneys present.
  • 5% – In this scenario there are usually non-binding terms of sale established between the buyer and seller. In addition to legally transferring ownership, the broker represents the seller and takes on the responsibility of managing the due diligence process with the potential buyer, which requires expertise. The broker has a fiduciary responsibility.
  • 7% – In the event that no buyer has been brought to the table, the broker will have to opportunity to locate a ready, willing, and capable buyer. This is negotiated in an open listing agreement (AKA Open Representation Agreement) establishing that the broker can seek to find a buyer that is ready, willing, and capable to satisfy the minimum terms of sale, warranting an additional 2% commission.
  1. A Pro-Active Sales Strategy will Save you Time and Money! 


Call today for a free consultation (808)-371-7116



  1. How do you do a Business Valuation?: Can be based on EBITDA, Cash Flow, or (SDE) Seller’s Discretionary Earnings.

  2. What is the Due diligence documentation checklist?: Complete review of documents on a typical buyers due diligence checklist (These are generally all of the contingencies a buyer will have in the purchase of your business and can be quite extensive).

    (At this point you will be ready to begin marketing the sale of your business. However, this will not give you leverage to negotiate a lower broker fee)

  3. What is a Confidential Business Profile or Marketing Memoranda? A 15-50+ page document with details about your business. This is what the potential buyer will review prior to filling out an (LOI) letter of intent, Term Sheet, (APA) Asset Purchase Agreement. (Here is a list of common questions that a CBP will answer)

  4. What is a Marketing Summary – This is the information that is put online which is purposely vague and used in marketing your business for sale (mainly online).

  5. How do you market my business? Marketing Implementation – Online marketing efforts include major portals, PR (when necessary), Video Highlights (When necessary), Trade Magazines (When necessary) and more.

  6. How do you screen (PBI) Potential Buyer inquiries? By sending a Non-Disclosure agreement (NDA) with a Personal Financial Statement form. This will screen those that are kicking tires and focus only on more serious buyers.

  7. What does a (NDA) Non-Disclosure agreement (Confidentiality protection) with (PFS) Personal Financial Statement include? (This ensures that the potential buyer is capable of purchasing your business and you are not wasting your time.) This legally binds a potential buyer to confidentiality. Additionally a PFS includes the following 3 questions:

(Especially important if you are offering Seller Financing options)

a.”How much liquid cash do you have to invest the business?”

b. “What is your approximate net worth?”

c. “What is your approximate credit score?”

  1. When do you send the CBP? Once PBI has signed NDA and PFS we will send the confidential business profile or marketing memoranda.

  2. What is the (LOI) Letter of Intent? The LOI is a non-binding instrument (sometimes called a Term Sheet) that goes over the Terms of Sale which includes price, earnest money, contingencies, terms of sale, etc… We keep this simple.

    However a Term Sheet is ideal when you’re ready to hire a transaction facilitator or transaction broker. It will contain most of the following:

Some key elements of a term sheet

  1. Binding. The term sheet will state whether the terms in the document are binding or not. Usually, they are not, and it will go on to state that the terms are subject to the eventual negotiation of an asset purchase agreement.

  2. Parties. This states the names of the acquirer and the target company.

  3. Price. This is the total amount of consideration to be paid to the seller. There should be a statement that the stated price will vary, depending upon information uncovered during the due diligence process.

  4. Form of payment. This states whether the price will be paid in cash, debt, stock, or some mix of these elements.

  5. Earnout. If there is to be an earnout, this clause states how the earnout is to be calculated.

  6. Working capital adjustment. This states any changes in the purchase price that will be triggered if the seller’s working capital varies from a certain predetermined amount as of the closing date (typical for stock purchase).

  7. Legal structure. This states the form of the legal structure to be used, such as a triangular merger or an asset purchase. The legal structure can have profound tax implications for the seller, so this item may require considerable negotiation.

  8. Escrow. This states the proportion of the price that will be held in escrow, and for how long.

  9. Due diligence. This states that the acquirer intends to conduct due diligence, and may state the approximate dates when this will occur.

  10. Responsibility for expenses. This states that each party is responsible for any legal, accounting, and other expenses related to the acquisition transaction.

  11. Closing. This states the approximate date when the acquirer expects that the purchase transaction will close.

  12. Acceptance period. This states the time period during which the terms stated in the term sheet are being offered. The recipient must sign the term sheet within the acceptance period to indicate approval of the terms. Limiting the term of the offer allows the acquirer to later offer a different (usually reduced) set of terms if the circumstances change.

Call today for a free consultation (808)-371-7116

“Don’twait until you hit the wall before you sell,” says Ronald Schmaedick, CRB, of Eugene, Ore. Schmaedick is a consultant on the purchase and sale of real estate companies. He’s also an associate broker with Realty Executives, which he sold to his daughter in 1996. Try these tips from Schmaedick before you sell.

  • Make it look like you’re at the top of your game. Spruce up your office, retail space, web-site, and marketing materials & portals.

  • Document your processes. Buyers will find your company more attractive if they can easily understand your business operations. Operations, Standards, Procedures, Protocols, etc… for Employees, Opening and Closing operation, All online activities etc…

  • Have an accountant review your books to be sure that they follow standard accounting practices and are error free. Even minor, unintentional errors could shake a buyer’s faith. 5 years tax returns, 3 years financial statements, etc…

  • Keep your salespeople focused and motivated. You don’t want sales to fall now.

    We feel that confidentiality is key to any successful sale. Keeping your employees happy and in the dark is vital. Additionally, if you can provide incentive to increase sales revenues (profitability) while you are offering your business for sale, than it will simply look more attractive to potential buyers.

  • Implement a new marketing program to raise your company’s profile. Visibility and name recognition are some of your business’s greatest assets. We align your companies business profile, value proposition, and digital marketing efforts so that you become more attractive to potential buyers and potential customers.

  • Guard against costly expansion strategies that reduce current earnings and will not yield profits until you’re out of the picture. These are strategies that need to be documented as ways to improve the business, increase revenues, etc… Potential Buyers always ask for this information.