Deck 5: Buying an Existing Business

Question 1

When buying an existing business,the potential buyer should remember that:

A)it is a long process and the buyer should be patient.
B)existing businesses often do not continue to be successful after a change in ownership.
C)it is often more difficult to find capital for an existing business than it is for a start-up.
D)he/she will likely have to make significant changes in the work force.

Answer 1

A

Question 2

When conducting a self-evaluation,it is important to consider:

A)what kind of business you want to have and want to avoid.
B)how much money you have to invest.
C)what kind of people you like to work with.
D)how good are your sales and negotiating skills.

Answer 2

A

Question 3

When negotiating the deal,the most important thing to remember is:

A)terms are more important than the price paid.
B)to negotiate the lowest possible price.
C)often the difference in available funds can be made up by collecting accounts payable.
D)the owner of the business always asks 14-22% more than he/she is willing to take.

Answer 3

A

Question 4

When a buyer is reviewing a candidate company's lease arrangements,location and appearance,intangible assets,etc. ,he is answering what basic acquisition question?

A)Is the business financially sound?
B)Why does the owner want to sell?
C)What is the physical condition of the business?
D)What legal aspects should be considered?

Question 5

Once an entrepreneur has evaluated him/herself,the next step in the acquisition process would be to:

A)explore financing options.
B)prepare a list of potential candidates and investigate them.
C)work on a smooth transition.
D)evaluate the physical condition of the business.

Question 6

The inventory in an existing business:

A)is always current and salable.
B)usually appreciate over time,making the business a bargain.
C)needs to be checked for age and salability.
D)is usually stated honestly and does not need independent auditing.

Question 7

Which of the following is a way to smooth the transition of leadership/management from the seller of a business to the buyer?

A)Focus on the customer,offer new incentives,improve customer service.
B)Focus on the employees,listen to them,keep them informed.
C)Concentrate on operations,updating equipment and changing processes.
D)Visit your competitors and introduce yourself and get to know them.

Question 8

In evaluating an existing business,entrepreneurs should seek to answer several questions,including:

A)can financing be arranged?
B)what business broker should I use?
C)what industries will be "hot" in the future and is this business in one of them?
D)what legal aspects should be considered?

Question 9

The most common reasons owners of small- and medium-sized businesses give for selling their businesses are:

A)need for money and low return on investment.
B)boredom and burnout.
C)low return on investment and burnout.
D)poor location and low return on investment.

Question 10

When it comes to buying an existing business,it is not uncommon to find it:

A)overpriced.
B)difficult to finance.
C)with accounts receivable worth more than face value.
D)bargain priced.

Question 11

If the firm owns any trademarks,patents,or copyrights,or has built up a positive reputation with customers and suppliers,the business has what is/are called:

A)capital.
B)goodwill.
C)intangible assets.
D)market potential.

Question 12

Accounts receivable in an existing business:

A)are rarely worth their face value.
B)unlike inventory,are often worth their face value.
C)appreciate over time due to interest and penalties.
D)are not a significant consideration when buying an existing business.

Question 13

Which of the following is not a critical area of business that is investigated during due diligence?.

A)Motivation
B)Employee issues
C)Asset valuation
D)Legal issues

Question 14

The first step an entrepreneur should take when acquiring an existing business is to:

A)explore financing options.
B)prepare a list of potential candidates.
C)analyze his/her skills,abilities,and interests in an honest self-audit.
D)contact existing business owners in the area and ask if their companies are for sale.

Question 15

The process of gathering information about the company,valuing the company,and performing a detailed review of all records,agreements,and compliance is called:

A)a letter of intent.
B)nondisclosure.
C)valuation.
D)due diligence.

Question 16

The biggest source for the best companies to buy is:

A)business brokers.
B)commercial bankers.
C)trade associations.
D)the hidden market.

Question 17

Which of the following statements concerning the financing of a business purchase is true?

A)Often,the business seller is a poor source of financing.
B)The buyer should be able to make the payments on the loans out of the company's cash flow.
C)The buyer should begin arranging financing late in the purchasing process,to avoid the processing expenses if the deal falls through.
D)Traditional lenders tend to be more eager to lend on an existing business than they are with a start-up.

Question 18

When buying an existing business,one should remember that:

A)it is generally not important to independently evaluate the inventory.
B)you are always buying goodwill with the tangible assets of the business.
C)it is as easy to make change in an existing business as it is in a start-up.
D)the real reason for selling is seldom stated honestly.

Question 19

One advantage of buying an existing business is:

A)you always get the best location.
B)the opportunity to participate in a national advertising campaign.
C)equipment is installed and production capacity is known.
D)easy implementation of innovations and changes from past policies.

Question 20

Perhaps the ideal source of financing the purchase of an existing business is:

A)the seller.
B)the Small Business Administration.
C)a venture banker.
D)your local bank.

Question 21

To be enforceable,a covenant not to compete must be:

A)for the life of the business.
B)approved by a court of law.
C)for both direct and indirect competitive businesses.
D)reasonable in scope.

Question 22

When it comes to transferring goodwill in a business valuation,goodwill:

A)is considered an intangible asset and therefore not taxed.
B)can be used as a deduction by the seller.
C)is taxed for the seller as capital gains.
D)cannot be used as a deduction by the buyer because it is a capital asset.

Question 23

Before buying an existing business,the buyer should analyze two external elements of the business:

A)its capital and market potential.
B)its customer characteristics and direct competitors.
C)its intangible assets and financial status.
D)the market potential of the products and the existing inventory.

Question 24

When the buyer is examining the income statements,tax returns,and balance sheets of the business,he/she is seeking an answer to the basic question:

A)Is the business financially sound?
B)Why does the owner want to sell?
C)What is the physical condition of the business?
D)What legal aspects should be considered?

Question 25

Which method of business valuation relies on three forecasts of future earnings-optimistic,pessimistic,and most likely?

A)Balance sheet technique
B)Excess-earnings method
C)Discounted future earnings
D)Market approach

Question 26

Which of the following is a drawback of the market approach of valuation?

A)It does not consider current earnings.
B)It may under represent earnings.
C)Its reliability depends on the forecasts of future earnings.
D)It over emphasizes the value of goodwill.

Question 27

An agreement between a business seller and the buyer,in which the seller agrees not to open a competing business within a specific time period and geographic area,is called a:

A)nondisclosure statement.
B)restrictive covenant.
C)bulk transfer.
D)letter of intent.

Question 28

Which of the following statements about valuing a business is true?

A)The balance sheet technique is the best way to value a business.
B)Business valuation is partly art and partly science.
C)Buyers should rely on established "rules of thumb" to decide what a company is worth.
D)The primary reason buyers purchase existing businesses is to get their current earning potential.

Question 29

When seeking to evaluate the financial soundness of the company prior to purchase,the buyer needs to examine several specific financial elements including:

A)the company's lease agreement for its facilities.
B)any current product liability suits.
C)the current owner's (and relatives')compensation.
D)the physical plant and existing inventory.

Question 30

The valuation approach that considers the value of goodwill is the:

A)balance sheet technique.
B)excess-earnings method.
C)discounted future earnings approach.
D)market approach.

Question 31

It is important to remember when assessing the financial soundness of a company that:

A)if profits are adequate,there will be sufficient funds to pay salaries and fund cash flow.
B)cash flow is the key financial element in determining financial soundness.
C)revenues need to equal twice the debt load in order for the company to be viable.
D)the buyer is buying the past revenues and profits of the company.

Question 32

The valuation method that is commonly used,but tends to oversimplify the valuation process,is called:

A)the excess-earnings method.
B)the balance sheet method.
C)the capitalization method.
D)the market approach.

Question 33

The ________ approach to valuing a business uses the price-earnings ratios of similar businesses to establish the value of a company.

A)balance sheet
B)capitalized earnings
C)discounted future earnings
D)market

Question 34

The ________ approach to valuing a business assumes that a dollar earned in the future is worth less than that same dollar is today.

A)balance sheet
B)capitalized earnings
C)excess earnings
D)discounted future earnings

Question 35

Normally,when buying a business,the seller:

A)does not sign a restrictive covenant.
B)notifies creditors 10 days prior to the sale of the business.
C)cannot assign his credit arrangements with suppliers to the buyer.
D)has little formal role or obligation in preparing documents and information necessary to the sale.

Question 36

Which of the following is a criterion for a bulk transfer?

A)The buyer must take physical possession of all assets within 10 days of sale.
B)The buyer must have rights to all intangible assets.
C)Letters from the seller's attorney must attest to the fact that there are no liens or suits against the company.
D)The buyer must give notice of the sale to each creditor at least 10 days before he takes possession of the goods or pays them for the goods.

Question 37

A company's P/E ratio is:

A)the price of one share of its common stock divided by its earnings per share.
B)its profits per share divided by its equity per share.
C)its profits per share divided by its excess cash flow per share.
D)the price of one share of its common stock divided by external capitalization.

Question 38

The capitalized earnings approach determines the value of a business by capitalizing its expected profits using:

A)the rate of return reflecting the risk level.
B)the prime interest rate.
C)the normal rate of return.
D)the prevailing rate of inflation.

Question 39

Which of the following valuation methods does not consider the future income-earning potential of a business?

A)Balance sheet technique
B)Excess-earnings method
C)Discounted future earnings approach
D)Market approach

Question 40

A valuation method that is more realistic than the balance sheet because it adjusts book value to reflect actual market value is the:

A)excess-earnings method.
B)market approach.
C)capitalization method.
D)adjusted balance sheet method.

Question 41

Using the discounted future earnings approach,the buyer estimates:

A)the company's net income for the next six months.
B)the company's net income for the several years.
C)the company's net income for several years and then discounted back to the present value.
D)the company's net asset for several years and then discounted back to the present value.

Question 42

Which one of the following is not a goal of a buyer?

A)Buying the business at the lowest price possible
B)Outsmarting the seller
C)Negotiating favorable payment terms
D)Minimizing the amount of cash paid out front

Question 43

In a business sale,the seller is looking to:

A)negotiate favorable payment terms,preferably over time.
B)minimize the amount of cash paid up front.
C)maximize the cash he/she gets from the sale.
D)get the business at the lowest price possible.

Question 44

To be effective,a bulk transfer must meet which of the following criteria?

A)The buyer must give the seller a sworn list of existing creditors.
B)The buyer and seller must prepare a list of the property included in the sale.
C)The seller must give notice of the sale.
D)The seller must keep the list of creditors for six months.

Question 45

In the market approach,the technique to calculate the value of a company is:

A)ROI.
B)P/E.
C)ROA.
D)P/A.

Question 46

One advantage of the excess earnings method is that it offers:

A)estimate of goodwill.
B)increases the profit.
C)increases the cash.
D)All of the above

Question 47

In general,in negotiations and acquisitions of a business,the buyer seeks to:

A)get the business at the lowest price possible.
B)negotiate favorable payment terms,preferably over time.
C)Both A and B
D)None of the above

Question 48

There are three components in the rate of return used to value a business.The component(s)are:

A)risk-free return.
B)an inflation premium.
C)the risk allowance for investing in the particular business.
D)All of the above

Question 49

ESOP is the acronym for:

A)Employees' Share of Profits.
B)Equal Share of Profits.
C)Employee Stock Ownership Plan.
D)Equitable Share of Profits.

Question 50

ESOPs:

A)allow owners to transfer all or part of their companies to their employees as gradually or as quickly as they choose.
B)work best in companies where pre-tax profits exceed $50,000.
C)are beneficial for companies with fewer than 15 to 20 employees.
D)are one way to sell to an international buyer.

Question 51

In general,the seller of the business is looking to:

A)get the highest price possible for the company.
B)sever all responsibility for the company's liabilities.
C)minimize the cash she gets from the deal.
D)Both A and B

Question 52

To avoid a bumpy transition,a business buyer should do the following:

A)concentrate on communicating with employees.
B)be honest with employees.
C)listen to employees restructure the company & devote time to selling your vision for the company to its key stakeholders.
D)All of the above

Question 53

The mechanics of most small business sales involve:

A)a cash buyout with no financing.
B)a down payment with a note carried by the seller.
C)no down payment with a note carried by the seller.
D)an exchange of one company's stock for another,and stock options for senior managers.

Question 54

The bargaining zone is:

A)the area within bargaining process which an agreement can be reached.
B)where the buyer gets the best deal.
C)where the seller gets the best deal.
D)None of the above

Question 55

Sometimes,business owners sell the majority interest in their companies to investors,competitors,suppliers,or large companies with an agreement that they will stay on after the sale.This is called:

A)sale of controlling interest.
B)restructuring the company.
C)using a two-step sale.
D)None of the above

Question 56

To avoid a bumpy transition,a business buyer should do the following:

A)concentrate on communicating with employees.
B)be honest with employees.
C)listen to employees restructure the company & devote time to selling your vision for the company to its key stakeholders.
D)All of the above

Question 57

Which of the following is an intangible asset?

A)Building
B)Machinery
C)Vehicles
D)Trademark

Question 58

To avoid a stalled deal,both seller and buyer should go into the negotiation process with:

A)income tax returns of past three to five years.
B)records of accounts payable.
C)list of objectives ranked in order of priority.
D)an optimistic attitude.

Question 59

In a business sale,the buyer seeks to:

A)get the business at the lowest price possible.
B)negotiate favorable payment terms,preferably over time.
C)minimize the amount of cash paid up front.
D)All of the above

Question 60

The recommended step(s)when buying a business is(are):

A)investigate the potential acquisitions.
B)explore a variety of financing options.
C)analyze your skills and abilities.
D)All of the above

Question 61

When the location of the business is critical to its success,it may be wise to purchase a business in another location.

Question 62

The business acquisition process should begin with creating a list of criteria for selecting the business to buy.

Question 63

Entrepreneurs who want to pass their businesses on to their children should consider forming a:

A)Sale of Controlling Interest.
B)Family Limited Partnership.
C)Family Limited Liability Corporation.
D)None of the above

Question 64

Failing to age accounts receivable could lead a buyer into paying more for a business than it is worth.

Question 65

While there are numerous advantages to buying an existing business,there are also some disadvantages,like the previous owner having created ill will rather than goodwill with customers and suppliers.

Question 66

One of the biggest mistakes business buyers can make is entering negotiations with only a vague notion of the strategies they will employ.

Question 67

A(n)________ is a form of employee benefit plan in which a trust created for employees purchases their employers' stock.

A)Sale of controlling interest
B)Family Limited Partnership
C)Family Limited Liability Corporation
D)ESOP

Question 68

It is important to develop a list of criteria that a potential business acquisition must meet.

Question 69

Which of the following is an exception among important factors that a potential buyer should investigate?

A)Lease agreements
B)HR policy
C)Accounts receivable
D)Business records

Question 70

For a new owner of an existing business,physical facilities and equipment costs are very similar to what would have been spent on a start-up with all new facilities and equipment.

Question 71

Hiring the previous owner as a consultant for the first few months can be a valuable investment.

Question 72

An important advantage of buying an existing business is the greater likelihood that it will continue to survive and thrive in the marketplace.

Question 73

Generally speaking,current employees will prove flexible and able to meet whatever changes the new owner desires to make once the business is acquired.

Question 74

A straight business sale may be worst for a seller who wants to step down and turn over the reins of the company to someone else.

Question 75

One of the "rules" of successful negotiations is "not everything is negotiable.".

Question 76

With an existing business,the new owner can depend on employees to help him/her make money while he/she is learning the business.

Question 77

A buyer should never trust the firm's balance sheet evaluation of inventory but should conduct an independent assessment of inventory age and salability.

Question 78

A new owner of an existing business can generally introduce change and innovation almost as easily as if the company was a new business start-up.

Question 79

Accounts receivable are rarely worth face value,and should be "aged" when evaluating a company's assets.

Question 80

One reason why an owner is selling the business is because the business location may have become unsatisfactory.