Interesting thread and some good advice here. There may be a reasonable deal here but I would ignore what the owner is telling you and just focus on what is provable to formulate a purchase price. And, adjust for what you see in sales from customer counts, selling prices, neighborhood competitor observations and counts. Make your own projections as if this was a startup and compare your assumption to the cost of building out yourself with used equipment. I think you would be wise to say “I can only see evidence of $400k in annual sales, so assuming you make the average owner’s profit of 10% of gross sales, the most I am willing to offer you is $100k”. In this economy you should focus on getting a great deal.
Review the lease - how long is left in the current term, and what are the renewal rights and terms? How much is CAM and all the other occupancy costs in addition to monthly base rent? Are there transfer restrictions on the lease? Most least require landlord approval. Are personal guarantees required?
You said he had a few franchisees. I would want to look into that because they could have licenses and rights to the name, recipes, etc. If the franchisee’s quickly got a judgment against the franchisor/seller a judge could void your purchase as a fraudulent conveyance.
There are a lot of stupid owners out there selling. I tried buying one pizza operator that spent $400k on a build out a couple years ago, and he recently tried selling the business by asking $300k which was way overpriced, I offered $125k which he rejected. 6 months later and no buyers he lowered the asking price to $150k, I offered $75k because sales were trending down which he rejected. A few months later he closed and has the landlord and creditors suing him, and some other guy leased the space and got a free build out.
An option is to put sizable part of the asset purchase price in escrow for 1.5 years that can be used to deduct any legal claims against the business, and is only payable if sales hit a certain level.
Look at their operations too and see if it matches what you view as best practices? Do they make their own dough? What is their dough management system? Are you happy with their Point of Sale system? What type of ovens do they have, do you prefer conveyor over deck or rotoflex? If you prefer the simplicity and consistency of conveyor then that can be a big issue.
Good luck and let us know how things progress!
Review the lease - how long is left in the current term, and what are the renewal rights and terms? How much is CAM and all the other occupancy costs in addition to monthly base rent? Are there transfer restrictions on the lease? Most least require landlord approval. Are personal guarantees required?
You said he had a few franchisees. I would want to look into that because they could have licenses and rights to the name, recipes, etc. If the franchisee’s quickly got a judgment against the franchisor/seller a judge could void your purchase as a fraudulent conveyance.
There are a lot of stupid owners out there selling. I tried buying one pizza operator that spent $400k on a build out a couple years ago, and he recently tried selling the business by asking $300k which was way overpriced, I offered $125k which he rejected. 6 months later and no buyers he lowered the asking price to $150k, I offered $75k because sales were trending down which he rejected. A few months later he closed and has the landlord and creditors suing him, and some other guy leased the space and got a free build out.
An option is to put sizable part of the asset purchase price in escrow for 1.5 years that can be used to deduct any legal claims against the business, and is only payable if sales hit a certain level.
Look at their operations too and see if it matches what you view as best practices? Do they make their own dough? What is their dough management system? Are you happy with their Point of Sale system? What type of ovens do they have, do you prefer conveyor over deck or rotoflex? If you prefer the simplicity and consistency of conveyor then that can be a big issue.
Good luck and let us know how things progress!
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