What Happens to PPP Loan When Selling a Business

What Happens to PPP Loan When Selling a Business

The Small Business Administration (SBA) issued a Procedural Notice on October 2, 2020 which offers business owners and lenders guidance on how Paycheck Protection Program (PPP) Loans are to be handled when a business has a change in ownership.

This post summarizes the notice and includes an Infographic to assist business owners.  It includes the following topic:

When does a Business Sale Require the SBA’s Approval
Does a Business Sale Require the PPP Lender’s Approval or Notification
Required Steps Pre and Post-Closing for PPP Borrowers 
SBA Timeframe to Approve a Sale or Merger when a PPP Loan Transfers
Does the EIDL Grant Impose Additional Steps When Selling a Business

Disadvantages of Using A PEO

Disadvantages of Using A PEO

In a previous post, we discussed how a Professional Employer Organization (PEO) company works, its many benefits, and the tax implications you may face if you hire one.

As a recap, a PEO is a service that small or medium-sized businesses may use to outsource some of their human resource, payroll, benefits, taxes, recruiting, and other management tasks. As you might imagine, there are both pros and cons in hiring a PEO.

Here, we’ll discuss the disadvantages of using a PEO, along with the associated costs of a PEO.

SBA Reopens Economic Injury Disaster Loan Applications

SBA Reopens Economic Injury Disaster Loan Applications

On June 15, 2020, the Small Business Administration reopened the Economic Injury Disaster Loan (EIDL) applications to businesses with no more than 500 employees and non-profit organizations operating and suffering substantial economic injury as a result of the pandemic in all of the U.S. states, Washington D.C., and territories.
Independent Contractors, sole-proprietors (with or without employees), gig workers and freelancers are also eligible to apply for the EIDL.

7 Changes PPP Loan Flexibility Act Offers Business Owners

7 Changes PPP Loan Flexibility Act Offers Business Owners

On June 5, 2020, President Trump signed into law the Paycheck Protection Program Flexibility Act (PPPFA), which is the latest attempt to save struggling businesses from permanent shutdown.
The Flexibility Act offers business owners seven significant changes to the original Paycheck Protection Program (PPP) Loan terms. The House and Senate were driven to make these changes due to the lengthy pandemic and the fact that many PPP Loan recipients have not been able to re-open their doors for business during the required eight-week ‘covered period’ set forth in the original PPP Loan Act.
The PPP Loan Flexibility Act will make it much easier for business owners to achieve full, or nearly full, loan forgiveness.
The new law provides business owners with seven significant changes to the original law and those include:

Covid-19 Shuttered Businesses May Recover Employee Payroll Costs

Covid-19 Shuttered Businesses May Recover Employee Payroll Costs

Due to the wide media coverage over the availability of PPP Loans, the subsequent funding drought, and the numerous complexities involved in obtaining these loans, many business owners overlooked a different way to recover employee payroll costs if their business had been mandated to shut down by a governing authority or if their revenue had plummeted due to the Covid-19 pandemic.
The Employee Retention Credit, under the CARES Act Section 2301, offers a viable and alternative way to recover payroll costs for any type of employer, except state and local government entities, regardless of their size.

What is a PEO Company?

What is a PEO Company?

If you are wondering what a PEO is and whether or not this type of outsourcing may be a good option for your small or medium-sized business, this first article in our series of four posts will help you decide if it’s the right move for you.

In this post, we cover everything you need to know about a PEO company including:

• What’s the meaning of PEO?
• PEO payroll
• PEO benefits
• PEO tax implications, and more.

PPP Loans Out of Money — What To Do Now?

PPP Loans Out of Money — What To Do Now?

The Small Business Administration announced on Thursday, April 16th all federal funds set aside for the Paycheck Protection Plan (PPP) Loans have been allocated to those business owners who were persistent (and fortunate) enough to get through the application process and receive an official registration number from the SBA via its bank.
In simple terms, the PPP Loans are out of money to assist business owners.

Letter of Intent to Purchase a Business Guide

Letter of Intent to Purchase a Business Guide

If you’re considering the sale of your business, or possibly the acquisition of another competing business, it’s important to understand the selling/buying process.
An often overlooked and important first step during the process of buying or selling a business involves the negotiation of certain terms the buyer and seller will ultimately agree to at the closing table once the due diligence phase of the process is completed.
If either party ignores the importance of the initial terms’ negotiations, they can often end up with a bad deal or no deal at all.

How to Overcome Customer Concentration Objection When Selling a Business

How to Overcome Customer Concentration Objection When Selling a Business

One of the greatest risks any buyer faces is what will happen to the business’ best customers post-sale. Will the top customers celebrate the founder’s great accomplishment or maybe decide it’s a good opportunity to negotiate better pricing or payment terms with the new owner? Or worse yet, will they be spooked by the new owners and find an alternative vendor?

Astute buyers measure this risk quickly. Typically, one of the first questions experienced buyers ask the business broker is about the presence or lack of a customer concentration.

For the business owner considering the sale of his business in the near future, having a clear understanding if a customer concentration exists is vitally important. In fact, the lack of a customer concentration is a great selling point.

What is the Value of My Business and How to Improve It?

What is the Value of My Business and How to Improve It?

Depending on the circumstances and objective of the owner, the value of a business can vary considerably. For instance, upon sale to unrelated party, an owner would expect to receive the maximum purchase price for their business the unrelated party is willing to pay. However, that same sale to a family member or employee may need to be structured so the cash flow of the business can support the purchase price.

For a closely held business, owners generally have little idea about the value of their business, or whether their business is generating an adequate return on investment, and what drives its value.

Can I Sell My Business For Less Than I Owe the Bank?

Can I Sell My Business For Less Than I Owe the Bank?

For many businesses, the ultimate goal is to sell the business. Can you picture it? Walk away from the daily stress and aggravation with a fat pile of cash. Hop a plane to your favorite tropical destination and spend the rest of your days lounging a white sandy beach, sipping pina coladas out of a coconut, without a care in the world.

Well, friends, the above scenario is the ideal scenario. I like sipping cold drinks on a beach as much as the next guy, and I hope that happens for you. But if you clicked on this article, you may be looking at a much different scenario.

And that’s what this article is going to cover: the less-than-ideal scenario.

DBAs, Trademarks & Other Tools To Help You Grow A Valuable Business

DBAs, Trademarks & Other Tools To Help You Grow A Valuable Business

In this post we will be addressing how to protect your business name and whether filing for a DBA, registering a trademark or copyright, creating a URL, filing a patent application, and registering your business in your state of operation is appropriate, and most importantly why.

Understanding the differences between the various methods used to protect your intellectual property allows you to be prepared to make the best decisions possible for your new business. By doing so, the fence around your valuable business will be strengthened!

Business Broker Fees and Other Selling a Business Expenses

Business Broker Fees and Other Selling a Business Expenses

When it comes to the sale of a business, there are a number of costs – both expected and unplanned – all business owners should understand before they agree to sell their business. A few of our Featured Advisors have weighed in, offering their expertise and perspective to explain the costs – from business broker fees and legal costs to hidden fees – as they relate to selling a business.

Important Agreements When You Sell Your Business

Important Agreements When You Sell Your Business

When working through a business sale, an inordinate number of resources on both sides of the table are dedicated to drafting and negotiating the Stock Purchase or Asset Purchase Agreement. This is true especially in the last one-to-two weeks before the closing. In fact, I’ve had clients remark that during their entire tenure as an entrepreneur, they never spent as much time speaking to their advisors as they did during the last week of their business ownership journey!

To Sell or Not to Sell Your Business

To Sell or Not to Sell Your Business

To sell or not to sell, that is the question many business owners ask themselves at least once during their tenure as business owners. Sometimes, the decision to sell is easy if the owner is ready to retire or has decided to pursue a new career or business opportunity. However, in many cases, business owners struggle with this critical decision. Fortunately there are several steps you can take to make an informed and stress-free decision on whether to sell your business now, later, or not at all. In all cases seek the advice of several third party professionals such as a Business Attorney, Certified Public Accountant (CPA), Business Appraiser and/or Broker, and a Financial Advisor as well as consultants in your industry.

How to Calculate Debt Service Coverage Ratio [Tool]

How to Calculate Debt Service Coverage Ratio [Tool]

Debt Service Coverage Ratio compliance often is required or necessitated by covenants in a bank loan agreement. A bank loan covenant regarding the debt service coverage ratio will specify the amount of income a business and/or its guarantor must generate relative to the debt principal and interest payments on an annual basis to remain in compliance with the covenant. The business owner, or his or her CFO or Controller, should monitor this ratio carefully on a monthly basis so the covenant is not unintentionally broken.

Employees Ownership Incentives — Implications When You Sell

Employees Ownership Incentives — Implications When You Sell

Many entrepreneurs faced with the demands on cash of a growing business are tempted to sell equity to outside investors, or perhaps give away stock to retain a valuable employee. Diluting your stake in this way may solve the immediate problem, but it can have unforeseen consequences when the business eventually is sold. Stockholders’ personal circumstances evolve in different ways over the lifetime of a company, and whatever the original intention everyone may not be on the same page when you are ready to sell.

Surviving Due Diligence & Contract Negotiation

Surviving Due Diligence & Contract Negotiation

You have endured multiple meetings with potential buyers. You’ve written dozens of emails and suffered through several rounds of negotiations to secure the best price and deal structure. At last you have decided on the offer to accept. That’s the worst of it over then? Think again – you have yet to experience the joys of due diligence and sale contract negotiation.

Employee vs. Independent Contractor: Which is Right For My Business?

Employee vs. Independent Contractor: Which is Right For My Business?

According to the Fair Labor Standards Act there is a distinct difference between an independent contractor and an employee. This difference lies mainly in the way they are paid and the way taxes are withheld. Understanding the difference between them and times when both are appropriate to use can help business owners determine which is best for their situation.

The Importance of an Employee Handbook: Small Business Edition

The Importance of an Employee Handbook: Small Business Edition

One of the most common questions I get from small business owners is, “when do I need an employee handbook?” In a perfect world, an employee handbook would be part of the startup protocol, but that usually isn’t the case. In the midst of building a website, working on business development and actually putting together a sellable product, writing policies and procedures is not top of mind.

Do You Need a Design Patent?

Do You Need a Design Patent?

In the recent Apple-Samsung case, the jury found that Samsung infringed six of Apple’s patents. While we think of Apple as having such technological superiority, three of the patents that Samsung were found to infringe were design patents. Unlike utility patents which cover any new and useful process, machine, manufacture, or composition of matter, or any new and useful improvement thereof; design patents cover any new, original, and ornamental design for an article of manufacture.

How to Protect a Seller in the Face of a Buyer’s Due Diligence Investigation

How to Protect a Seller in the Face of a Buyer’s Due Diligence Investigation

The many years of hard work and long days at the office may be about to pay off—you have just received an offer from a potential buyer to acquire your business. Just as you developed and followed a detailed business plan to build your business, now you need to develop a well-thought out plan covering the sale of your business, paying proper attention to the due diligence process.

Inherent Business Risk That Impacts the Value of Your Company

Inherent Business Risk That Impacts the Value of Your Company

One of the most crucial, yet subjective, aspects of any business valuation is determining the specific company risk premium of the business being appraised. The specific company risk premium varies with each company and is intended to be an adjustment to reflect a variety of circumstances inherent in the company and its industry.

Intellectual Property Definition & Why You Need to Protect It

Intellectual Property Definition & Why You Need to Protect It

Intellectual property is a concept that is not obvious to most people; you probably have heard of it, but what is it really? Intellectual property is the result of human ingenuity and creativity and the law provides mechanisms through which creativity can be protected. Intellectual property can be broken down into three parts.

Key Questions When Transferring Your Family’s Business

Key Questions When Transferring Your Family’s Business

Anyone who owns a family business is intimately familiar with the blood, sweat, and tears associated with building and then keeping the business viable. Nevertheless, it is not unusual for the business entrepreneur to postpone consideration of various issues involved in transferring the business to the next generation, including determining the value of the business.

Employee Documents Checklist You Need for Your Business

Employee Documents Checklist You Need for Your Business

When you started your small or family business you more than likely developed a business plan. In this plan you laid out your purpose, vision, and strategy in great detail. As your business grew you created contracts, invoices, marketing materials, and other documents, all on paper, so that you had written evidence to signal agreements, to showcase your work, and to provide the necessary leverage should you ever have needed it.

The Application of Valuation Discounts

The Application of Valuation Discounts

When considering your business valuation and business risks in the hopes of selling that business, there are many factors to consider. One important factor to understand is the application of valuation discounts. The valuation of a controlling interest versus a minority interest within a privately held business can have different values, depending on the circumstance.

What Is A Patent & What Are Patent Requirements?

What Is A Patent & What Are Patent Requirements?

A patent is a governmentally granted monopoly that gives an inventor the exclusive right to make, use, or sell their invention for a limited time, in exchange for disclosure of that invention. There are three types of patents: design patents, plant patents, and utility patents. Generally utility patents are being referenced when you hear the word ‘patent’ and these will be the focus of the rest of this article.

The Importance of a Buy-Sell Agreement

The Importance of a Buy-Sell Agreement

For every entrepreneur, a smooth transition of business ownership will be of importance at some future point. The Buy Sell Agreement deals with a specific exit strategy case. An agreement by and between business owners, it establishes a mechanism for the purchase of ownership interests following the departure of an owner due to a triggering event (i.e., death, divorce, disability, retirement, etc.).

SDCF – Seller’s Discretionary Cash Flow

Defining the Indemnification Basket: Deductible Baskets & Tipping Baskets

The “indemnification basket” is one of the most important deal terms found in the Letter of Intent and ultimately in the Purchase Agreement and is often misunderstood by both the buyer and seller of a business. Buyers want the basket to be as low as possible and Sellers want it to be as high as possible. Baskets may be one of two types: a deductible basket or a tipping basket.

The Significance of Due Diligence Process when Acquiring a Business

The Significance of Due Diligence Process when Acquiring a Business

Throughout the lifecycle of a business, it is important for a business owner to remain focused on increasing the profitability, competitive advantage and market reach of the business. An entrepreneur typically accomplishes these objectives by (i) reinvesting the profits of the business to increase its workforce, customer base and cash flow and (ii) using business profits (along with other financing) to acquire competing businesses. Such business acquisitions typically serve two purposes by eliminating competitors and increasing the growth rate, product and service offerings, and market share of a business.

The Importance of a Business Sale Non Disclosure Agreement (or NDA)

The Importance of a Business Sale Non Disclosure Agreement (or NDA)

A typical entrepreneur invests a tremendous amount of time, effort and money in building a business. That is why it is so important for entrepreneurs to make sure employees and third parties who work with the business are prohibited from improperly using or disclosing any confidential or proprietary information of the business(e.g. customer lists, trade secrets and financial statements). Similarly, and in connection with the opportunity to sell a business, it is critical for the owner of the business not to provide any confidential information to a prospective purchaser until that party has signed a well-written non disclosure agreement.

5 Common Mistakes When Starting a Business

5 Common Mistakes When Starting a Business

It never ceases to amaze entrepreneurs how certain seemingly simple decisions, made during the early years of their business startup, can become fatal errors down the road. After meeting with many business owners across a broad spectrum of industries it’s common to find them enduring the consequences of the same, or similar, errors over and over again.

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