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Michelle Seiler Tucker, the Founder and CEO of Seiler Tucker, joins us on this episode of the Making Bank Podcast. Today, Michelle discusses her 6P system that builds companies for selling, as well as other advice for business owners.
With a passion for entrepreneurship, Michelle began in franchising and has now become the world expert on merger and acquisitions. She has helped over 500 businesses grow, and then sell for high prices over the years. With closing 99% of all the deals she works on, Michelle obtains 20-40% higher selling prices for her clients. Her best-selling book “Exit Rich” has been endorsed by Steve Forbes and has helped countless of business owners.
In this episode, Michelle shares her system of the 6Ps in building businesses that can sell. She covers the biggest mistakes she has seen in her years of expert, and how to avoid them. She gives examples of her clients’ successes and failures and what we can take away from them. She also runs through her GPS exit strategy and how founders can create success in their companies from day one. Listen to the episode to hear Michelle’s priceless advice on how get the best price for your business.
Highlights from the episode include: 🚀🚀🚀
✔The six Ps for building a business that will sell
✔The most common mistakes business owners make
✔How new founders can create success in their company
✔Michelle’s GPS exit system and how to implement it
✔Priceless advice to any entrepreneur at any stage
And much more! — 👉 Full Episode Details – http://pix.joshfelber.com/MichelleSei…
To contact Michelle Seiler Tucker:
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Plan Your Exit And Exit Rich With Guest Michelle Seiler Tucker #MakingBank
Michelle Seiler Tucker is the Founder and CEO of Seiler Tucker Incorporated. She is a veteran of mergers and acquisitions. Michelle and her firm have sold over a thousand companies in almost every vertical. She owns and operates several successful companies, and holds the following professional designations and certifications: Mergers & Acquisition Mastery, Certified Business Analyst, Certified Mergers & Acquisitions Professional, Certified Business Broker, Panelist for M&A Source. Also, she is a keynote speaker.
Michelle is also the bestselling author of the book, Sell Your Business for More Than It’s Worth and her latest book, Exit Rich. In addition, she’s been featured in Inc., Forbes, and USA Magazine. Michelle makes regular radio and TV appearances on Fox Business News and CNBC. She has spoken alongside many prominent speakers like Eric Trump, Kathy Ireland, Mayor Rudy Giuliani, Donna Karan, Stedman Graham, Randi Zuckerberg, Steve Wozniak, and many more.
Michelle also shares her wealth of experience with prospective M&A advisors by conducting multiple training, mentoring, and partnering programs. Over the years, these programs have helped many individuals become successful M&A advisors and business brokers. Recognized as the leading authority on buying and selling, fixing and growing businesses, Michelle sees an opportunity where many are discouraged or have given up.
Her passion is to save businesses that might otherwise close. By identifying and correcting top mistakes business owners make, Michelle will fine-tune a business into a well-oiled machine. Sometimes, she’s investing her own money to help business owners build their businesses. Michelle’s primary objective is to sell for huge profits. Michelle’s remarkable track record proves her dedication to her clients and has solidified her as a formidable force in her industry.
She closes nearly 98% of all written offers, and on average obtains 20% to 40% above the asking price for her clients. Though this is a process, she empowers our clients to afford the lifestyle they’ve always dreamed of and most importantly deserve. I am super honored to welcome Michelle Seiler Tucker to the show.
Thank you, Josh. That’s a mouthful. That’s a long resume.
That’s all good. It’s a lot of great and awesome stuff. It’s super cool to have you. What’s interesting is my wife and I own a personal care business called Primal Life Organics, and we’re in the middle of doing a Reg CF raise right now. We’ve built together a pretty good board of advisors over the last year with Daymond John, Dave Asprey, and things like that on our team and stuff. We’re positioning it.
Did you go on Shark Tank?
No, just contacts. I’ve known them all for a while.
How did you get Daymond John?
We’ve known each other off and on over the years. He’s been on my show three times. I finally reached out. I have a good relationship too with the president of the Shark Group. They like what we’re doing, where we’re headed, and everything. Down the road, we’ll be ready for you at some point.
I can help get you there.
You’ve got a lot of different skills from mergers & acquisitions to selling businesses and everything. What got you all involved in this?
I’ve always been interested in entrepreneurship. I’ve always owned different types of businesses at any given time. I own 5 to 10 different businesses that I’m building to sell. I’ve always been like a kid in a candy store. I’ve always been super excited and interested to find out how somebody grew a multimillion-dollar or billion-dollar company from their kitchen table or their garage. We’re selling a company right now for $70 million, and the owner has an eighth-grade education. He started the business in his pickup truck. That kind of stuff excites me.
I’ve always owned different businesses. I did go into franchise sales, franchise consulting, and franchise development and then transitioned into selling companies. I very quickly learned that 80% of businesses won’t sell according to Steve Forbes, and Steve Forbes actually endorsed my book, Exit Rich. That’s a big problem. Eighty percent is a huge number of businesses that won’t sell.
I started learning how to fix these businesses because I own my own businesses. I fix these businesses. I put them on an infrastructure called the 6Ps, and I talk about it in Exit Rich. I help them with a build-to-sell program that we call the ST GPS Exit Model. We specialize in buying, selling, fixing, and growing businesses. I buy businesses and flip them. I also partner with business owners, investing my money, my expertise, my resources and time, and wish to put them on one of my build-to-sell programs.
You mentioned that 80% of the businesses don’t sell. What are some of those top reasons?
The number one reason is that business owners never think about selling until a catastrophic event has occurred. Most business owners don’t plan their exit. They think about it when they’re like, “I was diagnosed with cancer, or we’re getting a divorce,” or partner disputes or death. I had a sweet little old lady called me. Her husband dropped dead of a heart attack and left her with a mountain of debt. She’s in her 80s, and she’s like, “Can you help me?”
I looked at everything and there was nothing I can do because he didn’t have a business. He had a glorified job. He had a construction company. He had subcontractors, but he didn’t have any processes. He had nothing in place, so there was nothing to sell. Most business owners have created a glorified job in which they go to work every day versus a business that works for them.
When you’re trying to sell during a catastrophic event, your business is typically turning downward. The best time to sell your company is when the business is going up and it’s in its prime. That’s some of the mistakes that business owners make. They don’t create a business or grow a business that buyers want to buy.
Tell me more about that.
Buyers look for businesses to operate on what I call the 6Ps. The 6Ps are what I’ve come up with over the last many years. My company has sold over 1,000 businesses. We’ve worked with thousands and thousands of businesses. The 6Ps are the infrastructure you need to build a sustainable business. Even if you never want to sell, you should do this anyway. To build a sustainable business, a scalable business and when you’re ready, you’ll have an actual sellable asset.
Number one is People. The number one reason that businesses are not sellable is that the owner is the business. If I take that owner out of the business, there is no business. I have a dentist that wants to sell. He’s been in business for 45 years with two general hygienists, and that’s it. He is like, “Michelle, I’m not staying after the sale.” “You’ve got nothing to sell.” If we take you out of the business, the clients leave. The number one thing is people. You have to have the right people in the right positions, and you have to ask the who question, “Who opens the door? Who deals with clients? Who deals with marketing? Who deals with legal? Who deals with accounting? Who deals with the environment? Who deals with logistics and manufacturing?” The list goes on and on.The number one reason businesses are not sellable is that the owner is the business. If you take that owner out of the business, there is no business. Click To Tweet
The clue here is that you should never be next to the who. Entrepreneurs need to focus on their strengths and hire their weaknesses. Also, have a layer of management team because if you’re trying to sell a business for $1 million, $10 million or $50 million, the business has to run without you. Buyers don’t want to buy a job. People is number one, and that’s the number one reason businesses don’t sell.
The second most important reason the businesses don’t sell is because of the Product. Product is your product, your industry or your service. Most companies right now, unfortunately, because of the pandemic, are in a dying industry. You have to look at your industry and you have to ask yourself, “Is my industry or my product on the way up or on the way out? Is it thriving or dying? Do I have an Amazon or do I have my Prime? Do I have a Blockbuster and I’m about to go bust?”
Product is very important. I work with my clients to ask these three transformational questions. Amazon did this back in the ’90s. Amazon asked themselves, “What business are we in?” and every business owner should do this. Amazon said, “Bookselling.” They then asked themselves, “What do we do well better than anyone else?” They said, “The thing we do best is fulfillment.” They asked themselves, “What business should we be in?” I said, “We should be in a fulfillment business.” Those three questions alone transformed Amazon from a small bookseller that nobody knew to a multi-billion dollar worldwide conglomerate that everybody knows and uses. Product is huge.
The third P is Processes. Processes are typically never thought about. It’s like a strategy. Business owners don’t think about processes until something bad in their company happens and they’re like, “We need a process for that.” We’re selling a manufacturing company and one of the employees had a catastrophic event happen on the manufacturing floor and lost an arm. The owner said, “We need a health and safety process for that.” I’m like, “You needed that beforehand. Now, you’re at risk of going out of business.” You need to think about your processes from the beginning of buying or starting a business, and create your processes with the customer experience in mind. What I mean by that is have you ever done business with a company and you’re like, “This is the best experience ever?”
If you go to someplace like McDonald’s, no matter what McDonald’s you go to, the experience is the same. You’re going to get hot food. It’s going to taste good and it’s going to be fast. They never said their food is going to be healthy or organic for you. Did you ever watch that movie, The Founder?
Do you remember back in the ‘40s, the McDonald’s brothers said, “We’re going to create a fast food restaurant. We’re going to build it around the customer experience. We want them to get hot food that tastes great in two minutes or less.” Do you remember when they went out to the tennis courts and took all their employees to tennis courts and they drew out the processes? Do you remember that scene?
You’ve got to go back and watch it. They were out there all day figuring out the processes to obtain the customer experience. Those processes, even though they’ve been tweaked along the way, it’s why you can eat it at a McDonald’s anywhere in the world and get the exact same experience. You have to design your processes with the customer experience in mind. How many times have you done business with a company? I’m not going to name names, but banks or social media companies? Their processes are terrible. Their processes are designed for their agenda, not for the client experience.
The processes need to be also efficient, productive, and well-documented. The first thing buyers do is they want to come in and look at your policy and procedure manuals. They want to see your SOP checklist. They want to see your employee’s non-competes. They want to see your employee handbooks. We’re selling a company for $50 million to $60 million and they have no PP manuals. That’s very important.
Proprietary is another huge value driver. This can take you from a five multiple to maybe an eight multiple. It’s a proprietary asset, so this increases your multiple. There are six pillars to proprietary. I’ll go through it quickly, but number one is branding. The more well branding your company is, the more I can sell your business for as long as your brand is relevant in the mind of the consumer. Do you want to pay any money for Blockbuster?The more well-branded your company is, the more you can sell your business for as long as your brand is relevant in the consumer's mind. Click To Tweet
No. Branding is huge. The most valuable brand in the world, the largest brand in the world, do you know who that is?
Apple is worth $349 billion, just the brand. That’s not the EBITDA, that’s not their inventory, assets, real estate or anything. Branding is huge. Trademark is huge. A lot of business owners make the mistake of going out and starting a business. They’ll get a state trademark, but they never checked the Federal database. You need to check the Federal database to make sure the name of your podcast is available. Make sure the name of your company is available.
Yes. It’s been available for a couple of years.
I do a lot of these shows. Every time I say that, the hosts are like, “Let me go check that.”
I registered it for probably at least three years now.
You’ve got to have that registered trademark. I see lots of clients that get a cease and desist letter in the mail, and they hire an attorney. They try to fight it. They throw a bunch of money at the problem, and it never goes away. They have to stop using the name. Protect your trademarks. We’re selling a company in the $70 million range, and they have exclusive retail chains. These retail chains have exclusive products to their trademark. Trademarks are big. Patents are big. We sold a company for $18 million that was losing money, but they had eighteen patents.
Contracts, manufacturing, distribution and franchisee. Client contracts are the most valuable of all, especially if they got reoccurring revenue or subscription model, but you’ve got to make sure you do one thing. Put the two-sentence transferability clause that these contracts are transferred to the new entity. One-hundred percent of owners never have that language in there. 99.9% of all sales are asset sales. If the buyer decides not to transition into a sale, then you’re in big trouble if the clients won’t sign a transfer agreement.
Databases are huge. Facebook paid $19 billion for WhatsApp. WhatsApp was hemorrhaging, not losing money, but they had a billion users. That was a synergy that Facebook paid for. What I’m telling you here is the company can may be losing money and still be sellable with these proprietary assets. Celebrity endorsements are another big one. We have a client that has Oprah that’s endorsing their products. It’s huge.
Also, I call this a digital asset. Any eCommerce company that has the top three positions like Amazon, Wayfair or Etsy. Even radio celebrity endorsements are huge. Buyers will pay top dollar for these proprietary assets, especially strategic and competitors. The fourth P is Patrons. You’ve got to have a diversified customer base, not customer concentration. The last P is Profits. Profits are never the problem. It’s always a symptom of not running on one of the other five Ps. Clients come to me all the time and say, “Michelle, I have a profit problem.” I’m like, “No, you have a people problem. No, you have a process problem.”
As you’re talking, I’m thinking, “Cool.” We started building out SOPs a few years ago as we’re growing. We have twenty people on our team here. We have multiple trademarks all over the world for our products and different things like that as well.
I see your wheels turning as I was talking. I was like, “He’s taking in some business through this whole process right now.”
You start thinking and you’re like, “Where are we with all this because we’ve been lining things up so down the road we’re in that correct position in everything?” Part of that was building out as we talked a little bit before off-air. Building out our team and everything else and our advisory board was a big part of us.
You’re ahead of the game because most business owners treat their businesses more like a baby versus an asset that they need to build to be sellable. You’re ahead of the curve in building the infrastructure from the beginning.
What have you found then? Over the years, you guys sold thousands of businesses. You have your 6Ps that you look to plug, figure out where people are lacking and try to build that part of it up to get them in a position to sell. What were some of the big things that are eye-openers like, “From a success standpoint, these people are doing it right. They have this really dialed in.”
I hate to say this, but very few. I can write a book about the mistakes that business owners make and fill it up with probably a thousand pages, and then the ones that do it right is a very small, teeny tiny book. It’s a very small percentage. I know that sounds terrible, but there are some companies. There’s a company that we’ve been working with on selling. They are on the fence, but they’ve done everything right. I say they’ve done everything right, but their financials. Their financials are a disaster. They even have audited financials. The owner keeps telling me, “Michelle, we’re making all this money. We’ve got this and that on our W-2s and we’ve got this. We give our grandchildren $30,000 a month.” No, you’ve given your grandchildren $3,000 for the year.
They don’t know where they are. They have no idea where they are. When I talked to the auditor, the auditor was like, “They’re not paying their grandchildren $30,000 a month.” The company is doing about $8 million to $10 million in EBITDA, but the owner thinks they’re doing $12 million to $15 million. Therefore, his perception is warped because he thinks he should get a lot more money than what he is going to get because he is going to get paid off that $8 million to $10 million, not that $12 million to $15 million. Everything else they’re doing right. That is one of the biggest issues that we see is that most business owners don’t know their numbers.One of the biggest issues we see is that most business owners don't know their numbers. Click To Tweet
Marcus Lemonis, I’ve watched him on The Profit many times, and he’s always talking about knowing the numbers. We’ve worked with a CFO, and all of our numbers, we always make sure, but from your perspective or what you found, what are some of the initial things business owners or entrepreneurs can do to start getting their numbers right?
This goes into the processes. I always tell entrepreneurs, if you’re not going to be in charge of your money and you’re going to put someone else in charge of your money, make sure you have checks and balances, so you trust but verify. You inspect what you expect. I can’t even begin to tell you how many owners I know that I personally work with who have been embezzled. I have one owner that was embezzled 5 different times with 5 different people.
The big thing is to know your numbers and understand your financials. If you don’t understand financials, take a class, and educate yourself. You don’t know what you don’t know. A lot of business owners don’t understand numbers. They’re this close to being out of business and they think they’re doing great. Take a financial class. Learn accounting even if you have a CEO or a CFO or even a CPA. There was a company that we sold, and we were doing due diligence. There were two companies. One was doing great and the other one was heading to foreclosure. My buyer was buying both.
I went there to help the buyer’s team to take the inventory. They ended up turning that into due diligence. I was there for an entire week and they had to pay off all the payables. I noticed that the CPA that worked for the company kept slipping invoices in the drawer. I’m like, “What is she doing?” When she left one day, I went through all of her drawers. I went to the owner and I said, “Something is fishy here. I think she’s taking money from you.”
Sure enough, she was embezzling money. You need to understand accounting. You need to inspect what you expect and be on top of your KPIs. Know your numbers. Here’s another big one for you. If you’re going to run personal expenses through the business like almost every single owner does, know what those are and document those. Keep a spreadsheet and document them monthly, categorize them, and then total it for the year.
What happens is we’ll get companies and we’ll look at the tax return, and the tax return says they made $500,000 but they really made $3 million. Business owners are like, “I run this and I run that through the business.” I’m like, “What is it?” They go, “Here are the numbers. Figure it out.” It’s not much to figure out. I don’t have a crystal ball. They’re like, “Talk to the CPA.” The CPA doesn’t want to know and the CPA doesn’t want to tell me.
My biggest piece of advice too is to make sure that if you’re going to run personal expenses and non-reoccurring expenses, document them every month for every year. Keep those spreadsheets, so then when you have somebody like myself do an evaluation, we can tell exactly what you’ve been adding back. We have a doctor we’re working with right now. It’s been taking them six months to figure out all their add backs.
That makes a huge difference a lot of times because once you have those add backs back if the owner’s not there, those expenses would not come out of the business.
If we just go off the tax returns, nobody’s business would be worth anything.
It’s because we’ve got to get it as low as possible so we don’t pay the tax man. That’s how it’s always been conditioned like we want to get it down as low as possible, so when it’s time to pay taxes, we’ll pay what is owed and everything else. Why continue to pay more than that, but then it’s like, when I go to sell my business they’re like, “Where’s all your profit at?” We don’t want to have a ton of profit at the end of the year.
When need you to go to try to get a loan, and it’s okay. It’s harder to get a loan when you’re not showing a profit. Selling a business is not a big deal because we normalize the financials and we add back all those personal non-reoccurring. However, we have to rely upon the owner to tell us what those are and where the bodies are buried.
What’s one thing you’re like, “I was hoping Josh was going to ask me this, but he didn’t because we got off in another direction?” Something you want to share with everybody.
Two big things I want to share with everybody. Number one is what I call the GPS Exit Model. Everyone should plan their exit from the beginning rather than when a catastrophic event occurs. I’ll run you through that real quick because nobody does this. I do have clients in my mentoring program that are doing this now.Everyone should plan their exit from the beginning rather than when a catastrophic event occurs. Click To Tweet
Number one, start with the end in mind. When you want to drive somewhere, you pull out your phone and plug in Google Maps, what’s the first thing you plug in? Your destination. You know where you’re going, but so many business owners have no idea where they’re going. They drive around in circles, up and down the financial hills to end up nowhere or end up selling for pennies on a dollar or end up closing their business or end up filing bankruptcy. Don’t do that.
Business owners don’t plan to fail. They fail the plan. I tell all business owners to plug in their destination. Figure out your desired endgame. What is your desired price tag? Let’s say you want to sell for $20 million. That’s a number. You might say, “That’s too high.” Pick a number. You might make it or you might not make it, but you’ve got to start somewhere.
Now, the GPS needs to know, “What next? Where are you starting? What’s your current location? What’s your current evaluation?” You’d be surprised, Josh, how many business owners have no clue what their business is worth. They have a perception of what they think it’s worth, but what they think it’s worth is based upon what they want to retire on, not what the value is of their business. It’s really important.
We, humans, go to the doctors all the time to get annual checkups to make sure our bodies are okay. We drive our car to mechanics to get our car checked up, but we never get an annual valuation checkup. There are events to increase valuation. COVID is one of them. There are events to decrease valuation. COVID is one of them. You need to know every year what your business is worth. Let’s say your business is worth $5 million.
You want to sell for $20 million and you’re worth $5 million. Now, what do you need to know? You need to know your timeframe. Let’s say you want to do that in ten years. Now, you need to know who the buyer’s going to be. Not buyer, buyers. A lot of owners will come to me and say, “Michelle, I have a buyer. I can promise you, I’ll put money on the table that your buyer’s probably not going to close on the sale of your business.
Not only that, but if you have one buyer, you’re not going to maximize value. You maximize value by competition, by scarcity and by creating those buyers who want to pay more money for those synergies we talked about. Who are your buyers going to be? Number one, there are five types of buyers. I’ll tell you who your buyer’s not going to be. It’s not going to be a first-time buyer because they don’t buy $20 million companies. It’s not going to be a turnaround specialist because they buy distressed assets.
It’s going to be a PEG, which is a Private Equity Group, a strategic or competitor. Strategics will typically pay more, a higher multiple because they’re buying synergies that will catapult their business to the next level. You got strategic/competitors and then you got the serial entrepreneurs. Serial entrepreneurs or industry agnostic. They chase EBITDA. We have over 28,000 of all five types of buyers. We have serial entrepreneurs that give us an offer in every business we have with an EBITDA of over $1 million.
You then need to know, “What are the financials? If I want to sell for $20 million, what do my financials need to be? Where does the growing need to be? Where does the profit margin need to be? The EBITDA is going to have to be between $3 million to $4 million.” Last but not least, what are the synergies? What are the characteristics? I once had a buyer pay 126% more than what the business was worth because they were buying the BP contracts. That is the GPS Exit Model. The only other thing is to tell everybody where to get the book.
Where can we get Exit Rich?
We’re in the middle of pre-sell. I want to let you know that Sharon Lechter is my co-author who wrote Rich Dad Poor Dad with Robert Kiyosaki. She’s a five times New York Times bestselling author, plus a CPA, financial literacy expert, and advisor to many different presidents. We also have Steve Forbes that endorsed Exit Rich, plus we have the original Shark on Shark Tank, for which Kevin Harrington write the foreword. You can go and buy it right now at ExitRichBook.com. We will email you the digital download immediately so you don’t have to wait. We’ll then send a hard cover to your doorstep, plus we’ll give you a lifetime membership into the Exit Rich Book Club. It has video content, plus it has documents.
All the documents you need to run your business and sell your business are there for not only your review but your download. We have employee handbooks, non-competes, org charts, and policy and procedure manuals. We have sample letters of intent, sample purchase agreements, sample due diligence checklists, and even closing docs. All of this will cost over $25,000 if you want an attorney to create it. We are also giving 30-day membership into Club CEOs, which is an entrepreneurial mastermind that we started where we’re helping business owners build sustainable, scalable, and sellable businesses.
I hope you guys are paying attention to what Michelle was talking about. Start thinking about where you want your business to be, and then work back from there. Reverse engineer it. If you want to sell it, start setting that up. If you don’t want to sell it and you want to transfer that legacy to your kids and your grandkids, start setting it up that way. Whatever that destination is, start right now.
I’ve owned fifteen companies since I was fourteen. I’ve sold some different companies so I totally know what you’re talking about. Through that journey though, a lot of them didn’t get set up, and those are the ones that probably didn’t go anywhere at some point. They died off or something else came up. Start setting your business upright. Learn from what Michelle is talking about. Go back, take notes, and then start executing this information right now. Also, grab Exit Rich. Even if you don’t read the book, the rest of everything that she’s giving you is amazing. You can take it and apply it to your business.
You should read the book.
Is it going to be on Audible or something too?
After we launch.
Grab the book, read it, and listen to it on Audible at the same time to get double the impact. Michelle, thank you again for coming to the show. I am honored to have you on the show and to share this amazing insight with everybody.
Thank you, Josh. Also, your readers can text Michelle at (888) 526-5750 because all my websites pop up. If they want to contact me, if they want a consultation, if they need any support, they can follow me on social media.
Thank you again. Get out and be extraordinary.
- Seiler Tucker Incorporated
- Sell Your Business for More Than It’s Worth
- Exit Rich
- Primal Life Organics
- @MSeilerTucker – Twitter
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