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Welcome to the eCommerce podcast with me, your host, Matt Edmundson.

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Now the eCommerce Podcast is all about helping you to deliver eCommerce wow.

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And I am super excited with today's guest who is gonna help us do just that

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Steven spear from e-commerce lending.

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We are gonna be talking about how to

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successfully grow your eCommerce empire through acquisition.

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But before we jump into that conversation, let me suggest a few

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of the eCommerce podcast episodes to listen to that tie into this whole

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big topic of buying, selling and scaling your eCommerce business.

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Check out my conversation with Brad Wayland on how to

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sell your eCommerce business.

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And also my fantastic conversation with Ben Leonard on how to effectively set

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up and scale your business for sale.

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Yes.

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Uh, and just FYI.

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Ben is gonna be coming back to the podcast very shortly as far as I can tell.

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Yes, he is.

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He's an upcoming guest.

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So make sure you subscribe to hear all the latest happenings

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with that fine young fellow.

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Now this episode is brought to you by the eCommerce Cohort, which helps you to

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deliver eCommerce well to your customers.

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You may ask the eCommerce Cohort, what is the eCommerce cohort Matt?

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Well, let me tell you it is a brand new mastermind type group.

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Yes, it is.

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Every month a new sprint is released by the eCommerce cohort, which covers an

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area of eCommerce that you can listen to.

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You can listen to experts is online.

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You can access at your own pace and it will help you grow and

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scale your online business.

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So whether you are just starting out or whether like me, you are, you

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are a well established eCommercer.

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Uh, I wanna encourage you to check it out because I'm convinced

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you will benefit from it.

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So.

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Head over to eCommercecohort.com uh, for more information, uh, they are gearing

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up for their founding member launch and depending actually on when this

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comes out, it may have just happened.

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Uh, so do check it out because there's some great starter prices.

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Let me tell you, uh, any questions let me know, email me directly at

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matt@ecommercepodcast.net, and I will try my level best to answer them.

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Now, all of that said without further ado, here's my conversation with Stephen.

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Well, I am here with the amazing Stephen Speer who is well, he's the

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founder and CEO of eCommerce lending.

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He's over three decades of lending experience and has

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helped hundreds of entrepreneurs achieve business success through

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acquisition.

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That's right, buying or selling.

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I kind of view this chap as the monopoly expert of e-commerce, you know, how do I

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buy and sell property, that whole kind of thing, but actually do that in e-commerce.

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Uh, he is a lender, a guest speaker.

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He's a mergers and acquisitions instructor.

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I didn't even know those things existed, but this guy is one of them.

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Uh, and with his firm, he has funded over 350 transactions total.

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And check this out, drum roll Four Hundred Million Dollars, uh, making

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them the top lender in the US in this very, very specialized niche.

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So I'm super excited to have Stephen on the show.

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Stephen, welcome.

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Great that you are here.

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Uh that's one heck of a resume you've got there,

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bud.

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Thank you, Matt.

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And thanks for having me on.

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I know it's crazy.

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It's great, you're here.

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I, how did you, um, did you just wake up one day and think, you know

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what, I, I just want to get into this whole money lending thing.

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I mean, was there something you saw on TV?

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How did, how did that all start for you?

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On the lending side or the eCommerce side or eCommerce and lending?

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Well, let's put 'em both together.

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Yeah, let's do that.

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Yeah, on the, on the eCommerce side, um, I had a client, this

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was about eight years ago.

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I had a client come to me and, and, um, he was looking to acquire businesses,

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but most of our discussion was around brick and mortar, uh, acquisitions.

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Um, not necessarily eCommerce, which eight years ago, believe it or not, everybody

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eCommerce was not, uh, was very new.

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Um, and he said he came to me, you know, after I had been in discussions

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with him, maybe for a month, and then he came to me saying, listen, I'm

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looking to buy an eCommerce business.

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And I was like, okay, tell me a little bit about that.

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And, um, do you lend in the space?

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And I knew nothing about eCommerce eight years ago and I said,

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well, um, I don't see why not.

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And obviously there are a lot of nuances within the space, but

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he was trying to acquire an FBA business, an Amazon FBA business.

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Yeah.

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And, and it kind of led one thing to another.

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And I did some research and realized, um, not only could I lend in the space,

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but nobody else was lending in the space.

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So I saw a very large opportunity and, uh, I went for it.

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And, you know, close to we're at, I think over half a billion dollars worth of

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funding within the e-commerce space now.

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Be it digital businesses, you know, we look at SA we do finance SAAS.

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We finance more product based businesses as well, but, uh, it's been a fun ride.

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It's been incredible.

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That, I mean in eight years to loan out half a billion dollars.

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I mean, I dunno what the math on that is, but that's, that's some going, right?

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I mean, that's, uh, that if you don't mind me asking, um, just cause I'm kind

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of curious, even if I'm honest with you, what is the typical amount that somebody

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would borrow to buy an eCommerce business?

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Well, it's ever increasing our average amount.

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This year is about $3 million of loan.

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Uh, a lot of our deals are around the, around the four to 5 million range.

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Now they've, uh, as we all know, the, the sale of eCommerce

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businesses, um, you know, the price points have increased drastically.

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Mm-hmm , especially over the last three years, there are a lot of aggregators

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in the marketplace, a lot of demand, um, and relatively, pretty short supply

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of businesses for sale relative to how many buyers are in the marketplace.

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So that's, that's driven at prices, um, so that our price

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point continues to increase.

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Um, but we do, uh, you know, we get involved with deals

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roughly around a million dollars and now up to $250 million.

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Um, so kind of a wide range, but, uh, the majority of our fundings have

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been around a 3 million dollar range.

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It's interesting.

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Isn't it?

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That, that's the sort of the number that is now the, the average cuz

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I'm pre COVID, um, the pre pandemic.

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Um, was it, was it lower than 3 million?

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I'm gonna kind of guess that it is, but I'm, I'm curious.

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Yeah, it was about

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1.8 million and obviously in 2020, um, the percentage of retail sales that were in

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this space drastically increased mm-hmm

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So that did bring up the, you know, bring up the price point because again, supply

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and demand, um, it did have an effect and, you know, everybody thought it was

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a COVID bump, but really that bump still there and Covid's pretty much gone.

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So mm-hmm um, because a lot of people, including my own

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mother never shopped online.

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Um, really didn't do anything online, primarily went to, uh,

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shopping malls to, to acquire goods.

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And now all those people realized during COVID like, gosh, this is great.

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I could order a pair of shoes and next day it's at my doorstep.

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So, um, that's still

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there.

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That's incredible.

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Isn't it?

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And there has it gone from 1.8 million to 3 million,

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the business in effect has stayed the same, it's just the value has increased

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because of what's happened in the last few years or has it gone up from 1.8

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to 3 million because actually the, the value, the, the amount of business

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that the, the website is doing has increased, or maybe a combination of both.

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I think a combination of both just definitely we've seen revenues for

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businesses go up, considerably.

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And also the demand going up, uh, for, to, to acquire businesses have gone up,

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um, you know, stratospherically and those two things have brought up price points.

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Uh, many of our deals just on our production boards here are

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well over $5 million right now.

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Uh, we're involved in a few deals above the $20 million range.

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Um, but again, you know, for you listeners out there, we're trying

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to acquire a million dollar business or a business for 750 thousand

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dollars, whatever, there's still a lot of great opportunities out there.

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Mm-hmm but yes, price points have increased, uh,

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drastically.

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Yeah, that's interesting.

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It's a bit like I probably the wrong analogy, Stephen, if I'm honest

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with you, but it's, it's a bit like one of the things I noticed

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over COVID was the price of timber.

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Uh, went.

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It was the same piece of wood, but the next day was like three times

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more than what it was the day before.

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And so it feels like everything has gone up, uh, in value, uh, you know, in

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cost, and so actual eCommerce businesses buying an eCommerce business, uh,

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hasn't seemed to have escaped that.

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Right?

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Correct.

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And also you have, at least in this country, you have,

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uh, supply chain problems.

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And that's really impacted the cost of good.

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So the landed costs have increased and ultimately businesses are passing

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those costs onto the consumer.

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Um, I brought, I bought a pair of tennis shoes about a year and

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a half ago for about $180 and I just bought a new pair replacing

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those, um, those trainers at $230.

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So that's just a perfect example.

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Same shoe, identical.

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and, uh, it went up that much just in a matter of a year and a half.

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Yeah, it's crazy, isn't it?

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So, so here we are, right, um, I guess then there's two sides

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isn't there to your expertise.

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There's the side, which says I can help you buy your eCommerce business,

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so growth by acquisition, which I want to get into first.

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We'll we'll touch on that first.

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But the second part of this conversation, um, that I want to sort of dig into,

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just to, dear listener, let you know what's coming up is actually how to get

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your business prepared already to sell to somebody who maybe wants to buy.

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Cause I two sides of the same coin, I suppose.

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And I guess you get to see it from both sides and so I'm kind of curious, uh, on

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this whole topic to pick your brain now.

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One question I have is, um, uh, growth by acquisition is to me, one of those

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relatively untalked about ideas for growing your eCommerce business,

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right?

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So if I'm an eCommerce entrepreneur, if I'm wanting to get into the

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eCommerce space and I kind of look, I, I need budget for this marketing

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and that marketing I've gotta grow and I understand who my competitors are.

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I rarely have conversations with people about, well maybe you

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should buy one of your competitors.

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So is, is growth by acquisition, a strategy that maybe we

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should be thinking about more?

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I think so because, um, you're not in a position where you're

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trying to recreate the wheel.

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You're buying an established business and um, you know, many sellers of

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those businesses, um, you know, brought the business to a certain level, but

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there's so much low hanging fruit with the, with the person, with the right

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business acumen to really catapult the business and continue that growth.

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Um, and it's really hard to start a business.

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I mean, you're starting from scratch or having to figure things out.

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So if you're, if, if you buy a business, let's say even a two year

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old business, where the seller brought it to a certain baseline and you're

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able to kind of run with it from there.

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It's a lot easier.

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And also, um, you're able to, when you grow through acquisition, you're

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able to buy businesses that are run.

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If you, if you have a portfolio businesses, you know, grow the,

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or, um, you're able to run them the same way, you know, roughly, you

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know, if they have roughly the same business model mm-hmm . So you're

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really able to kind of grow portfolio businesses, running them the same way.

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And oftentimes have economies of scale mm-hmm and, and ultimately

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really succeed that way.

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And, and a lot of our clients, um, do that, you know, they're not looking to

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recreate the wheel, they're looking to buy a business with kind of a baseline amount

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of sales and really, really push it.

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Um, you know, continuing that growth pattern.

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One

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of the, um, interesting things that happened to us during COVID was we

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were approached by a lot more people to buy our eCommerce business.

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We had a, a, an online beauty business and we sold that actually last year.

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Um, and the person that purchased that business was

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actually one of our competitors.

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Uh, and it seemed to me for them

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to be a great fit because it was kind of plug and play in, in a lot of ways,

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um, that they already had the warehouse.

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They already knew how to distribute beauty products.

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They already knew how to market beauty products.

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They already under, there's a lot of stuff they on, they understood.

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And so, um, they were very clear in what aspects or what parts of the

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business they wanted to buy from us.

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Um, But is if I'm thinking here, actually, uh, okay.

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I wanna look at growth by acquisition.

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Are competitors a reasonable person to look at buying or should

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I, or should I look at buying?

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I don't know if I sell, um, uh, I've got water bottles on my desk,

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as let's say I sell water bottles.

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Should I go and buy a business that sells, um, I don't know,

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coolers or Coke or something

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like, do you know what I mean?

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Something that's similar, but not quite a competitor.

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Well, I've seen

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both.

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Um, as a matter of fact, you mentioned plug and play.

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We're working on a deal right now at 31 million where the buyer does exactly what

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the, I mean, he's buying his competitor and his competitor's a lot larger

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too, uh, where it is a plug and play.

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I mean, it's it, I mean, it's, he's a perfect buyer.

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For a perfect business.

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He's able to run it the exact same way as his current business.

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So, um, in that respect, it's, it's a perfect fit and we've had other buyers

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where they're buying a business that's complimentary, um, back to your point,

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you know, water bottle and cooler.

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It's like, okay, that kind of, you know, there's, there's synergistic

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sales opportunities there.

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So we've seen both.

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But should I avoid, again I'm just, uh, shooting the breeze here.

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Should I avoid, if I sell water bottles, buying a couch

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business, Do you know what I mean?

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Or dining table business, something that's completely out of my world.

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Yeah.

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Usually our clients stick to what they know.

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Mm-hmm um, I really, we really have a client that, you know,

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sells water bottles and then, Hey, I wanna buy a furniture business.

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That's, that's kind of, uh, unorthodox.

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Usually they stay in their lane and they buy something that they're familiar

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with and run it roughly the same way.

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And there's been great success uh, with our clients, uh, and kind

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of stay in their lane, um, and sticking to their business model.

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And they've done really well.

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One of the things that you said, Steven, which I, uh, which surprised

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me slightly, and I, I dunno why it did.

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So I just wanna dig into it a little bit more.

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You said that you're doing this 31 million acquisition at the moment where

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someone is buying their competitor, who is much bigger than they are.

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And.

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I dunno why I just assumed I needed to buy companies that were

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smaller than me not bigger than me.

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Uh, and so maybe that I can't tell you why.

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I think that that's just, that was just something in my head.

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Um, so is this quite common that actually you, when you grow by acquisition

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you're, you can, you can buy something that is significantly larger than you?

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We've seen a lot of that.

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Honestly, most of the time is that where a smaller business is buying a larger one.

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It's.

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Again, it's, it seems unorthodox, but, you know, I would say more often than

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not it's that rather than the reverse.

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So, um, but we've seen a lot of that.

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Uh, absolutely.

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And that's really interesting.

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A lot of it, you know, has to do with the available financing.

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You know, a lot of our clients are able to acquire that larger business because

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we're able to leverage, you know, if they're injecting or putting down 20%,

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you know, of 31 million, let's just say.

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I mean, they're able to buy 31 billion business for a lot less than, you

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know, establishing additional business or, uh, or trying to pay cash.

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So we're able to help through leverage financing.

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We're able to help smaller businesses acquire larger ones,

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but in his case, he had a very, um, he had a very motivated seller.

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The seller was I think, elderly and looking to just get out and kind

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of take his chips off the table.

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And it was a great opportunity from him and, um, he's moving

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forward with the acquisition.

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So if I, um, if I look at my space and I kind of think, well, I there's one

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or two competitors, I'd be interested in acquiring them on them, maybe.

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Um, how do I even think about starting that process?

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Do you know what I mean?

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I, I, it, it sounds.

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It sounds almost otherworldly.

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Uh, if I can put it that way, Do you know what I mean?

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It's like, I just would not know where to begin.

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I mean, depends if that that business is for sale, if it's listed with a

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business broker or not, or if you're just starting a private dialogue with

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that seller, but it starts with a private, you know, more of a private

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dialogue, uh, if it is that way.

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And, and then, and then ultimately, um, if that seller's interested in selling,

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obtaining the financials of that business and really digging deep and doing due

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diligence, um, and ultimately coming to someone like us, where we're able to vet

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the business from a lending standpoint, mm-hmm and making sure that we're able

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to shore financing for that acquisition.

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Uh, we do a lot of that and sometimes it works.

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Sometimes it doesn't.

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We.

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buyers that come to us saying, Hey, I'm really interested in buying this

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business, but the business looks great on, you know, from the outside, but

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you start digging into the financials and it's an absolute disaster.

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And we have to go back to the buyer and say, yeah, uh, this business

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will not qualify for financing.

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Uh, and then sometimes it's the opposite.

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The business is very well run has great, um, financials, meaning, tax returns

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and, and strong financial standing.

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And we're able to run with it and shore up the financing for our buyer.

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So I'm starting a, a dialogue.

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I wanna look at their financials, um, start to do some due diligence.

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What are some of the, I don't know, some of the key things I need to hit in their

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financials that I can look at myself and go, if I see this, this is like a big

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warning or this is a big green light.

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You know, um, I mean, just from high level, Matt, I would say, you know, what

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are revenue numbers doing year over year?

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Is it increasing revenues?

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Is it stagnant?

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Is it declining revenues?

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We had a case yesterday where our business that we're trying to finance

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is just, I mean, it's not doing well.

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And mm-hmm, one thing we do not finance, um, are, uh, businesses that we, we

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call, uh, you know, falling knives.

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We don't try to catch falling knives.

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Um and so, so we do, that's good, you know, top line revenue numbers, we look

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at, you know, EBITDA or SDE, uh, and, and make sure that the business qualifies for

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financing because the last thing we want.

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Having our buyer move forward with a contract, you know, with a

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letter of intent to buy a business.

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And then we have to deliver the bad news that the business

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doesn't qualify for financing.

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So we do a lot of heavy lifting up front, um, and that's led to 98%

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closing rate meaning of, of the deals that we bring in 98% of 'em close.

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Um, the average, at least here in the states is about 62% mm-hmm . And

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the reason being is we, we vet the business, uh, very extensively.

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We vet the buyer extensively mm-hmm , um, to make sure that it's a good fit and

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the buyer has the right acumen to, um, to scale the business and the buyer

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doesn't have the right acumen or doesn't have a team member with the right acumen

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we, we, we don't get involved with that transac.

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So when you say the buyer has to have the right acumen, uh, I, so I guess this is

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part of your, your due diligence, right?

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This is part of your process.

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Yes.

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I need to look at the financials of the company you're buying,

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but I need to understand about you the purchase of the buyer.

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I wanna understand what kind of person you are, what sort of things are you?

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Are you looking for there?

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Yeah, so, um, kind of taking a step back.

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So we vet the business and then we vet the buyer and on the buyer's

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side, we make sure that buyer has the right business acumen.

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Does the buyer have direct eCommerce experience or does he have a skillset

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that's transferable that would work within an e-commerce, um, type business?

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Um, you know, if, if the buyer's looking to buy, let's just say a 5

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million business and he has no eCommerce experience has been sitting in a cubicle

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for the last 20 years at, at, at VP.

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That, that person's probably not the right fit mm-hmm . But if it's somebody

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who might have worked for an e-commerce business or, um, or has some sort of

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transferable skill, that's something definitely, uh, we'd look at, um,

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or if the buyer may not have direct skill set, does a team member, cuz

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oftentimes these businesses are bought by

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a group of people, partners, business partners.

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Mm-hmm . So it's not just one individual.

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And does do any of the individuals within that, that team have that

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skillset to, to run the business.

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Wow.

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Do you ever find people coming along saying to you Stephen list?

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I wanna finance this business and they're buying it with a sole purpose

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of selling it again in 18 months.

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I don't do we, is there such a thing as flipping eCommerce business?

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Um,

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not usually, usually it's more roll up strategies, uh, buying a group of

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e-commerce businesses and eventually, you know, selling them as a, as a

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whole mm-hmm um, because typically as you, uh, work up the food chain, the

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multiples tend to be higher mm-hmm so there's a lot of opportunity there.

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Um, 18 months, probably not, maybe two years, three years, you know,

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they're buying a series of businesses and they're doing rollups and that

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strategy tends to work out really well.

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Be it SAAS businesses, uh, and, or, um, eCommerce, you know,

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more product based businesses.

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Yeah, no, that's great.

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Great.

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Uh, I, we're gonna carry on this conversation.

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Uh, we are gonna get into what it takes to sell a business, and we are gonna

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answer that all important question.

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How the heck do I know the value of said business, uh, in our

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conversation with Stephen, don't go anywhere, we will be right back after

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this.

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Hey, there are you a business?

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Here at Aurion Digital, we know firsthand that running an e-commerce

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business can be really hard work.

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As the online space gets more competitive, it is becoming even more

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challenging to stay ahead of the curve.

Speaker:

We totally get it.

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So we wanna help you succeed by offering a wide range of services from

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fulfillment marketing, customer service, and even coaching and consulting, just

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so that you can do what matters most.

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Save yourself the time and the money and let us handle the day to day task.

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This way you can run your business without having to worry about the boring stuff.

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So what do you say, are we a good fit for each other?

Speaker:

Come check us out at auriondigital.com and let us know what

Speaker:

you think.

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So, Stephen, uh, fascinating conversations so far about buying a company, um, I

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guess if I flip it around what you've said so far about doing due diligence

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about accounting, if I'm selling, if I'm building a business to sell it,

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um, uh, I'm listening to you thinking I therefore need to have good accounting.

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I need to have year on year growth.

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I need to do you know what I mean?

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I I'm kind of reversing there what you said there in terms of, of buying,

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is that a fair assumption to make.

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Very much so.

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Um, a lot of e-commerce businesses when they're established, um,

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they're sometimes, uh, on a shoestring and typically the owner

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doesn't realize how important it is to keep a clean set of books.

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So if there's co-mingling going on, generally, that's going to hurt when

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you get, when a seller goes to exit mm-hmm . Um, and another point is,

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you know, I, we highly recommend here at eCommerce lending that sellers

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really plan well ahead of their exit.

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Uh, we have buyers that come to us two years prior to when they're thinking

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about selling their business and we are able to give them recommendations.

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Sometimes we're able to set them up with an accountant to clean up their financial.

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Um, and sometimes it may be a business that's in the UK and we highly

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encourage them to get domiciled in the United States because generally

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that does push the price point higher.

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So, um, we do a lot of consulting here at eCommerce lending.

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We're not just, you know, a lender.

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Um, and part of that with, with our seller clients is being able to get

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things in place for their eventual exit.

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What, sorry, let me just, lemme just back up just a little

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minute, put it in reverse.

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Uh, so I'm in the UK.

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Uh, I have a UK eCommerce website.

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Um, and I'm saying to you, Stephen, I'm looking to sell this, uh,

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in about two, three years time.

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I currentlyphship from Liverpool, uh, which is where I'm based all over

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the world, um, including the states.

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So one of the things that you would say to me would be.

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uh, have a think about domiciled your business or moving your business

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to the states or having a us, uh, operation, uh, to the UK operational.

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Or am I moving the whole thing?

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I'm just, sorry, I'm just curious about what you said.

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Yeah.

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So, um, to, to answer question in kind of in a roundabout way, so generally US based

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businesses, um, obtain a higher price.

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Primarily because our more financing opportunities than a UK based business.

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Okay.

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So we haven't consulted, um, our friends across the pond to consider if it makes

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sense, um, to domicile their business here in the states, because generally,

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um, their business, it just opening up the buyer pool that much more mm-hmm

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because most of the buyers, um, just by sheer numbers are here in the states

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and a business that's do south here in the states will qualify for various

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us based, uh, financing programs.

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Mm-hmm Whereas the UK, unfortunately doesn't quite yet have any sort of

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business acquisition financing programs, uh, similar to what we have here.

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Um, there's a high emphasis on the small business here in the United States and

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uh, thankfully the government, um, is able to, uh, guarantee loans here.

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Um, so allowing lenders to, to lend on businesses that don't necessarily have any

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assets mm-hmm , um, you know, mostly it's it's called considered cashflow lending.

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So with that, uh, we have consulted sellers to consider finance or

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consider domiciling here in the states, uh, for that very reason.

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That

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is fascinating, uh, and leads leads me to a whole bunch more questions.

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Uh, if I'm honest with you, you can come.

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Yeah.

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Yeah, absolutely.

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So, um, so we're, we're thinking of selling our business and now you've owned

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up this whole kind of worms that if you're outside of the US, you might want to think

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about moving your business to the US.

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Um, I, I'm not gonna ask you what's involved in that, cuz I'm sure that's a

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question for the us accountants to answer.

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Um, but in terms of.

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Um, the, the, the other thing that you mentioned, you're, you're

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saying people are starting to think two to three years ahead now.

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So they're like, it's not like I wanna sell my business now.

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I wanna sell it in two to three years.

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Is this quite common thinking it's like, are we planning that far ahead now?

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No, I think it's

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two or three minutes.

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Not two or three minutes.

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yeah, I'm in that camp right there.

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oh gosh, I wanna exit.

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Okay.

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Uh, and unfortunately, a lot of businesses, you know, ultimately lenders

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look at the financials and a lot of businesses, um, don't keep clean books

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or, um, at least here in the States, there are a lot of, um, There's a lot

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of aggressive accounting work to lower the tax burden for that seller mm-hmm

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Um, unfortunately that generally hurts the seller upon exit because that business

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will qualify for less amount of financing.

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Mm-hmm if, if, and sometimes it, it disqualifies a business

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from qualifying for financing.

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So we try to encourage our, our seller clients to be less aggressive

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in avoiding, uh, the taxman

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and, and being able to show as much profit, you know, bottom

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line profit as possible because that's gonna pay dividends when,

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when he, or she goes to exit.

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That's really, yeah.

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Proper planning and preparation and all that prevents and

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also co-mingling that that's a huge problem.

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And I'll bring it up to your audience.

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If you have multiple e-commerce businesses, keep them separate.

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Don't co-mingle financials.

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Mm-hmm because when you go to sell that one piece of the

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three businesses that you have.

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Um, it, it won't qualify for financing.

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So make sure you have separate set of books for each, each of your businesses.

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And do I, if I'm gonna sell, uh, an online business, there's a big

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move at the moment, Stephen, uh, certainly I've noticed for people

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to sell, not just physical products, but digital now digital's, you

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know, actual digital products.

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You've got the whole, you know, buy in this photograph and the rights

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to that whole photograph type thing.

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So there's, there's a whole massive sway now isn't there into digital products.

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So in terms of, uh, selling my business, is it still more beneficial

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for me to build a product based business or does it not really matter?

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Can you still get lending for both?

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It's it's equal?

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Um, I will say digital businesses have become a greater

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share of our business here.

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Mm-hmm uh, the amount of business that we bring in, whereas eight

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years ago was like a, a what?

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A digital.

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And now, um, now it's, it's a, I won't say, I mean, it's probably

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20 to 30% of our business.

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Here are digital businesses or SAAS businesses, you know,

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service based businesses.

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We have one where, uh, the, the seller owns like trillion,

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um, website, uh, domains.

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And he's selling the business because it drives traffic and it generates revenue.

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So, uh, across the board we, we do both eCommerce, which is technically

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eCommerce our product based businesses, as well as, you know, digital

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businesses, SAAS businesses, cetera.

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Wow.

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Wow.

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So the, um, this is all very fascinating, isn't it?

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So I came across when I was looking, uh, I say looking, it usually

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means stalking, uh, Stephen , uh, your good self on LinkedIn.

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I came across, um, a story on there about Phoenix store, Mark

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Daly acquired that business.

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And I said to you, I don't, again, I've not asked you if you can

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talk about this is on LinkedIn.

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So I'm asking, uh, feel free not to share certain things, but um obviously

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Mark put on, on, on LinkedIn that this was his first eCommerce acquisition.

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Uh, and he was very glowing and grateful to you in, in what he said on LinkedIn.

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I thought this obviously has gone well, and here's a guy, I

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dunno the backstory, but it seems like there's a guy who's gone,

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I'll buy Phoenix store, which I, I looked at the website and it sell like

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torches, uh, and things like that.

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I, I was just really curious, how did that start?

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And, and, and what was the story there?

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I mean, Mark was one of our fantastic, uh, clients.

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Um, he had strong business acumen, although not direct

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and he just had a real, um, he, he had strong business acumen.

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I mean, it boils down to that and I, we saw no reason why

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he couldn't run that business.

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Um, yeah.

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So, so we financed, uh, I think he closed a couple months ago,

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but some of our clients don't have direct e-commerce experience and,

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but they have the right acumen.

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They have the wrong, the right indirect experience.

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And he certainly had that.

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Mm.

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So, um, and that was a good size acquisition.

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And so far, he's doing very well, uh, as he continues to scale that business.

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So

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do you stay connected?

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Do you follow up with clients as they go through the whole process?

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We do.

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And it's, you know, one thing that always comes up is how

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well do these businesses do

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uh, post-acquisition?

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Mm-hmm I think only in, just in a few cases has a, has a

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business turned, turned bad.

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Um, and usually it's operator error.

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Uh, we had one case about three years ago.

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Um, we, one of our clients bought a business and, uh, it was fairly

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specialized and she fired everybody and thought she could do everything

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herself and the business totally tanked.

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Yeah.

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And, um, for your listeners out there, if you buy a business, don't change anything

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for at least like three to six months.

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Like anything.

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Just stay steady, get your sea legs and then start making changes over time.

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And she, unfortunately didn't do that.

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She fired everybody and thought she could be a, you know, do everything yourself

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and the business absolutely tanked.

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So,

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wow.

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This obviously brings us to one important question, uh, which will

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be I'm sure the question that you get asked the most often, if you're

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down in the pub and you tell people what you do for a living, right?

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How do I not ever

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I like that.

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Um, if you, how do you.

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How do I value a business?

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How do I value a business that I'm buying?

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How do I value a business that I'm selling?

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I appreciate, I've just gotta ask probably the most common, but the most

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stupid question, because it's like how long's a piece of string, right.

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But are there some, some things that I need to think about in that process?

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You know, unlike more kind of brick and mortar, traditional businesses, uh, the

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multiples, uh, ultimately in terms of valuation, it's all about multiples.

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The, the, the challenge in eCommerce and or SAAS is that the

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multiples are all over the place.

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Yeah.

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So that's been kind of a challenge for, for a lot of people.

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And also back to the supply and demand the multiples have gone stratospheric,

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um, because, um, because of the demand.

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So, um, but ultimately, you know, depending on, you know, a few factors

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that that really affect the multiple, uh, you know, the type of business,

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it is the price of the business.

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Um, so those, those two primary things, because you can have a

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SAAS business at, uh, 5, 6, 7 times multiple and in a product

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based business at three and a half.

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So, so it really depends, um, generally the higher, the price point, the

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higher, the multiple mm-hmm . Um, but.

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Um, so, you know, once you move forward with your offer, um, you know, ultimately

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at the end of the day, you have to feel comfortable with what you're offering,

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uh, for that business, meaning, okay.

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I'm, I'm putting an offer at 3 million because I believe that business is

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worth 3 million mm-hmm and it's really, regardless of what the

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seller thinks it's worth, because ultimately you're the one buying it.

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And then, so, but during the process, as you do your due diligence, we actually do

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a third party valuation of that business.

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So we might come back to you and say, you know what, Matt, you know,

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I know you're buying this business for 3 million, but here's a 50

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page, uh, business valuation report.

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And it's, it's actually worth two and a half million mm-hmm

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And that gives you the opportunity of going back to the seller

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and renegotiating the price.

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. Yeah, because it's, it, it does feel like

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it's a bit like I'm gonna link my finger and stick it in the air and see which way

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the wind's blowing and I'm, and I I've heard people wanting crazy multiples for

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their business, you know, like 16, 17.

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And you're like, dude, what, what planet uh, is someone gonna may best to look

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finding someone to buy that, but that's just not me, uh, out of the gate, right?

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Oh

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yeah.

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I mean, it might be somewhat similar to the housing market, at least, you

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know, I know the UK housing market's gone crazy same with here in the states.

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And ultimately there is someone stupid enough to overpay for,

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for, for a business or a house.

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And, you know, hopefully our clients aren't that person, but

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we're able to have a safeguard.

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All of our deals require a third party evaluation.

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Um, and so we're able to, to help our client make sure that he or she

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doesn't overpay for the business mm-hmm

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Um, so that that's part of it.

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Um, and then also, um, we set up our, our buyers for success in

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the sense that we help create, um, an acquisition team around them.

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Um, oftentimes our buyers come to us and they think that buying a

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business is like buying a house.

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Excuse me and it's not it's, it's not at all.

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So we're, we're able to set them up with the, uh, due diligence

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team, to mm-hmm vet the, the, the, uh, the business itself.

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We're able to recommend a eCommerce attorney because

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again, a space is very different.

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You can't just hire an attorney that doesn't understand e-commerce.

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So we help build this team around the person and, and really, uh, there are

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a lot of safeguards in place to make sure that, uh, our clients aren't

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overpaying that we're able to show up financing, uh, and that ultimately

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we're setting up our client for

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post-acquisition success and not

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failure.

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No.

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Which makes a lot of sense because you're, I mean, you said earlier, you

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know, part of the process is you get the financials, you do your due diligence.

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Well, the next question causes, well, how that, what, how do I do that?

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Due diligence?

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Do you know what I mean?

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And or how do I find somebody that knows how to do that due diligence?

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Because most accountants won't know how to do that.

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Right.

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Especially

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when it comes to yeah.

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And our clients know, you know, right outta the gate with us during our

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consultation call, we, we throw that out there saying, listen, there are

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a lot of steps here and you gotta create this team around you for, for

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acquisition success, let us help you.

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And, um, and our clients really appreciate that.

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So when you say let's take a four times multiple, uh, to value

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the business, multiple of what.

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multiple of EBITDA or SDE mm-hmm because you can't simply look at the financials

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and take the, the net income of a business and determine a multiple off

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of that because there are various, uh, things, uh, that are called ad backs.

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Uh, be it, current owner salary, uh, is an add back and

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other things can be add backs.

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Mm-hmm um, and really in our space, it's more of the SDE what stands for

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seller discretionary earning um, and we're able to take that, that

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net income and add back those things and then come to an SDE number.

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So it's a multiple of the SDE.

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Okay.

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Whereas that's interesting brick and mortar businesses matter more

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about EBITDA earnings before you come, you know what EBITDA is?

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So, yeah.

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Yeah.

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Uh, so that's the mult, that's what, where the multiples drive from.

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That's interesting because, so it's not about re I mean, revenue obviously

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helps and it's not the, the net profit, it's not the gross profit.

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It's kind of somewhere between those two numbers, isn't it?

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EBITDA.

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And it, it, it kind of certainly in the UK anyway.

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And so what, one of the things that, um, that is becoming more and more obvious.

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Stephen, as we're carrying on this conversation, is it is, it is a,

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it's a nice idea to buy a business.

Speaker:

It is a nice idea to sell my business or exit from my business,

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but it sounds like it's not as straightforward, um, a process.

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I mean, I've you mentioned it's not like buying a house, I've bought a

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house that was not straightforward.

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That was stressful.

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So if this is, if this is not like that, uh, it's gonna add a whole new level

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of complexity, uh, into the process.

Speaker:

So if you're buying something or selling something of value, it makes

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sense to get someone like yourself

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involved.

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And I, I appreciate this is not a sales pitch for you necessarily, but it's

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just kind of like, I, I get the purpose of, of why you exist and the value that

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you can bring and the nightmares that you could probably save me from uh,

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if I try and venture down the space myself, would that be a fair comment?

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It's very fair.

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And we do have some clients that are, uh, unfortunately, you know,

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penny wise and pound foolish.

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Um, and they don't engage us and they go down, uh, the wrong trail and end up never

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closing, never having acquisition success.

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So we really stress building that team around that person to make sure

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they do have acquisition success.

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There are a lot of moving pieces.

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Um, if you think buying a house has a lot of moving pieces, buying a business

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has far more moving pieces and, uh, we help them navigate through that.

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And you know, our clients, uh, Uh, you know, we've gotten

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good feedback about that.

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And we're actually the only firm that really does that.

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Um, we don't know if any other firm, at least here in the United States

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that really, um, provides that level of service in terms of, um, you know,

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we're, again, we're not just a lender.

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We're we really offer a lot of ancillary services, um, to help our

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clients succeed post acquisition.

Speaker:

Fantastic.

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And if, uh, Stephen, if people wanna reach you, if they wanna get hold of

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you, if they wanna find out more, uh, whether in the States, the UK, wherever

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they are around the world, what's the best way for them to do that.

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Send me an email.

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Stephen@eCommercelending.com and that's Stephen with a ph at ecommercelending.com.

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That's the best way.

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You could also go our to our website, eCommerceending.com uh, we have a lot

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of information on the website and, uh, we could arrange a, a consult

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and, um, and we could even do it via zoom if you're across the pond.

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That's no problem at all

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across the pond.

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I like that phrase.

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I like that phrase.

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It's a little.

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Very smart.

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But Stephen, thank you so much for being with us, uh, here on the eCommerce

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podcast, uh, it's been an absolute treat.

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Thank you, uh, so much and uh, all the best with your acquisitions.

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Good

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sir.

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Thank you, Matt for having me on appreciate

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it.

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So there you have it.

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What's a brilliant conversation.

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That was huge.

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Thanks again to Stephen for joining me today.

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Loved, loved, loved that.

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If you are in the eCommerce world, be sure to subscribe wherever

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you get your podcast from.

Speaker:

Uh, because, well, we've got some great conversations lined up and I really

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don't want you to miss any of them.

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And in case no one has told you today, you, my friend are awesome.

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Yes, you are.

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Say it with me.

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I am awesome.

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Uh, the eCommerce podcast is produced by Aurion Media.

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You can find our entire archive of episodes on your favorite, uh,

Speaker:

podcast app, uh, tongue twister.

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That is, uh, this team.

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The team that makes this show possible is Sadaf Beynon, Josh Catchpole,

Speaker:

Estella, Robin, and Tim Johnson.

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Our theme song has been written by my

Speaker:

good self and my fantastic son, Josh Edmundson.

Speaker:

And if you would like to read the transcript or show notes, uh, you

Speaker:

can get them for free at our website, eCommercepodcast.net, where you can

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also sign up for our newsletter.

Speaker:

So that's it from me.

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Thank you so much for joining me.

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Have a fantastic week.

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See you next time.