For many tire dealers, their real estate is one of the most valuable components of the business. Yet when it comes time to sell either a store or the entire business, it's possible that owners inadvertently leave money on the table.
In many transactions, the business and real estate are sold together as a "bulk package." The buyer acquires both assets, even though many buyers ultimately do not want to own the real estate long-term. In many cases, the buyer later refinances, restructures or sells the real estate anyway.
When you buy in bulk, you expect a discount. But why should you price your hard work building a company and legacy as a bulk discount?
In essence, you can capture a higher overall price for your business and real estate by selling them separately (a la carte).
There's an important reason for this: business and real estate are two different assets with two different buyer pools. The business may be valued based on cash flow, customer retention and market share. The real estate is generally valued based on location, traffic counts, land value and long-term rental income.
Rarely does one buyer pay the maximum value for both at the same time.
A hypothetical example: A tire dealer owns a five-store portfolio generating $2 million in EBITDA, along with the underlying real estate. In a traditional bundled sale, the owner may receive $14 million in total for the business and property.
But if the transactions are separated, the outcome may look very different. The operating business alone might sell for $10 million to a new operator. The buyer could then sign long-term leases on the stores, allowing the seller to market the real estate separately to real estate investors. Those leased properties may later sell for another $10 million.
The owner potentially nets an extra $6 million simply by separating the assets.
Obviously, doing two transactions instead of one will take longer and introduce new headaches, but I've found in most cases the juice is worth the squeeze.
It's important to engage subject matter experts who can help advise you through the respective sales. Typically two separate advisors are needed: an investment banker for the business and a real estate adviser for the real estate.
When it comes time to sell, don't leave millions on the table.
Matt Kramer is a founder and managing partner at Century Partners Real Estate, advising investors, tenants, developers and capital providers across the U.S. He specializes in real estate strategies for private owners, institutions and tenants of net-leased retail properties. Reach him at mkramer@centurypartnersre.com.
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