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Buying a Small Business? Avoid These Costly Mistakes

Writer's picture: Celine Nguyen, CFACeline Nguyen, CFA

Updated: Oct 31, 2024

A businessman examining a magnifying glass over financial documents with red warning flags or question marks visible

Buying a small business can be your path to entrepreneurial success - but it's also fraught with expensive pitfalls. Having advised numerous SME transactions, we've seen eager buyers make the same costly mistakes. Here are the critical traps to avoid, based on real-world experience.


Trap No. 1: Taking 'Adjusted' Financials at Face Value

Ever seen a business for sale with minimal reported profit but with highly attractive "adjusted EBITDA"? It's a common sight in business acquisitions. While some adjustments are legitimate, many can make a struggling business appear as a golden opportunity.

A classic red flag is when sellers add back "one-off" expenses that mysteriously occur every year, or claim personal expenses that are actually crucial for business operations. Each adjustment can drastically alter the financial picture, potentially masking underlying issues or inflating the business's value.

Remember: Not all adjustments are legitimate, and blindly accepting them can spell disaster for your investment. Always seek expert guidance to validate these adjustments and understand their true impact on business value.


Trap No. 2: Blindly Trusting Historical Numbers

Many investors heavily rely on financial statements to guide their decisions. However, here's a harsh reality: financial statements can be manipulated or "cooked up". Just yesterday, KPMG was fined $2 million for "failures" in auditing M&C Saatchi, and who can forget the infamous WorldCom scandal?

Smart buyers:

  • Verify key numbers against third-party sources like bank statements

  • Look for inconsistencies between financial statements and tax returns

  • Check if business performance aligns with industry trends

  • Request supplier and customer references to validate relationships


Trap No. 3: Over-Relying on Legal Advice Alone

While lawyers are crucial for protecting your interests, a legally sound contract doesn't guarantee a successful investment. We've seen buyers spend heavily on legal fees while skimping on commercial due diligence - a costly mistake.

Build a balanced advisory team instead:

  • Lawyers for contract protection

  • Accountants for financial verification

  • M&A advisors for commercial due diligence and negotiation strategy

  • Industry experts for operational insights


The Bottom Line

The path to successful business ownership doesn't have to be a minefield. By avoiding these common pitfalls and taking a systematic approach to due diligence, you can significantly increase your chances of a successful acquisition.

Remember: Thorough due diligence isn't just about finding problems - it's about understanding the business deeply enough to make an informed investment decision and create value post-acquisition.


 
About Zenify Investments

Zenify Investments is a boutique M&A advisory firm specialising in Australian SMEs. We bring big-firm expertise without the premium price tag, providing hands-on director-level support throughout every engagement. Whether you're considering buying, selling, or need a business valuation, we deliver sophisticated analysis with practical, actionable insights.

Planning a business acquisition? Contact us for a confidential discussion about how we can help you avoid these common pitfalls and make informed investment decisions.




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