tyler-smith.com · Questions & Answers

Why do buyers insist that an owner completely decouple personal credit cards, auto leases, and personal bank guarantees from the business entity well before going to market?

Commingling personal finances with corporate operations signals to a buyer that the business is an owner-dependent lifestyle vehicle rather than an independent enterprise. Even when personal expenses are tracked as add-backs, messy balance sheets invite aggressive diligence scrutiny, delay closing timelines, and create working capital disputes.

Acquirers verify that the company can operate strictly on its own credit profile. If your working capital line of credit requires your personal signature or personal real estate as collateral, the buyer's lender cannot easily step into that credit facility. Begin working with your commercial bank two years out to establish standalone business credit lines secured solely by company assets, accounts receivable, and inventory.

Next, remove all personal vehicles, family cell phone plans, non-business club memberships, and personal travel from your general ledger. While sellers assume they can simply add these items back to EBITDA on a spreadsheet, institutional buyers view excessive add-backs with suspicion. Every add-back an auditor disallows directly lowers your transaction price.

Cleaning up the balance sheet also simplifies the Net Working Capital negotiation. Personal assets or liabilities lingering on corporate accounts distort normalized current assets and current liabilities. Make it a quarterly Rock to transition all personal liabilities off the company books. Run the business as if you were an independent, non-owner chief executive officer reporting to a board. Clean corporate boundaries generate immediate trust with buyers.

Category: Exit Planning

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