As you have heard repeatedly (and why you have received so many calls) over the past few years, it is a historic time in the market for selling privately held companies. On the strength of this market, many business owners are considering selling their companies to gain liquidity for the asset that usually represents the majority of their net worth. Year Sold EBITDA Sales Price Fed Cap Gains Rate Interest on proceeds Owner’s Yield (2010) 2008 $2 million $8 million 15% +$1 million $7.8 million 2010 $2 million $8 million 25% 0 $6 million
In regard to timing and value, there are other economic factors to consider during this process. Perhaps the most critical component is the likely increase in the Federal Capital Gains Rate in 2009 and beyond. As one Republican pundit recently put it…“Capital gains taxes are going up no matter who gets elected president, or what party they’re from. That’s just how it’s going to be.”
The first question is “how is that going to affect the market for privately held businesses?” Foremost, owners are looking to sell their businesses now rather than in late 2009 or 2010, in order to avoid paying what they believe will be higher capital gains rates. Furthermore, the value of privately held companies remains high since there is a lack of quality businesses on the market at this time. This philosophy is predominantly felt in the small to middle market buyout space, particularly when it comes to selling family-owned or private, closely held companies.
Consider this example; a company is sold for $8 million in 2008 or 4 times its earnings/EBITDA (Earnings Before Interest, Taxes, Depreciation & Amortization) of $2 million. An EBITDA multiple of 4 is considered “typical” for companies with $8-20 million in revenues. The impact of the federal capital gains tax rate is shown below: