Monthly Archives: July 2020

Crack the Code by Renting Your Underwear

Posted on by

Before even discussing the book’s contents, you’ll need to understand what the title is (and isn’t!) about. In fact, you’re not likely to find this book by the usual search terms!

  • Despite the terms “emotional” and “underwear”, this is not another in the series of bodice-ripper romances by one Jay S. Wilder.
  • “Renting your underwear” comes from a speech saying you will need to do things that make you recoil – such as wearing rented underwear – to achieve significant goals

So let’s get to what it is. It is a business-inspirational book intended to get you to put away all the distracting (and expensive) reasons why you will not take action now to start doing what you know you ought to do. It is a quick read, at 125 pages, although you’ll probably do well to skim first to see what is in it and then come back through to pick up on the detailed advice.

It has two critical messages:

  • All that conspicuous spending buys you very little in long-term satisfaction and cost you the capital you need for the things that are really important, whether it is investing in a business, taking the dream trip, etc. Get rid of excess stuff now and stop buying it in the future.
  • If your ambitions are to do something other than what you are doing, then doing nothing because it’s just easier that way will not get you any closer to your goal

The book spends a fair amount of time discussing specific actions you can take to stop avoiding what you need to do and to keep yourself focused on the important goals. There are also links to some supporting resources such as workbooks ot help you implement some of the ideas. If you’re sitting around thinking “there has to be more to life than this” or “is this how I am supposed to spend the rest of my life?”, then this is the book for you. It will also help if you’ve already had that thought and have established some vague goals for improving your situation but you’re still wondering why nothing seems to be getting better: the odds are that you’re avoiding the harder steps that are needed to get up on that path.

Even if you’re not having such pangs, reading the book should cause you to at least question whether you have really defined any goals, or whether you are just comfortably drifting along … to where? One thing the book can’t do is to help you define what your goals might be, and that might be the hardest task of all.

The one area where I didn’t go along with the flow of the book is its constant assertions that you do need to make drastic changes. There are many people who are in fact quite fat and happy (not to say dumb, not at all) and will be very content to keep drifting on the path of least resistance. But they’re not likely to be reading a book about how to do anything about it, so the book isn’t meant for them anyway.

Here’s The Deal

Posted on by

Here's The Deal: Everything You Wish a Lawyer Would Tell You About Buying a Small Business by [Joel Ankney]

Subtitle: Everything you wish a lawyer would tell you about buying a small business.

The subtitle pretty much nails it. Whether you are a business buyer, seller or broker, you owe it to yourself to gain the perspective an experienced business lawyer can bring to the process. The book is chock-full of examples of what can go wrong if you decide to save a few dollars and wing it on your own. At the same time, Joel Ankney is very pragmatic, pointing out many issues that simply aren’t worth haggling over if your objective is to buy the business instead of torpedoing every deal you’re in. (It can also be a bit scary for a seller in realizing all the ways a buyer can create havoc if they feel like it and their own business lawyer isn’t up to it.)

It’s a sizable book, about 270 Kindle pages. The bulk of it is devoted to walking through a typical Purchase Agreement, first explaining the clauses and then pointing out the pitfalls and opportunities in each one.

One of the key points to understand is the difference between an equity sale (buying the business outright by taking over the ownership share) and an asset sale, which is not just a bankruptcy liquidation as many expect but rather a mans of transferring all the assets, including intangibles such as  “goodwill” and customer lists, to a company you own.  The point here is liability for past events and future discovered latent issues, and here I wish the book had gone into even more depth.

The author is so opposed to a buyer doing this that he gives it pretty short shrift, but there are several situations in which that’s not possible or preferable. Examples include when you’re buying a company with desirable government contracts (very common in Virginia) or with licenses that are not transferable, such as medical and elder-care facilities (also very popular right now). He does not say this, but (while conceding that I am not an lawyer and highly likely to be wrong since common sense and the law are not always aligned) it stands to reason that but I believe, that any sort of employee deals (e.g. key people, education retention, non-competes, etc.) would also be off the table if the prior company with which they signed their agreement disappeared in an asset sale; they would have no obligation to the new company and its owner.

Another key point is the non-viability of “agree to agree later”  clauses, at least in Virginia.

One area that deserves comment is the strong preference Ankney gives to using a Letter of Intent (LOI) instead of a Purchase Agreement. Of course the buyer would like that, as they are committed to nothing at all, while requiring the seller to do a lot of work and expose a lot of proprietary or competition-sensitive information. In Transworld’s experience, this approach may be more appropriate for larger purchases in the $3 million+ range, but is unreasonable to expect for a smaller deal.

Ankney has also had some bad experiences with business brokers. As with every profession, there are some snake-oil salesmen out there. That is a superficial basis for critiquing the entire role. I would agree that if a seller and a willing buyer have already found one another, then the broker’s basic task is complete.  Assuming they are competent as a “business intermediary”, the broker can still play a critical role in keeping everything at arms’ length to avoid the inevitable spats that occur over 6 months and often spiral out of control if there is no intervening party, and to keep the ball rolling so that inertia does not set in while the principals are both busy conducting their daily businesses.

Again, a book that all parties to a business deal should read.

Amazon link: https://www.amazon.com/Heres-Deal-Everything-Lawyer-Business-ebook/dp/B01N810N0T

Tuned In: Eight Lessons to Sales Success

Posted on by

This short (83 pages) novella walks you through the basic steps of getting your name out there and the rewards of doing so. The approach allows you to compare the downside of refusing to do it through the character of the industry veteran who has become cynical about the whole process but is assigned as a mentor to a new and enthusiastic recruit. The book puts a human face onto the spammy side of sales and reminds us that people can only sell to other people, so establishing and maintaining relationships is critical. Naturally to make the points some of the storyline has to be a bit contrived but not to the extent that you often find in “business novels”. An easy read tat has enough depth that you will be back to refresh yourself from time to time.

Amazon link: https://www.amazon.com/gp/product/1456731513