Frequently Asked Questions

That's great! Keep doing work you love. We don't want to buy you out if you're still enjoying it.

You might be right that we won't want to buy your business, but it's really hard for us to know that for sure without a conversation.

Do you run a small enough operation that it can't run without you and/or your immediate family members? If that's the case, we celebrate your entrepreneurial spirit and familial creativity — and we're not currently in a position to buy businesses just to take on their clients and suppliers. We also need the staff, equipment, and facilities, and the internal operational practices you've helped them all develop.

Maybe once we've bought a couple of nearby businesses in your industry, we'd be able to allocate staff and other resources to taking over your work and helping you retire. But until then, such small businesses aren't a great fit for what we're building.

Not through the mergers-and-acquisitions route, anyway. There's also this whole business-cooperative concept...

We're building a trans-industrial multi-stakeholder Sociocratic workers' co-op. This is our national cooperative business network for a fairer society. The first member of this co-op is the social equity firm that's buying businesses, and it will be joined there by each business it acquires. Other qualified businesses are eligible to join as well, and even non-member businesses can benefit from our economies of scale by buying businesses services through us. There are of course different tiers of membership, depending on the degree to which each member business commits itself to our shared principles of Sociocratic cooperation.

1. As buyers, we want to talk directly with you the seller, not go through some third party.

2. As a seller, you want to know that the business you built will be in good hands when you move on.

3. Brokers sign sellers by promising high prices, but they make more money on volume than on their percentages, and they can wind up pressuring their clients — who are under contract to sell exclusively through them — to take deals much lower than their initial valuation.

We don't participate in bidding wars.

If you have multiple interested buyers ready to bid on your business, we will congratulate you and walk away. If you shop a deal around after signing an exclusivity agreement with us, we'll also bill you for the costs we've incurred on due diligence.

If you get to the end of all the bidding and the talk, and you still want to sell, please get in touch. What we can offer you is an easy process that moves quickly to a conclusion that works both for you and for us. We can promise you no hassles, and no wrangling, though we will probably repeat ourselves, and we might ask the same questions a few times, a few different ways, and we will definitely be in contact with each other a lot. We do it this way so that you can get on to the next chapter of your life, and so that we can get on with helping your business — and the people who rely on it — thrive in your absence.

We will respect your time and energy. We will offer you the best deal we can, as quickly as we can. And we will move our deal promptly toward closing. All we ask is that you share some essential financial information with us up front (so we can prepare a deal structure that seems likely to work), and then sign a letter of intent (LOI) granting us a few months to see if we can reach a mutually satisfactory agreement.

So long as you agree to keep it confidential, yes. That's one thing we won't be posting any time soon, though — partly because we've only paid for the right to use it, not the rights to publish it!

Our founding CEO:

I was raised on a farm in the lap of Mount Abraham, where they learned that we all do better when we lift each other up. When the storms come in and the roads are nigh impossible, we check on our neighbors to make sure they have food and heat, and when it comes time to get the hay in before it rots in the field they all help cut, bind, and gather the bales. I've studied mathematics (wrote a thesis on cryptographic number theory), practiced politics at the neighborhood level (twice elected Chair of my local Democratic Party, representing six hundred thousand people; managed hundreds of volunteers; broke fundraising records), and built, consulted on, and invested in more businesses than I can count offhand (some flew, some didn't).

We do, but we also have a lot of good opportunities to put it to work, and mostly it's already at work somewhere else, so the deal really has to make sense both from a numbers perspective and in terms of feeling right in our guts — not just by warming our hearts.

We can supply you with a letter of reference from a top-ten commercial bank, if that would put your mind at ease. But until we're actually talking about a specific deal, that letter will be quite generic.

We have backers, advisors, partners, and staff, and you might even be in frequent contact with members of our staff as we move toward completion and execution of our deal, but you will only have one person to negotiate with on our side of the table when coming to an arrangement for the future of your business.

Our backers are limited partners and/or members of an investment cooperative that funds our purchases but has limited oversight of our investment decisions. They appoint a member of our root circle (effectively the Board), but they do not have a greater controlling stake in the operation than anyone else in that circle.

Our advisors are people whose perspective we find invaluable in making decisions about our course of action. They are appointed by our backers (described above), our partners (for example the ISCB and AFS UK Ltd), and our staff. They join our CEO in making high-level policy decisions to guide our work together, and to appoint additional members to the root circle when we recognize an essential perspective that's missing from that space. Everyone in the root circle has the authority and responsibility to point out bad decisions, so we can avoid known mistakes and unaffordable risks — and more quickly make new and more valuable ones. But no-one in that team can force the organization down a bad path, and our CEO has the authority to make investment decisions and finalize deal terms according to the guidance given to them by the root circle without having to consult back with them.

Various people whose perspectives we find invaluable when making decisions, some of whom we're still in the process of recruiting, including:

• outside board members with expertise in a wide range of topics, whose lived experiences complement our own,

• industry experts for evaluation of specific deals and post-acquisition oversight,

• our founding CEO's investment advisory team at a top-ten US commercial/retail/investment bank,

• professionals such as legal counsel, accountants, and HR specialists,

• loan officers at local banks and credit unions, and

• our respective partners, spouses, and siblings, all of whom are among our dearest friends and most trusted advisors.

Every business is different, so there's no one-size-fits-all formula. We don’t just slap on a standard multiple like big investors might. Instead, we look at what you've built and ask: how does this fit with what we're building?

We're especially focused on two things:

1. How much more money can we make by combining your business with the others we own?

2. How much money can we borrow to help buy it?

Whatever the source of the money—loans, our savings, or selling something else—we need to be sure that your business can keep making enough profit to pay back that money over time.

Here’s one way we sometimes think about it: get a loan from a bank.

• If you didn’t want to sell, and instead went to the bank to borrow money yourself, you could probably get about the same amount we’re offering. But you'd have to keep running the business, take on all the risk, and deal with the loan. And you'd probably pay a higher tax rate (like self-employment taxes at ~40%).

• If you do sell, the money you get would likely be taxed less (maybe around 15%), since it’s treated as a capital gain.

So, the amount we offer is based on what the business can realistically support—and what makes financial sense for both you and us.

While we’re working with you to figure out what the business is worth to you, we’re also figuring out if it’s worth that much to us. If it turns out it’s not, we’ll be honest and let you know, so you can find a better buyer.

Basically, we're looking for financial data (bank statements, internal books, tax filings, and anything prepared for you by an accountant) going back to January 2020 (or as far back toward that month as you have).

The most convenient form would be PDFs and spreadsheets, as follows:

1. monthly balance sheet from January 2020 through 2025 YTD in excel

   • column format (all on one excel sheet, one column for each month)

   • should include account numbers

2. monthly income statement (aka Profit & Loss or P&L) from January 2020 through 2025 YTD in excel

   • column format (all in one excel sheet, one column for each month)

   • should include account numbers

3. corporate tax returns for 2020, 2021, 2022, 2023, and whatever you’ve filed so far for 2024, as PDFs

   • Forms 1120S or 1040-C

   • Oregon tax forms

   • any other corporate tax forms that you file, eg with your city or town

4. monthly bank statements for all periods January 2020 through 2025 YTD, as PDFs.

5. listing of all employees 2020 to present along with annual compensation and summary of benefits

6. detailed listing of any personal or extraordinary expenses running through the business, by month, from January 2020 through 2025 YTD in excel (column format, one column for each month)

Obviously there’s other information we'll need as well, eventually, but this is a good first step to check if it makes sense to continue the conversation about a possible deal.

These financial documents also lay the foundation for the rest of the DD process, including both commercial and legal due diligence (CDD/LDD), and give us a basis for agreeing on a likely deal structure. Thus, they help create a roadmap for the rest of the negotiations all the way through to completion of the sale.

We will treat all the information that you share with us about your business with the same due care as our own private information, sharing it only with the advisors on our diligence team whose evaluation of such materials we find necessary to inform our own. And if you want us to sign an NDA to that effect, we're more than happy to do so.

We have absolutely no basis for making an offer without looking at that data. Maybe what you want is a signed Confidentiality Agreement or Non-Disclosure Agreement? Both are commonly referred to as an NDA.