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Methods for Raising Money for a Restaurant, Bar and/or Club Acquisition – Part 2

By in 2011 - Volume 13 with 0 Comments

In the first part article on this topic I discussed how to raise money through raising your own money, seller financing, third party financing including SBA loans, small minority and woman-owned business loans and bank loans. In this article I will discuss the various ways investors can be helpful in investing into your business and various formulas that I have seen used by owner/operators to raise money for their businesses.

Investor Financing. A common source of raising money for one’s business is from third party investors. These are people, other than family members or close friends, who know of your track record either as a customer or reputation from others who have seen you in operation or have read reviews about you. Since this is high risk business I would only accept investments from individuals who are financially strong and can afford to lose their investment. Many investors are driven to restaurant, bar and club investments for ego gratification so they can brag to their friends that they own a piece of hopefully a well know business. Usually the investors principal is returned to him over a number of years from the cash flow of the business. After the investor recovers his initial capital back then profits are split on a pre negotiated formula between the investor partners and the managing partner. There are various economic structures for investors coming into deals but in most cases they limit their financial and overall liability exposure by either becoming a limited partner in a limited partnership, a shareholder in a corporation or a member in a limited liability company. In these entities usually the managing partner gets a salary for running the business before there is any return of original capital or profit to the partner.

Examples of Formulas to Use for Investors Investing Money for Purchase of a Business.

Formula 1 – This is a situation where 100% of the money needed for the purchase of the business is provided by an investor(s) and the managing partner does not make an investment but receives a market rate salary for running the business and the opportunity to share in the profits in the future after the investor(s) get their investment back. In this situation it is agreed that the profits would be split 50% to the investor(s) and 50% to the managing partner after the investor(s) get back their original investment. In reviewing the profit and loss statement and after the managing partner of the business gets a market rate salary as a working owner the remaining money is distributed to the investor(s).

Please find below an example of Formula 1. At the end of the fiscal year there was a profit of $250,000 after the managing partner received a salary of $60,0000 for running the business. In some cases included with the salary for the managing partner will be health insurance, a food allowance plus a car allowance, etc. for business purposes. The total investment made by the investor(s) was $200,000 so after the first $200,000 was distributed to the investors(s) there was remaining $50,000 which is split 50/50, or $25,000 of the profits distributed to the managing partner and $25,000 distributed to the investor(s). So in this given fiscal year the total compensation paid to the managing partner was $85,000 ($60,000 salary + $25,000 profit distribution = $85,000 total compensation). In subsequent years since the investor(s) investment has been paid back any future profits would be split 50% to the managing partner and 50% to the

investor(s). Let assume the next year’s profits were $150,000. The distribution of these profits would be $75,000 to the managing partner and $75,000 to the investor(s) so the total compensation to the managing partner would be $135,000 ($60,000 salary + $75,000 profit distribution = $135,000 total compensation). If there is an additional investment required by the investor(s) again in the future the same formula indicated above will apply.

The summary of the above is as follows:

First Operating Year Calculation

First Operating Year Calculation

$250,000 profit
-200,000 return of investor(s) investment
$50,000 remaining profit
-25,000 to managing partner
-25,000 to investor(s)
0 remaining balance

Second Operating Year Calculation

$150,000 Profit
-75,000 to managing partner
-75,000 to investor(s)
0 remaining balance

Formula 2. This is a situation similar to Formula 1 above however the investor(s) receives a yearly preferred return on their investment until their investment is paid back in full before profits are split between the managing partner and the investor(s).
A preferred return is a pre-negotiated percentage return on the investor(s) investment when the deal is put together. Lets assume that the preferred return is 10% of the investor(s) investment. Lets assume that the investor(s) investment is $200,000 so the yearly preferred return to the investor(s) would be $20,000 ($200,000 original investment x 10% = $20,000 preferred return). If there was a $250,000 profit after the managing partner received his salary of $60,000 the profit distribution would be as follows: the original investor(s) investment of $200,000 + $20,000 preferred return or $220,000 would go the investor(s) first so the remaining profit to be distributed is $30,000 ($200,000 investor(s) investment + $20,000 preferred return = $220,000 less $250,000 profit = $30,000 remaining profit to be distributed). This remaining profit would go 50% or $15,000 to the managing partner and 50% or $15,000 to the investor(s).

The summary of the above situation would be as follows: the managing member would receive $75,000 ($60,000 salary for running the business + $15,000 profit =$75,000) and the investor(s) would receive $235,000 ($200,000 investment + $20,000 preferred return + $15,000 profits = $235,000 investor(s) return).

The summary of the above is as follows:

$250,000 profit
-20,000 preferred return to investor
-200,000 return of investor(s) original investment
$30,000 remaining profit to be distributed
-15,000 distributed to managing partner (50%)
-15,000 distributed to investor(s) (50%)
0 remaining balance

Formula 3. In this situation the managing partner makes an investment into the business as well as the investor(s). In this situation the deal is structured as follows:

1) there is a total investment of $300,000 and the managing partner puts in $150,000 and the investor(s) puts in $150,000,

2) the managing partner receives a $60,000 yearly salary which is adjusted annually for cost of living for running the business which comes out of the business before profits are divided,

3) the agreed profit split after the partners receive a ten percent preferred return on their investment is 60% to the managing partner and 40% to the investor(s).

Please find below an example of the above. The profits of the business are $150,000 after the managing partner receives his yearly salary of $60,000. The $150,000 yearly profit would be split as follows: preferred return to partners of $15,000 each ($150,000 investment x 10% = $15,000 preferred return) then remaining profits would be split 60% to the managing partner and 40% to the investor(s).

The summary of the above is as follows:

$150,000 profit
-15,000 preferred return to managing partner
-15,000 preferred return to investor(s)
$120,000 remaining profit
-$72,000 distributed to managing member (60% profit)
-$48,000 distributed to investor(s) (40% profit )
0 remaining balance

Other Formulas. There can be many other variations of the above formulas depending on the priorities of the parties involved. Please find below some common variations for profit distribution. In a situation where the managing partner puts no money up and the investor(s) wants to give the managing partner an extra incentive to increase profits a formula can be set up as follows: after the managing partner gets his salary he also gets a performance bonus which can be set up in a number of ways. One common method is to have part of the bonus tied to increased sales versus budgeted sales and a larger part of the bonus is tied to increased profits versus budgeted profits. Lets assume that the bonus formula is that the managing partner receives 5% of increased sales versus budgeted sales and receives 10% of increased profit versus budgeted profit. For example if the budgeted sales were $1 million and the actual sales were $1.1 million and the budgeted profit was $150,000 and the actual profit was $200,000 the yearly incentive bonus to the managing partner is as follows: a. he gets a $5,000 sales bonus ($100,000 increased sales versus budgeted sales x 5% = $5,000) and b. he gets a $5,000 profit bonus ($50,000 increased profit versus budgeted profit x 10% = $5,000). In the above example we will assume that after the managing partner receives a yearly $60,000 salary adjusted yearly for inflation and receives a performance bonus, if applicable, then the investor(s) gets their original investment back and then profits are split 50/50 between the managing partner and the investor(s). Further we will assume that the investor(s) invested $250,000 and that the profits of the business are $200,000.

The summary of the above is as follows:

$200,000 yearly profit
-10,000 performance bonus paid to managing partner
($5,000 sales bonus + $5,000 profit bonus)
-190,000 profit paid to investor(s)
0 remaining balance

In the second year of operation the profits are $250,000 and the managing partners performance bonus is $15,000 and the summary is be as follows:

$250,000 yearly profit
-15,000 performance bonus paid to managing partner
-60,000 profit to investor(s) to get 100% of their
original investment back (the investors
investment is $250,000 and they have
previously received $190,000 back of their
original investment so their remaining
investment is $60,000.)
$175,000 profit to be split
-87,500 50% paid to managing partner
-87,500 50% paid to investor(s)
0 remaining balance

In the above example the managing partner would have received in addition to his $60,000 yearly salary he would receive a $15,000 performance bonus plus 50% of the remaining profits or $87,500 so his total compensation would be $162,500 ($60,000 salary + $15,000 performance bonus + $87,500 profit split = $162,500). The investor(s) would receive $147,500 made up of $60,000 which is the remaining return of their original capital plus 50% of the remaining profits or $87,500 ($60,000, the remaining return of their original capital + $87,500 profit split = $147,500).

These methods are just a few of the many formulas that can be used to raise money for a new investment opportunity. If you would like to discuss additional creative methods for financing your new business opportunity please contact us.

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About The Author
Steven Zimmerman, CBI, M&AMI, CBB, FIBBA

Steve is the Founder, Principal Broker and Chief Executive Officer of Restaurant Realty Company. Steve has personally sold/leased over 1000 restaurant, bar or club businesses, sold many commercial buildings and completed over 4,000 restaurant valuations since 1996. His real estate experience also includes sales, acquisitions, management and ownership of numerous properties throughout California including restaurants, hotels, apartment buildings, single family houses, an office building and a multi-use retail building. Steve is also the author of Restaurant Dealmaker – An Insider’s Trade Secrets for Buying a Restaurant, Bar or Club available on Amazon. Prior to starting Restaurant Realty Company Steve had over 20 years of restaurant experience and was President and Chief Executive officer of Zim’s Restaurants, which was one of the largest privately owned restaurant chains in the San Francisco Bay Area. READ FULL BIO | HIRE EXPERT WITNESS - LEARN MORE