Scenes From a Sale

Be prepared for last-minutes glitches.


Speaking in his gentle Tennessee drawl, Jim Baker sounds relieved. Three hours ago, he sat across a boardroom table from a group of investors—"a bunch of young guys"—and sold his company.

It almost didn't happen.

Baker was 39 when he took his savings of $2,200 and started Baker Glass, an architectural glass company in Antioch, Tenn., outside Nashville. In the intervening 18 years, he and his minority partner, who is 61, built Baker Glass into a $10 million business. And he built his family, too: Today Baker, 57, has a 28-year-old, a 21-year-old, a 14-year-old, and a baby granddaughter. Last year, with retirement and some college tuition still ahead of him, Baker began worrying about an exit strategy.

His timing was great. His business was booming, and so was the glass market. But economists were already predicting that Baker's industry will have a "hard landing" next year, so selling earlier rather than later was a good idea.

Baker is one of the few entrepreneurs who did everything right from the get-go. His books were in order and his client list diversified. He offered to finance half of the deal for a company that local broker Mike Togneri found quickly. Still, it took six months to get his financials audited and to sort through complex bond issues that delayed closing for at least two months.

Finally, the day arrived. Baker felt good. Then the other shoe dropped. In some last-minute paperwork, the lending bank changed the expected structure of the loan. "It was almost a deal killer," Baker says. "The anxiety was almost unbearable."

He and his partner almost walked out—and into an uncertain future.

"The thought of going through it again with another buyer, it would have been rough. My partner and I had pretty much decided that if this didn't go through, we may not sell."

For an hour and half, Baker could hardly breathe. On the phone, he says, "It's something you work for your whole life. You never know how retirement is going to be. Some guys are my age and haven't saved a dime. It's scary."

Finally, the lawyers managed to hash it out, and the deal was done.

Baker, who is staying on as president for the next three years, breathed.

"As a baby boomer, I feel like I've climbed a mountain to prepare for retirement," he says.

Finally, all he had to worry about was what to choose for his celebratory dinner.

small business