Is there pricing elasticity? What's proprietary? What's the company's competitive advantage? Status of employment agreements and non-competes? Post-Acquisition: Are there cost savings after purchase? Are there significant capital expenditures pending? Is there synergy with the seller? Is it perceived the integration will go smoothly? Are there substantial cross-selling possibilities? Will the cultures blend? The Financials: By training and education, many business appraisers emphasize the numbers. They will look at the past, current and future numbers. They will consider all the basic financial figures such as: • growth rate • return on investment • gross profit percentage • EBITDA percentage • industry metrics • debt to net worth • book value Fundamentals: Business appraisers should also consider the company’s history, its management, products, distribution, etc. The following should also be seriously considered: multi-products, different markets, wide distribution and the quality of management. Value Drivers: These are important business elements that are most often ignored or completely overlooked by business appraisers.  However, they are very important to a potential buyer. • product differentiation • defensible position • technology • dominant market share • well-known brand(s) • cost advantage • proprietary customer