Acknowledging that business aircraft transactions involve a host of disciplines where consultants can add value, David Wyndham cautions that human nature is also a force to be considered.
The process of acquiring a business aircraft is complex and involves many different technical disciplines. Pilots may be the best experts to deal with operational issues; maintenance specialists are needed to address aircraft condition at the time of sale and during the time of ownership. There are numerous legal considerations with respect to contracts, letters of purchase and taxes.
Accountants often need to weigh-in on how future costs will be handled. The delivery and acceptance of an aircraft may require additional skilled individuals who can shepherd the aircraft to completion.
All of these disciplines involve technical terms and in-house jargon that can confuse the buyer or the seller.
As have been discussed in the previous two articles in this series, an aviation consultant can be used to advise and help in many of these areas. He or she can assist the flight department in performing a thorough, fact-based analysis of the air transportation needs of you and your company. They may be able to help your legal team with the purchase and sale agreement, letter of intent, management agreements, and other documents that have a unique twist in aviation.
The outfitting and delivery process with a new aircraft is lengthy and complex. There are consultants who can monitor your new aircraft from the assembly line through the interior outfitting to the final acceptance. They can be involved in the interior refurbishment and paint of existing aircraft, too. Their blend of maintenance and contractual expertise may prove especially helpful for keeping the delivery process on time and on budget.
Operations, maintenance and safety consultants can help your aviation department be safe and efficient. They can recommend an appropriate level of management and reporting, and assist the aviation department attain and maintain appropriate skills.
Other than operational specialists, the consultants mentioned above are all involved with the aircraft acquisition process. Few aircraft sales happen without the assistance of an aircraft sales professional. Thus it seems natural that the aircraft brokerage firm might also offer their services as your consultant. This may be convenient, but you need to be aware of human nature!
When replacing an aircraft that you or your firm owns, the aircraft broker is a key member of your team. That professional can help you get your aircraft ready to sell and present it to the market with the goal of maximizing the sale price while minimizing the time required to execute the sale. Throughout their careers, many brokerage firms establish enduring relationships with their clients. They know the market and the process, and they are trusted advisors to their clients.
Like real estate transactions, aircraft resale brokers work for the seller. They are under contract to the seller and are obligated to do the best job they can in selling their client’s aircraft. Often the same skills needed to be a seller of aircraft can be applied to the process of purchasing the seller’s next business aircraft. Therein lies the rub: If a broker who is primarily selling aircraft also acts as a buyer-broker, the potential for conflict of interest exists.
If the aircraft broker’s primary job is selling their client’s aircraft, and you employ him or her to help you find and acquire an aircraft (i.e., you employ the broker to be your purchase consultant), then your contract is secondary to the broker’s general business. How can the interests of both buyer and seller be primary when the seller wants top dollar and the buyer wants a great deal? While a successful sale involves a willing buyer and a willing seller negotiating to a mutually agreed-to price, it is difficult for one broker to represent both buyer and seller.
Any ethical sales broker also acting as a buyer broker has the responsibility to fully disclose their status to their clients. There are relationships were one consultant successfully represents both buyer and seller.
But it is extremely difficult for any of us to be Solomon-like in our dealings - someone is the primary interest.
There are a small handful of brokers who participate only in either buying or selling a client’s aircraft. A buyer’s broker I’ve dealt with often has turned down many offers from their clients to help them resell their existing aircraft. At my company, we also have turned down offers to broker aircraft. We want to do our best for each client. Having one to sell and one to buy makes life tougher than it needs to be. It’s human nature to pick favorites. We can say the buyer-client and seller-client are equal, but there may come a time when one is more equal than the other.
If you have a trusted aviation broker with whom you have established an outstanding, trustworthy relationship, then work with that firm as your transaction consultant. But take the advice of the late President Ronald Reagan: “Trust, but verify”. Stay well informed to assure that all parties are keeping their bargain.
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