Due Diligence 101 or What you Don’t Know Can Kill You!
February 16, 2009 by admin
Filed under Nail Care & Polish
Willard Michlin asked:
Introduction:
This article is written as a general discussion on the subject of “Due Diligence”. It is for informational purposes and not intended to be a definitive guideline for your exact situation. You should consult the appropriate professionals with regard to your specific transaction or situation. Further, this article is in no way advocating, suggesting or implying that anyone engages in any type fraudulent activities whatsoever. These are simply the things a buyer should be aware of when doing due diligence in buyer a business.
You spent months finding the right business. The seller says that you cannot go by what the tax return shows but the business is making a lot of money, and he can prove it. Your inspection of the profit and loss statement shows that sales have been increasing slightly in the last few years. Most important, and the best news of all is; the price is right! Does it sound too good to be true? I am sorry to tell you this, it probably is.
I think it was Benjamin Franklin who said, “A fool and his money are soon parted.” Mr. Franklin must have known a lot of business buyers. When buying appliances that break in a month, it costs you a few dollars. When you go to a swap meet and are cheated because the solid gold watch is really gold plated, it costs you a few hundred bucks. When a used car salesman cheats you, by selling you a lemon, where the speedometer has been turned back 100,000 miles, it costs you a few thousand dollars. Getting cheated buying a business can cost you many thousands to hundreds of thousands of dollars. The only investment or purchase that I know of where you can be cheated out of more money is in the area of real estate. Real Estate fraud can runs into the hundreds of millions of dollars and does. You would be shocked at all the people between 1875 and 1950 who saw ads for prime real estate in Florida and bought swamp land. What about prime Louisiana beach front with Alligators living outside your front door? I have written a series of articles on fraud and it keeps getting bigger and bigger.
I hope that the point is made. Never buy a business on someone’s word. Actually, you should never buy anything on someone’s word. Confirm everything, believe nothing and understand that you are still going to find out things, after the close of escrow, which is going to surprise you. A similar example is one known by every employer. A staff worked for a company for 4 months and complained to the personal officer that the job was just too difficult. He kept complaining that he needed more training and lower quotas. You feel sorry for him. You talk to him and talk to him about it. You listen and believe all the excuses he gives you for poor production. Finally he quit, blaming you for something that you did, this just before you were going to give up and fire him. Then you started to take over the work of finishing his incomplete projects. You are shocked, as you always re, at what he did wrong and what he had covered up, that he was not doing. This is what happens when you buy a business. You find out all the actions that the seller, not his staff, had stopped doing, from the day that he decided to sell the company.
Many businesses are doing well. Sometimes the owners have personal things going on in their home life. Sometimes they have medical problems. Many times the business is not doing well and the seller is frustrated. It is very common for a seller to work hard to build his business, but because of many reasons, it doesn’t produce what the seller wants. He gets frustrated and one day he gives up. That is usually the day he calls that business broker he met and asks the big question. How long will it take you to get me out of this place? In his mind, he is gone. He just counts the days until he physically walks out.
Have I scared you? Good. There is a plus side. It is worth all the grief that you go through to buy a business when you get in to the drivers seat, put all the marketing actions into place and start driving your own business.
In 2000 I had a client buy a car wash soap manufacturing business for $2 Million dollars. The seller swore it was making $500,000 profit per year. Due Diligence showed it was only making $300,000. When presented with the auditors report, the seller claimed the audit was wrong. The buyer bought the company, knowing he was overpaying for the business. Why? He had done his research on the production department and sales department. He went out on the deliveries with the drivers, and met customers. He determined that he could double the sales and profit within one year. After he bought the business he found two things to be true. The profit was $300,000, as my audit found. He could double the sales and profit within 12 months, and did. The seller tried to screw the buyer, but in the end, justice was served. The seller screwed himself more than he screwed the buyer by not running his business correctly. If he had he could of sold it for a lot more than $2 Million dollars.
Ok, enough with the fun stories for now. Let’s get down to the details of what to look for when doing “Due Diligence.”
Due Diligence Defined:
The phrase is composed of two words. “Due” which the dictionary defines as “Proper or adequate” and Diligence, which is defined as “Degree of care or caution expected of a person. Especially as a party to an agreement.” Caution is the watchword in this definition.
Financial Statements – What to look for:
Add Backs:
If you bought the business through a business broker you should have received the business financial statement with a separate worksheet showing adjustments to those statements. These adjustments show the owner’s benefits received from the business besides the profit and salary he receives. These can also be defined as personal expenses that need to be added back to the profit. Depreciation, incomes taxes, interest expense are add backs that are not personal. Personal includes such things as family auto expenses, owner life insurance, owner health insurance, business entertainment that was not really spent on clients, business trips not really for business, home office expenses, family cellular phones and much much more.
Make the seller show you the details on some or all of these expenses to verify that they are really personal and not actually business expenses that shouldn’t be added back to profit. Spend time asking detailed questions with the general ledger in front of you. Go through individual charges and what they mean, until you fully understand what is being added back and why.
Inventory:
Inventory of resale merchandise must be checked for two reasons. One is you have to pay for it. Be careful, you do not want to buy merchandise that is old, worthless and not saleable anymore. Only pay for current marketable product. The price you are supposed to pay for the inventory is the seller’s cost. The price for old slow inventory is negotiable. Always spot check the price and count the merchandise listed on the inventory list. Do people put down that there is three of an item when there are only two? Of course, especially when they think no one is going to be checking them out. Comparing prices from purchase invoices is how you check prices. You cannot check every item against the actual cost but you can do 5% of the items. Pick at random, not by any suggestion made by the seller or others. If you do not understand how marketable the inventory is that you are buying, hire an expert, from that industry. Your broker should be able to help you in finding someone. Do not be cheap, and think you do not need to spend the money on an expert adviser. I will take a lunch bet that they will pay for them selves many times over.
The second reason for checking inventory is that if a seller doesn’t take inventory at least yearly and adjust his inventory value in his accounting records, accurately; the profit figure you are receiving will not be accurate. As a rule, the higher cost of goods sold, the lower the profit. Some business owners reduce the inventory value on the books, intentionally, to a lower value so as to make the business show a higher cost of goods sold, which then creates a smaller taxable profit. If they do this year after year, the profit may or may not be accurate for the current year. It might take a CPA to figure this one out for you, if you do not have a background in retail.
Equipment value:
Next thing to check on the financials is the real, current value of the equipment you are buying with the business. The balance sheet might, if it shows all the equipment the company owns, give you the cost of the equipment when it was purchased. If you are buying assets rather than cash flow, the equipment valuation becomes more important. No one wants to overpay for used equipment. Also check that the equipment works and is actually being used rather than sitting behind the building with other junk.
Cash Sales:
If all income is being reported, check sales volume activities that you have observed against the daily records during your “Due Diligence” to see if the volume corresponds to what was reported last year in the same month. If you see income of $500 per day but the seller shows sales of $1,000 per day, you need to find out why. Some smart buyers sit in the business all day, watch the sales and observe the activities of the staff. This works if the seller is not putting on a full fledge production fraud for you the buyer.
Fraud:
How does a seller defraud a buyer on current sales activity levels? Sellers who keep poor records or no records, many times, suggest the buyer doing a 15-day visual inspection. This helps but it is very dangerous to rely solely on physical inspections alone because the seller can still defraud the buyer. Here is the most famous of the stories I have heard over the years.
Seller owns a dry cleaner. The buyer and seller have opened escrow and the deal is subject to a 15-day physical observation period. The seller doesn’t want the buyer to find out that business volume is very slow. The seller tells all his friends to bring their dry cleaning in to the shop for a two-week period, at no charge. They bring in the clothing, get it cleaned, pick it up and pay for it. Later the business owner meets the customers and reimburses all of them for the cost of their dry cleaning. The day after escrow closes all that business traffic stops. Think it never happens? The same is true of restaurants. Seller tells all his friends to bring all of their friends in for a free meal. Customers pay the bill and some time later or at home, the business owner reimburses all the customers for the cost of their meals.
Actual time sellers spend working:
Determine how many hours the seller really works. You are buying an income stream based on a known number of hours of work. Make sure the seller isn’t working 80 hours and telling you he is only working 40 hours, per week. I had an absentee fast food owner tell the buyers and me that he worked part time – 5 hours per week. Closer inspection showed he was working 25 hours per week. One auto repair seller, we’ll call him Bob, said he never was at the business, because he had a second full time job. Inspection found he was working 30 hours a week (4 plus hours every night, and 8 hours on Saturdays).
Find out what job functions the seller does:
Get a list of functions that the seller does. Is one of them bookkeeping? Sometimes the wife does the books part time and this is never said. Again you may find the owner does the bookkeeping, at home, every night, for an extra hour. In an auto repair shop, you may find the owner is doing auto body repair work, personally, on Saturdays, which is work that you, as a buyer, will never be able to duplicate. You need to be sure you know how to do every job function that the seller does or learn them. The time to find out what technical knowledge you need to have to take over the business is when you are doing your investigation, not the day after escrow closes.
Verification of things that are not on the Financial Statements:
It is a common occurrence that businesses do not record all of their income on their financial statements. Yes, this is true. Many people do not, in fact, report the truth on their tax returns. In fact, when I am talking about small retail or service businesses that deal with the public directly, I find it is over 90%. “Will the people with an honest set of books, please leave the auditorium. There are two golf carts outside waiting to chauffer you home. You do not need to hear this.”
The balance of this article will discuss how a buyer might do their “Due Diligence” for different types of businesses. These types of businesses include Restaurants, auto repair shops; real estate services contractors, non-real estate repair/ services, and retail stores.
Restaurants- Non-Franchise:
Restaurants compose over 25% of all businesses for sale. This is not because they all go broke, as the SBA reports. It is because 28% of all retail businesses are food service or food sales. It is the largest segment of the consumer market. Because it is a retail consumer business, it deals in 33% cash. Every independent-non-franchise food service business I have been into shows zero profit on the books. Some even go overboard and show a tax loss. It is because they do simple tax planning that does not require an MBA degree to figure out. If the business doesn’t show all of its cash, or any of its cash, the expenses will equal the reported income. This alone makes it attractive to many buyers. We will not discuss the moral issues of this attitude; it is what it is. What we have to discuss is how do you, the buyer, can prove that the business is making a profit? And, if it is, how much?
Restaurants come in two categories. 1. Fast food-counter sales. 2. Sit down. Fast food restaurants have computerized cash registers that record the sales into its computer, which has a memory. This memory has daily totals going back to the beginning of the computer’s history. Most owners close out their cash registers at the end of the day and print out the tape of each day’s activities. This does not automatically wipe out the information for the day. The computer does, I am told, have a delete button on it allowing the owner to wipe out the full memory in the computer, in the event of an audit. I have also been told, but do not believe, that an electrical blackout can wipe out the memory in the computer and that is why one seller said he couldn’t give me access to this information.
If we are talking about a sit down restaurant sales information, you can use the daily order ticket, which are then imputed into the computer. This gives 3 sources: tickets, computer and daily tape totals.
When this information is not available, for any reason, an experienced restaurant consultant can tell you the sales activities just by inspecting the restaurant and counting the number of customers eating at 4 key times in a day, and on several key days per week. Then the consultant can figures out what the average sales ticket amount is. With this information like magic the consultant knows the gross sales figure, for the year.
A double check procedure for restaurant consultants is to then look at the food purchases and its costs and can confirm that it matches the actual sales figures. One consultant that was hired to review a Johnny Rocket restaurant for $7,000 did the audit and put together a marketing program for the buyer. The marketing program included delivery and catering. Both of which do not normally show up on the computerized cash register.
Restaurants – Franchise:
You would imagine that franchise restaurants records would be very accurate because the franchise company gets a percentage of the gross income. The bigger ones connect up to the individual franchise and know what is happening faster then the owner. As stated above, the only sales that can be made and not declared to the computer are catering or delivery orders, which could be done without ringing them up.
Some franchises do not hook up to the individual franchise computers and do not do audits regularly. This allows the franchise to report reduced income to the company and the IRS. In case either comes to audit, they press the delete button on the computer. If you as a buyer can get access to the computer you know the numbers are correct even if they are not complete. It is impossible for the staff or the owner to change the computer records. The information can only be deleted. Again catering and take out may not be on the computer. Theft from employees can only be in the form of 1. Employees that give free food to friends. 2. Employees not ringing up an order, which is difficult when businesses put up signs saying, “If you do not get a receipt, your order is free.”
Some sellers are so paranoid of the IRS, they are not willing to show anyone their private records or computer tapes for fear that the buyer could be an IRS agent. My personal opinion, and what I advice sellers to do, is to get their books legal and honest and hire themselves a top notch CPA, like Donald Trump, and use every legal trick in the book. Martha Stewart didn’t go to jail for inside trading. They got her on lying, even if she didn’t do any lying. There are legal ways to avoid taxes so that fraud is not necessary. If you cannot find a good accountant, I will recommend one.
If you ask someone “Are you a government employee or IRS agent?” and they lie to you; that might be considered entrapment and a good possible defense in court. But, I ask you. Is it worth the grief?
The normal action of sellers, in this situation, is to require that the buyer take the business based on the recorded records and guess as to how profitable the place really is. This is a very difficult situation for the brokers and buyers, since sellers do not price their business based on these reported numbers but base their price on the real numbers.
I hope this is of some help to you in doing due diligence on a restaurant you might be interested in buying.
Auto Repair Shops:
Auto repair shops are almost as bad as restaurants when it comes to under-declaring cash. The normal procedure for most, I have run across, is to declare only the checks and credit card charges. The cash they put into their pocket. The good thing, in doing audits is that almost every one of these owners keeps their work orders-invoices. These are kept in monthly manila folders and put into a drawer or file cabinet. They never tell you that they keep these records, but they do. They even tell me, as the broker, that all backup documents have been destroyed, but they are not. When I insist that they cannot sell their business without providing these invoices, they tell me of their existence. With the sales invoices an audit of income becomes simple. Since the sellers keep them in a manila folder by months, you only have to pick monthly folders at random and total the actual invoices. Then compare them to what the “State Board of Equalization” report says and calculate what percentage of the total was declared. If you do this for a few months, a pattern will develop. Some sellers have even run a calculator tape of the month’s activities and/or written it in a private ledger. You can check the actual invoice tapes against the private ledger records to confirm the private ledger information is correct.
Real Estate Services/Repairs Contractors:
Real estate service contractors include new construction general contractors and sub-contractors, contractors that come to your house to offer repairs on your house (plumbers, heating and air-conditioning contractors, gardeners, landscapers, termite companies, roofers, carpet cleaners, cabinet re-modelers, carpet/drapery stores, tile stores, pool service providers, pool installation contractors, landscapers, etc.) These contractors, if the owner does the work himself, do not keep their job tickets-invoices after they are paid for their services, in cash. If the company has service men, then the owner is usually the dispatcher or other administrative person. In this situation seller, most likely, will have kept all of his invoices, so as to be able to look up prior history records of their customers. They might not have recorded the income on their records but they will have the basic records. Theses records may in a total mess, but the records do exist. If they do not, then buy the business based on what the seller can prove to you, or what you can reasonably estimate based on what percentage of the business you think is cash. What they are only going to prove to you is the total of checks and credit card charges, which is what the seller has declared on the tax return.
Non Real Estate Repair/ Services:
Non real estate repair/service companies include such things as large and small appliance repairs, barbershops/hair salons, nail shops, massage parlors, health clubs, pet grooming, wedding photographers, and movie theaters. These businesses usually do not even write up a ticket so unless a central cash register is used for recording income there will be no record at all. Again this is like a restaurant with cash register tapes. If the work is done at the customer’s location, then you study the serviceman’s truck schedule. If you only have some work records, from some work done in the field, you can determine what the average repair dollar volume is and then if you calculate how many calls are made on an average day, you only have to multiply the two numbers.
If we are talking about hair salons, nail shops or barber shops we can gather information about how many chairs there are, how many chairs are rented on a weekly bases and what rent the owner is collecting. If the technician is not paying rent then they are on a commission split. If you know the rental income and the income split you are well on your way to determining the real profit of this kind of business. Remember to ignore the income of the owner since you as a hairdresser or non-hairdresser owner would not get the income of the old owner. The old owner will probably rent space from you so you only add another rented chair to the income.
Retail Stores:
A retail store is a store that carries an inventory of products that they resale. Sometimes they offer installation, which then might put them into the service company instead of a retail store. The main distinction is that they sell a product instead of a service. This includes everything from Home Depot, pet stores, clothing stores, gift shops, supermarkets, vitamin stores, and sign shops. Retail stores have cash registers and daily tapes of their sales. This is handled similarly to a restaurant and should be audited in the same manner. (See Restaurant Section Above) In addition to the cash register information, you also have purchase records, which can be studied to determine the cost of the merchandise as a percentage of the selling price. With this relationship-percentage of cost to sale price known you can calculate either the cost of goods sold or gross sales if you have either to start with. A few smart owners buy some merchandise for cash in order to prevent a tax auditor from catching them by using this same manner. If the seller does this, he will admit it to you, if you ask.
When All Else Fails With a Retail Business:
The only way to protect yourself is disclosure so that you have grounds to sue for fraud. Make the seller put the real sales numbers, cost of goods percentage and any other information you are given and can not document down on a piece of paper and then have the seller sign and date the paper. If after the close of escrow you find the seller lied to you, the document will give you grounds to sue for fraud or misrepresentation. The important thing is be able to show a judge in writing what the buyer told you and to be able to show that he did this in writing. If the seller told you but never did it in writing you cannot prove it. “If it isn’t written, it isn’t so”
Medical Professions and Non Medical Professionals:
Professionals are a form of service business; except they charge a higher hourly rate and they have to keep patient/client files. Most people pay their professionals by credit card or check, because these expenses are usually tax deductible as medical or financial advice. If the seller doesn’t declare all the income, ask what back up records there are. Clients always get receipts for services and payments. There are records, find them and you will have all the income.
When all else fails in Figuring Cash Income:
If you have followed all of the earlier advice on documenting cash income and they in truth do not have documentation, you are in big trouble. You may have reached the end of your rope. You now have two options left. 1. Walk away. 2. If you still want to buy this business I only have one last suggestion. It is not fool proof but it is a method. Cash appears to be approximately 30%-35% of total sales. You could make this assumption to come up with a real total. Add 50% to the sales showing on the books, this amount is from credit cards and check sales. This is not an exact science; it is only a close estimate. Cash sales could actually be anywhere between 25% or 35%. I never figured it that close.
Cash Expenses Verification:
When you think of unrecorded cash transactions we usually think of undeclared income. Undeclared income is the biggest category, but not the only one. The other is cash expense not deducted on the books. The biggest expense item in this category is cash payroll.
Unrecorded Cash Payroll:
In an attempt to reduce the payroll expense, business owners will pay some of their staff’s payroll in cash. Why would they do this? Workman’s Compensation Insurance, FICA Taxes-Employer and Employee portion – Federal and State Income Taxes. Any accountant would scream at his client “You are missing out on a legal tax deduction.” Let me explain why someone would forego the tax write off by paying cash expenses.
When you pay an employee $100.00 per day, on the books, the employee gets about $70.00 net on his check. If you give him $80.00 in cash, he is happy. He doesn’t have to worry about going into a higher tax bracket.
The employer has to pay approx 10% to cover the employers FICA and other Federal employment taxes. You, as employer also have the workman’s compensation insurance premium. If we are talking auto repair mechanics compensation insurance alone costs 15%. If we are talking new real estate construction workers we can be talking a cost rate between 25% up to 120%. A roofer’s compensation premium is greater than his gross salary. Lets look what payroll taxes cost for a normal worker. The auto mechanic insurance rate of 25% is added to the 10% Federal costs plus the wages give us an expense that equals 135% of the wages. This comes out with the employer paying $135.00 and the employee receiving $70.00. There is a loss of $65.00 per day per employee. Some employers would rather save the $65.00 and not get the income tax deduction for the expense. Also with all the unrecorded cash the business shows, it isn’t important to have a loss on the books, since there is no need for more deductions to lower taxes. The business is already not paying any taxes.
Because there is a danger that an employee might be injured and file a claim under workman’s compensation insurance, it is common among small businesses to show part of the wages on the books and the balance in cash. This means that an employee earning $40,000 per year might have $18,000 recorded on a W-2 form, creating a very low federal tax rate or no tax due at all. Since the employee is being paid part of his wages on the books if he is injured on the job he is fully insured for accidents with State Workman’s Compensation Fund, State Disability Funds, State unemployment insurance and all Social Security benefits. This is a win-win for employer and employee, even if not for the government. As a buyer you must figure all this out, and adjust the expenses accordingly.
Unrecorded Operating Expenses:
Because owners are collecting so much cash, they need a place to spend it. If you make a major purchase, you cannot just walk in and pay cash for a car. The IRS will be notified of this cash transaction. Owners with a lot of cash will pay for all repairs, gardeners and everything for the home that costs less than $10,000, in cash. Why $10,000? That is the recording cut off that a vendor or bank is required to report when receiving funds in cash. If a business owner still has too much cash, sellers will start paying for business expenses. They start with the expenses where a service man gives a discount for cash. I found two restaurants that were paying for the hood cleaning service in cash, partly because they got a discount for paying in cash. By asking the correct questions, you can discover what is being paid in cash.
Unrecorded Labor:
Because we are talking small businesses, the wife comes in to the business full or part time. One of the children may come in to work part time. You must be aware of these employees who may or may not be paid. This is another form of cash payroll. If you have to replace these people with paid employees, these expenses need to be calculated in to the adjusted profit and loss calculation. .
Sometimes the family member is being paid some wages but not full market value. The adjustment is still needed but in this case only by the difference between actual payroll and the fair market payroll amount.
Conclusion:
It is a hard life when you own your own business; you work long hours. Many people feel that is better than the alternative, which is to work for someone else, pay high taxes, never know if you will be laid off and after years of hard work, never have anything to show for it all.
If you are going to buy a business with your hard earned money, you want to make sure you get what you paid for. Many people believe it is all right to cheat the taxman but otherwise are very honest citizens. Others feel it is all right to cheap any poor sucker that comes along. Don’t be a sucker, do your due diligence and get what you paid for.
Then build your new business into something you can be proud of and enjoy. While building your new business make a point to study everything you can about Tax planning, tax avoidance and reducing taxes legally. I started in College learning about the tax codes, and there are so many ways to save taxes legally, you would never believe it. You will sleep better at night, I promise you. Then 10-20 years from now when you want to sell your business, you can ask top dollar and get it. This because a buyer can do a simple due diligence and know that your business is doing exactly what your books say you are doing.
DO YOUR DUE DILIGENCE and buying your own business can be a pleasant and rewarding experience!
Rapid Learn Centre
Introduction:
This article is written as a general discussion on the subject of “Due Diligence”. It is for informational purposes and not intended to be a definitive guideline for your exact situation. You should consult the appropriate professionals with regard to your specific transaction or situation. Further, this article is in no way advocating, suggesting or implying that anyone engages in any type fraudulent activities whatsoever. These are simply the things a buyer should be aware of when doing due diligence in buyer a business.
You spent months finding the right business. The seller says that you cannot go by what the tax return shows but the business is making a lot of money, and he can prove it. Your inspection of the profit and loss statement shows that sales have been increasing slightly in the last few years. Most important, and the best news of all is; the price is right! Does it sound too good to be true? I am sorry to tell you this, it probably is.
I think it was Benjamin Franklin who said, “A fool and his money are soon parted.” Mr. Franklin must have known a lot of business buyers. When buying appliances that break in a month, it costs you a few dollars. When you go to a swap meet and are cheated because the solid gold watch is really gold plated, it costs you a few hundred bucks. When a used car salesman cheats you, by selling you a lemon, where the speedometer has been turned back 100,000 miles, it costs you a few thousand dollars. Getting cheated buying a business can cost you many thousands to hundreds of thousands of dollars. The only investment or purchase that I know of where you can be cheated out of more money is in the area of real estate. Real Estate fraud can runs into the hundreds of millions of dollars and does. You would be shocked at all the people between 1875 and 1950 who saw ads for prime real estate in Florida and bought swamp land. What about prime Louisiana beach front with Alligators living outside your front door? I have written a series of articles on fraud and it keeps getting bigger and bigger.
I hope that the point is made. Never buy a business on someone’s word. Actually, you should never buy anything on someone’s word. Confirm everything, believe nothing and understand that you are still going to find out things, after the close of escrow, which is going to surprise you. A similar example is one known by every employer. A staff worked for a company for 4 months and complained to the personal officer that the job was just too difficult. He kept complaining that he needed more training and lower quotas. You feel sorry for him. You talk to him and talk to him about it. You listen and believe all the excuses he gives you for poor production. Finally he quit, blaming you for something that you did, this just before you were going to give up and fire him. Then you started to take over the work of finishing his incomplete projects. You are shocked, as you always re, at what he did wrong and what he had covered up, that he was not doing. This is what happens when you buy a business. You find out all the actions that the seller, not his staff, had stopped doing, from the day that he decided to sell the company.
Many businesses are doing well. Sometimes the owners have personal things going on in their home life. Sometimes they have medical problems. Many times the business is not doing well and the seller is frustrated. It is very common for a seller to work hard to build his business, but because of many reasons, it doesn’t produce what the seller wants. He gets frustrated and one day he gives up. That is usually the day he calls that business broker he met and asks the big question. How long will it take you to get me out of this place? In his mind, he is gone. He just counts the days until he physically walks out.
Have I scared you? Good. There is a plus side. It is worth all the grief that you go through to buy a business when you get in to the drivers seat, put all the marketing actions into place and start driving your own business.
In 2000 I had a client buy a car wash soap manufacturing business for $2 Million dollars. The seller swore it was making $500,000 profit per year. Due Diligence showed it was only making $300,000. When presented with the auditors report, the seller claimed the audit was wrong. The buyer bought the company, knowing he was overpaying for the business. Why? He had done his research on the production department and sales department. He went out on the deliveries with the drivers, and met customers. He determined that he could double the sales and profit within one year. After he bought the business he found two things to be true. The profit was $300,000, as my audit found. He could double the sales and profit within 12 months, and did. The seller tried to screw the buyer, but in the end, justice was served. The seller screwed himself more than he screwed the buyer by not running his business correctly. If he had he could of sold it for a lot more than $2 Million dollars.
Ok, enough with the fun stories for now. Let’s get down to the details of what to look for when doing “Due Diligence.”
Due Diligence Defined:
The phrase is composed of two words. “Due” which the dictionary defines as “Proper or adequate” and Diligence, which is defined as “Degree of care or caution expected of a person. Especially as a party to an agreement.” Caution is the watchword in this definition.
Financial Statements – What to look for:
Add Backs:
If you bought the business through a business broker you should have received the business financial statement with a separate worksheet showing adjustments to those statements. These adjustments show the owner’s benefits received from the business besides the profit and salary he receives. These can also be defined as personal expenses that need to be added back to the profit. Depreciation, incomes taxes, interest expense are add backs that are not personal. Personal includes such things as family auto expenses, owner life insurance, owner health insurance, business entertainment that was not really spent on clients, business trips not really for business, home office expenses, family cellular phones and much much more.
Make the seller show you the details on some or all of these expenses to verify that they are really personal and not actually business expenses that shouldn’t be added back to profit. Spend time asking detailed questions with the general ledger in front of you. Go through individual charges and what they mean, until you fully understand what is being added back and why.
Inventory:
Inventory of resale merchandise must be checked for two reasons. One is you have to pay for it. Be careful, you do not want to buy merchandise that is old, worthless and not saleable anymore. Only pay for current marketable product. The price you are supposed to pay for the inventory is the seller’s cost. The price for old slow inventory is negotiable. Always spot check the price and count the merchandise listed on the inventory list. Do people put down that there is three of an item when there are only two? Of course, especially when they think no one is going to be checking them out. Comparing prices from purchase invoices is how you check prices. You cannot check every item against the actual cost but you can do 5% of the items. Pick at random, not by any suggestion made by the seller or others. If you do not understand how marketable the inventory is that you are buying, hire an expert, from that industry. Your broker should be able to help you in finding someone. Do not be cheap, and think you do not need to spend the money on an expert adviser. I will take a lunch bet that they will pay for them selves many times over.
The second reason for checking inventory is that if a seller doesn’t take inventory at least yearly and adjust his inventory value in his accounting records, accurately; the profit figure you are receiving will not be accurate. As a rule, the higher cost of goods sold, the lower the profit. Some business owners reduce the inventory value on the books, intentionally, to a lower value so as to make the business show a higher cost of goods sold, which then creates a smaller taxable profit. If they do this year after year, the profit may or may not be accurate for the current year. It might take a CPA to figure this one out for you, if you do not have a background in retail.
Equipment value:
Next thing to check on the financials is the real, current value of the equipment you are buying with the business. The balance sheet might, if it shows all the equipment the company owns, give you the cost of the equipment when it was purchased. If you are buying assets rather than cash flow, the equipment valuation becomes more important. No one wants to overpay for used equipment. Also check that the equipment works and is actually being used rather than sitting behind the building with other junk.
Cash Sales:
If all income is being reported, check sales volume activities that you have observed against the daily records during your “Due Diligence” to see if the volume corresponds to what was reported last year in the same month. If you see income of $500 per day but the seller shows sales of $1,000 per day, you need to find out why. Some smart buyers sit in the business all day, watch the sales and observe the activities of the staff. This works if the seller is not putting on a full fledge production fraud for you the buyer.
Fraud:
How does a seller defraud a buyer on current sales activity levels? Sellers who keep poor records or no records, many times, suggest the buyer doing a 15-day visual inspection. This helps but it is very dangerous to rely solely on physical inspections alone because the seller can still defraud the buyer. Here is the most famous of the stories I have heard over the years.
Seller owns a dry cleaner. The buyer and seller have opened escrow and the deal is subject to a 15-day physical observation period. The seller doesn’t want the buyer to find out that business volume is very slow. The seller tells all his friends to bring their dry cleaning in to the shop for a two-week period, at no charge. They bring in the clothing, get it cleaned, pick it up and pay for it. Later the business owner meets the customers and reimburses all of them for the cost of their dry cleaning. The day after escrow closes all that business traffic stops. Think it never happens? The same is true of restaurants. Seller tells all his friends to bring all of their friends in for a free meal. Customers pay the bill and some time later or at home, the business owner reimburses all the customers for the cost of their meals.
Actual time sellers spend working:
Determine how many hours the seller really works. You are buying an income stream based on a known number of hours of work. Make sure the seller isn’t working 80 hours and telling you he is only working 40 hours, per week. I had an absentee fast food owner tell the buyers and me that he worked part time – 5 hours per week. Closer inspection showed he was working 25 hours per week. One auto repair seller, we’ll call him Bob, said he never was at the business, because he had a second full time job. Inspection found he was working 30 hours a week (4 plus hours every night, and 8 hours on Saturdays).
Find out what job functions the seller does:
Get a list of functions that the seller does. Is one of them bookkeeping? Sometimes the wife does the books part time and this is never said. Again you may find the owner does the bookkeeping, at home, every night, for an extra hour. In an auto repair shop, you may find the owner is doing auto body repair work, personally, on Saturdays, which is work that you, as a buyer, will never be able to duplicate. You need to be sure you know how to do every job function that the seller does or learn them. The time to find out what technical knowledge you need to have to take over the business is when you are doing your investigation, not the day after escrow closes.
Verification of things that are not on the Financial Statements:
It is a common occurrence that businesses do not record all of their income on their financial statements. Yes, this is true. Many people do not, in fact, report the truth on their tax returns. In fact, when I am talking about small retail or service businesses that deal with the public directly, I find it is over 90%. “Will the people with an honest set of books, please leave the auditorium. There are two golf carts outside waiting to chauffer you home. You do not need to hear this.”
The balance of this article will discuss how a buyer might do their “Due Diligence” for different types of businesses. These types of businesses include Restaurants, auto repair shops; real estate services contractors, non-real estate repair/ services, and retail stores.
Restaurants- Non-Franchise:
Restaurants compose over 25% of all businesses for sale. This is not because they all go broke, as the SBA reports. It is because 28% of all retail businesses are food service or food sales. It is the largest segment of the consumer market. Because it is a retail consumer business, it deals in 33% cash. Every independent-non-franchise food service business I have been into shows zero profit on the books. Some even go overboard and show a tax loss. It is because they do simple tax planning that does not require an MBA degree to figure out. If the business doesn’t show all of its cash, or any of its cash, the expenses will equal the reported income. This alone makes it attractive to many buyers. We will not discuss the moral issues of this attitude; it is what it is. What we have to discuss is how do you, the buyer, can prove that the business is making a profit? And, if it is, how much?
Restaurants come in two categories. 1. Fast food-counter sales. 2. Sit down. Fast food restaurants have computerized cash registers that record the sales into its computer, which has a memory. This memory has daily totals going back to the beginning of the computer’s history. Most owners close out their cash registers at the end of the day and print out the tape of each day’s activities. This does not automatically wipe out the information for the day. The computer does, I am told, have a delete button on it allowing the owner to wipe out the full memory in the computer, in the event of an audit. I have also been told, but do not believe, that an electrical blackout can wipe out the memory in the computer and that is why one seller said he couldn’t give me access to this information.
If we are talking about a sit down restaurant sales information, you can use the daily order ticket, which are then imputed into the computer. This gives 3 sources: tickets, computer and daily tape totals.
When this information is not available, for any reason, an experienced restaurant consultant can tell you the sales activities just by inspecting the restaurant and counting the number of customers eating at 4 key times in a day, and on several key days per week. Then the consultant can figures out what the average sales ticket amount is. With this information like magic the consultant knows the gross sales figure, for the year.
A double check procedure for restaurant consultants is to then look at the food purchases and its costs and can confirm that it matches the actual sales figures. One consultant that was hired to review a Johnny Rocket restaurant for $7,000 did the audit and put together a marketing program for the buyer. The marketing program included delivery and catering. Both of which do not normally show up on the computerized cash register.
Restaurants – Franchise:
You would imagine that franchise restaurants records would be very accurate because the franchise company gets a percentage of the gross income. The bigger ones connect up to the individual franchise and know what is happening faster then the owner. As stated above, the only sales that can be made and not declared to the computer are catering or delivery orders, which could be done without ringing them up.
Some franchises do not hook up to the individual franchise computers and do not do audits regularly. This allows the franchise to report reduced income to the company and the IRS. In case either comes to audit, they press the delete button on the computer. If you as a buyer can get access to the computer you know the numbers are correct even if they are not complete. It is impossible for the staff or the owner to change the computer records. The information can only be deleted. Again catering and take out may not be on the computer. Theft from employees can only be in the form of 1. Employees that give free food to friends. 2. Employees not ringing up an order, which is difficult when businesses put up signs saying, “If you do not get a receipt, your order is free.”
Some sellers are so paranoid of the IRS, they are not willing to show anyone their private records or computer tapes for fear that the buyer could be an IRS agent. My personal opinion, and what I advice sellers to do, is to get their books legal and honest and hire themselves a top notch CPA, like Donald Trump, and use every legal trick in the book. Martha Stewart didn’t go to jail for inside trading. They got her on lying, even if she didn’t do any lying. There are legal ways to avoid taxes so that fraud is not necessary. If you cannot find a good accountant, I will recommend one.
If you ask someone “Are you a government employee or IRS agent?” and they lie to you; that might be considered entrapment and a good possible defense in court. But, I ask you. Is it worth the grief?
The normal action of sellers, in this situation, is to require that the buyer take the business based on the recorded records and guess as to how profitable the place really is. This is a very difficult situation for the brokers and buyers, since sellers do not price their business based on these reported numbers but base their price on the real numbers.
I hope this is of some help to you in doing due diligence on a restaurant you might be interested in buying.
Auto Repair Shops:
Auto repair shops are almost as bad as restaurants when it comes to under-declaring cash. The normal procedure for most, I have run across, is to declare only the checks and credit card charges. The cash they put into their pocket. The good thing, in doing audits is that almost every one of these owners keeps their work orders-invoices. These are kept in monthly manila folders and put into a drawer or file cabinet. They never tell you that they keep these records, but they do. They even tell me, as the broker, that all backup documents have been destroyed, but they are not. When I insist that they cannot sell their business without providing these invoices, they tell me of their existence. With the sales invoices an audit of income becomes simple. Since the sellers keep them in a manila folder by months, you only have to pick monthly folders at random and total the actual invoices. Then compare them to what the “State Board of Equalization” report says and calculate what percentage of the total was declared. If you do this for a few months, a pattern will develop. Some sellers have even run a calculator tape of the month’s activities and/or written it in a private ledger. You can check the actual invoice tapes against the private ledger records to confirm the private ledger information is correct.
Real Estate Services/Repairs Contractors:
Real estate service contractors include new construction general contractors and sub-contractors, contractors that come to your house to offer repairs on your house (plumbers, heating and air-conditioning contractors, gardeners, landscapers, termite companies, roofers, carpet cleaners, cabinet re-modelers, carpet/drapery stores, tile stores, pool service providers, pool installation contractors, landscapers, etc.) These contractors, if the owner does the work himself, do not keep their job tickets-invoices after they are paid for their services, in cash. If the company has service men, then the owner is usually the dispatcher or other administrative person. In this situation seller, most likely, will have kept all of his invoices, so as to be able to look up prior history records of their customers. They might not have recorded the income on their records but they will have the basic records. Theses records may in a total mess, but the records do exist. If they do not, then buy the business based on what the seller can prove to you, or what you can reasonably estimate based on what percentage of the business you think is cash. What they are only going to prove to you is the total of checks and credit card charges, which is what the seller has declared on the tax return.
Non Real Estate Repair/ Services:
Non real estate repair/service companies include such things as large and small appliance repairs, barbershops/hair salons, nail shops, massage parlors, health clubs, pet grooming, wedding photographers, and movie theaters. These businesses usually do not even write up a ticket so unless a central cash register is used for recording income there will be no record at all. Again this is like a restaurant with cash register tapes. If the work is done at the customer’s location, then you study the serviceman’s truck schedule. If you only have some work records, from some work done in the field, you can determine what the average repair dollar volume is and then if you calculate how many calls are made on an average day, you only have to multiply the two numbers.
If we are talking about hair salons, nail shops or barber shops we can gather information about how many chairs there are, how many chairs are rented on a weekly bases and what rent the owner is collecting. If the technician is not paying rent then they are on a commission split. If you know the rental income and the income split you are well on your way to determining the real profit of this kind of business. Remember to ignore the income of the owner since you as a hairdresser or non-hairdresser owner would not get the income of the old owner. The old owner will probably rent space from you so you only add another rented chair to the income.
Retail Stores:
A retail store is a store that carries an inventory of products that they resale. Sometimes they offer installation, which then might put them into the service company instead of a retail store. The main distinction is that they sell a product instead of a service. This includes everything from Home Depot, pet stores, clothing stores, gift shops, supermarkets, vitamin stores, and sign shops. Retail stores have cash registers and daily tapes of their sales. This is handled similarly to a restaurant and should be audited in the same manner. (See Restaurant Section Above) In addition to the cash register information, you also have purchase records, which can be studied to determine the cost of the merchandise as a percentage of the selling price. With this relationship-percentage of cost to sale price known you can calculate either the cost of goods sold or gross sales if you have either to start with. A few smart owners buy some merchandise for cash in order to prevent a tax auditor from catching them by using this same manner. If the seller does this, he will admit it to you, if you ask.
When All Else Fails With a Retail Business:
The only way to protect yourself is disclosure so that you have grounds to sue for fraud. Make the seller put the real sales numbers, cost of goods percentage and any other information you are given and can not document down on a piece of paper and then have the seller sign and date the paper. If after the close of escrow you find the seller lied to you, the document will give you grounds to sue for fraud or misrepresentation. The important thing is be able to show a judge in writing what the buyer told you and to be able to show that he did this in writing. If the seller told you but never did it in writing you cannot prove it. “If it isn’t written, it isn’t so”
Medical Professions and Non Medical Professionals:
Professionals are a form of service business; except they charge a higher hourly rate and they have to keep patient/client files. Most people pay their professionals by credit card or check, because these expenses are usually tax deductible as medical or financial advice. If the seller doesn’t declare all the income, ask what back up records there are. Clients always get receipts for services and payments. There are records, find them and you will have all the income.
When all else fails in Figuring Cash Income:
If you have followed all of the earlier advice on documenting cash income and they in truth do not have documentation, you are in big trouble. You may have reached the end of your rope. You now have two options left. 1. Walk away. 2. If you still want to buy this business I only have one last suggestion. It is not fool proof but it is a method. Cash appears to be approximately 30%-35% of total sales. You could make this assumption to come up with a real total. Add 50% to the sales showing on the books, this amount is from credit cards and check sales. This is not an exact science; it is only a close estimate. Cash sales could actually be anywhere between 25% or 35%. I never figured it that close.
Cash Expenses Verification:
When you think of unrecorded cash transactions we usually think of undeclared income. Undeclared income is the biggest category, but not the only one. The other is cash expense not deducted on the books. The biggest expense item in this category is cash payroll.
Unrecorded Cash Payroll:
In an attempt to reduce the payroll expense, business owners will pay some of their staff’s payroll in cash. Why would they do this? Workman’s Compensation Insurance, FICA Taxes-Employer and Employee portion – Federal and State Income Taxes. Any accountant would scream at his client “You are missing out on a legal tax deduction.” Let me explain why someone would forego the tax write off by paying cash expenses.
When you pay an employee $100.00 per day, on the books, the employee gets about $70.00 net on his check. If you give him $80.00 in cash, he is happy. He doesn’t have to worry about going into a higher tax bracket.
The employer has to pay approx 10% to cover the employers FICA and other Federal employment taxes. You, as employer also have the workman’s compensation insurance premium. If we are talking auto repair mechanics compensation insurance alone costs 15%. If we are talking new real estate construction workers we can be talking a cost rate between 25% up to 120%. A roofer’s compensation premium is greater than his gross salary. Lets look what payroll taxes cost for a normal worker. The auto mechanic insurance rate of 25% is added to the 10% Federal costs plus the wages give us an expense that equals 135% of the wages. This comes out with the employer paying $135.00 and the employee receiving $70.00. There is a loss of $65.00 per day per employee. Some employers would rather save the $65.00 and not get the income tax deduction for the expense. Also with all the unrecorded cash the business shows, it isn’t important to have a loss on the books, since there is no need for more deductions to lower taxes. The business is already not paying any taxes.
Because there is a danger that an employee might be injured and file a claim under workman’s compensation insurance, it is common among small businesses to show part of the wages on the books and the balance in cash. This means that an employee earning $40,000 per year might have $18,000 recorded on a W-2 form, creating a very low federal tax rate or no tax due at all. Since the employee is being paid part of his wages on the books if he is injured on the job he is fully insured for accidents with State Workman’s Compensation Fund, State Disability Funds, State unemployment insurance and all Social Security benefits. This is a win-win for employer and employee, even if not for the government. As a buyer you must figure all this out, and adjust the expenses accordingly.
Unrecorded Operating Expenses:
Because owners are collecting so much cash, they need a place to spend it. If you make a major purchase, you cannot just walk in and pay cash for a car. The IRS will be notified of this cash transaction. Owners with a lot of cash will pay for all repairs, gardeners and everything for the home that costs less than $10,000, in cash. Why $10,000? That is the recording cut off that a vendor or bank is required to report when receiving funds in cash. If a business owner still has too much cash, sellers will start paying for business expenses. They start with the expenses where a service man gives a discount for cash. I found two restaurants that were paying for the hood cleaning service in cash, partly because they got a discount for paying in cash. By asking the correct questions, you can discover what is being paid in cash.
Unrecorded Labor:
Because we are talking small businesses, the wife comes in to the business full or part time. One of the children may come in to work part time. You must be aware of these employees who may or may not be paid. This is another form of cash payroll. If you have to replace these people with paid employees, these expenses need to be calculated in to the adjusted profit and loss calculation. .
Sometimes the family member is being paid some wages but not full market value. The adjustment is still needed but in this case only by the difference between actual payroll and the fair market payroll amount.
Conclusion:
It is a hard life when you own your own business; you work long hours. Many people feel that is better than the alternative, which is to work for someone else, pay high taxes, never know if you will be laid off and after years of hard work, never have anything to show for it all.
If you are going to buy a business with your hard earned money, you want to make sure you get what you paid for. Many people believe it is all right to cheat the taxman but otherwise are very honest citizens. Others feel it is all right to cheap any poor sucker that comes along. Don’t be a sucker, do your due diligence and get what you paid for.
Then build your new business into something you can be proud of and enjoy. While building your new business make a point to study everything you can about Tax planning, tax avoidance and reducing taxes legally. I started in College learning about the tax codes, and there are so many ways to save taxes legally, you would never believe it. You will sleep better at night, I promise you. Then 10-20 years from now when you want to sell your business, you can ask top dollar and get it. This because a buyer can do a simple due diligence and know that your business is doing exactly what your books say you are doing.
DO YOUR DUE DILIGENCE and buying your own business can be a pleasant and rewarding experience!
Rapid Learn Centre
Knowledge About How To Lay Laminate Flooring
February 5, 2009 by admin
Filed under Nail Care & Polish
Cindy Heller asked:
Laying laminate flooring may seems easy but when you start to learn how to lay laminate flooring you will start to appreciate how it requires a lot of focus and time. In learning how to lay laminate flooring you can get to see how the process gets repetitive but if you take any of the steps for granted you may get wind up with an incorrectly laid floor and that is certainly not how to lay laminate flooring. Taking the time to be taught how to lay laminate flooring is extremely important to the successful completion of the project.
Laminate flooring is normally installed on a foam padding within a frame that you put into place around the outside of the room prior to installation. Perhaps the most important thing to learn when learning how to lay laminate flooring is that laminate flooring is not held to the floor boards so if you are gluing it or nailing it to the floor then stop now. Laminate floor is made up of compressed wood and as compressed wood needs room to move when the climate changes outside. If you secure the laminate floor to the floor boards it will cause it to crack when it starts to move. That is the reason why you install it in a frame instead of securing it to the floor board.
If you have it in mind to install your laminate flooring in your bathroom then consult the manufacturer’s instructions on installing laminate flooring in a moist place. The underneath of laminate flooring cannot be directly exposed to moisture so be sure to carefully follow the installation instructions if you intend to install it anywhere that it may come into contact with moisture. You can save yourself various future repairs, and headaches, if you take the time to properly learn how to lay laminate flooring. A couple of hours of instruction can go a long way to securing your piece of mind for a lot of years to come.
When installations are required in our homes, perhaps you never hesitate to call a local handyman. Whether you are short of the skills or time to conduct the installation, hiring a hired hand basically makes sense. On the other hand, maybe your mind is mechanically oriented. You prefer mulling about how everything works, and paying someone else to fit something would never be an option for you. However, taking a do-it-yourself approach can potentially be disastrous. Errors in installations can consequence in wasted materials, time, and money. Therefore, heeding tips on the laying of laminate flooring will prevent your work from becoming as hard as the nails in the flooring.
Ahead of installing your new flooring, you be required to remove the old flooring. You ought to first remove both the baseboard and the quarter round as well. Be careful when doing this task, to avoid the walls from becoming severely damaged. Hoist up the carpet beginning the tack strips. Use carefulness around these strips, as they are extremely sharp. Carefully pull up the strips, to avoid harsh damage to the sub-floor. This would have need of replacing portions of it or filling it with a special compound.
The next tip on laying laminate flooring, involves reading and adhering to the installation instructions. That is for the reason that all producers of laminate flooring create their unique installation procedures. At first, all instructions may look as if synonymous. Yet, upon closer examination, you can detect slight variances in some facets of the installation, such as those involving gluing. Especially, the producer’s warranty could be nullified if you not make the grade to use goods that they suggest, or adhere to their step-by-step directions.
While all manufacturer of laminate flooring uses only one of its kind guidelines, some procedures remain universal. This is another tip on laying laminate flooring. First of all, the planks should set over a flat, no-bounce sub-floor. As a broad rule, floors ought to be level and sturdy, with gaps not exceeding three inches. High spots must be smoothed whereas low spots must be filled in. That will help level out the floor. It is mandatory that you keep up a gap along the entire installation’s border.
Another tip on laying laminate flooring involves the use of all hammers. Be sure to never use a hammer to strike the side of the laminate flooring. This could consequence in damaging the groove or tongue. As an alternative, try using a special block. Position it down alongside the laminate, and next keep tapping the block until it fits like a glove. Using this method will help prevent the block from becoming damaged.
Rapid Learn Centre
Laying laminate flooring may seems easy but when you start to learn how to lay laminate flooring you will start to appreciate how it requires a lot of focus and time. In learning how to lay laminate flooring you can get to see how the process gets repetitive but if you take any of the steps for granted you may get wind up with an incorrectly laid floor and that is certainly not how to lay laminate flooring. Taking the time to be taught how to lay laminate flooring is extremely important to the successful completion of the project.
Laminate flooring is normally installed on a foam padding within a frame that you put into place around the outside of the room prior to installation. Perhaps the most important thing to learn when learning how to lay laminate flooring is that laminate flooring is not held to the floor boards so if you are gluing it or nailing it to the floor then stop now. Laminate floor is made up of compressed wood and as compressed wood needs room to move when the climate changes outside. If you secure the laminate floor to the floor boards it will cause it to crack when it starts to move. That is the reason why you install it in a frame instead of securing it to the floor board.
If you have it in mind to install your laminate flooring in your bathroom then consult the manufacturer’s instructions on installing laminate flooring in a moist place. The underneath of laminate flooring cannot be directly exposed to moisture so be sure to carefully follow the installation instructions if you intend to install it anywhere that it may come into contact with moisture. You can save yourself various future repairs, and headaches, if you take the time to properly learn how to lay laminate flooring. A couple of hours of instruction can go a long way to securing your piece of mind for a lot of years to come.
When installations are required in our homes, perhaps you never hesitate to call a local handyman. Whether you are short of the skills or time to conduct the installation, hiring a hired hand basically makes sense. On the other hand, maybe your mind is mechanically oriented. You prefer mulling about how everything works, and paying someone else to fit something would never be an option for you. However, taking a do-it-yourself approach can potentially be disastrous. Errors in installations can consequence in wasted materials, time, and money. Therefore, heeding tips on the laying of laminate flooring will prevent your work from becoming as hard as the nails in the flooring.
Ahead of installing your new flooring, you be required to remove the old flooring. You ought to first remove both the baseboard and the quarter round as well. Be careful when doing this task, to avoid the walls from becoming severely damaged. Hoist up the carpet beginning the tack strips. Use carefulness around these strips, as they are extremely sharp. Carefully pull up the strips, to avoid harsh damage to the sub-floor. This would have need of replacing portions of it or filling it with a special compound.
The next tip on laying laminate flooring, involves reading and adhering to the installation instructions. That is for the reason that all producers of laminate flooring create their unique installation procedures. At first, all instructions may look as if synonymous. Yet, upon closer examination, you can detect slight variances in some facets of the installation, such as those involving gluing. Especially, the producer’s warranty could be nullified if you not make the grade to use goods that they suggest, or adhere to their step-by-step directions.
While all manufacturer of laminate flooring uses only one of its kind guidelines, some procedures remain universal. This is another tip on laying laminate flooring. First of all, the planks should set over a flat, no-bounce sub-floor. As a broad rule, floors ought to be level and sturdy, with gaps not exceeding three inches. High spots must be smoothed whereas low spots must be filled in. That will help level out the floor. It is mandatory that you keep up a gap along the entire installation’s border.
Another tip on laying laminate flooring involves the use of all hammers. Be sure to never use a hammer to strike the side of the laminate flooring. This could consequence in damaging the groove or tongue. As an alternative, try using a special block. Position it down alongside the laminate, and next keep tapping the block until it fits like a glove. Using this method will help prevent the block from becoming damaged.
Rapid Learn Centre
Mosaic Pebble Tile © – Why You Should Get it Today!
January 20, 2009 by admin
Filed under Nail Care & Polish
Yaron Lavi asked:
Did you know that Mosaic Pebble Tile remodeling can easily transform any surface and room setting modern and unique in just few hours of work? If you want to provide a natural look and feel to your home decoration, then these natural tiles are an option you should consider. Tiling and remodeling surfaces at home doesn’t have to be a tedious task – read more in the following review.
Quick introduction
This tiling technique is a bit different than other techniques since Mosaic Pebble Tile redecoration is created by assembling together similar looking natural stones manually and carefully attached onto a mesh backing of 12′ by 12′ size. The islands of Bali & Sumatra in Indonesia are probably the largest source of these beautiful rock tiles. We can easily find various decorative applications: Flooring and countertops for kitchens and bathrooms, wall coverings, patio floors, pools, wine cellars and fireplaces.
What are the main benefits?
Using this simple solution definitely brings various advantages:
* Can be used inside as well as in the outside.
* It can easily be adjusted to very small / narrow surfaces where other fixed size tiles such as conventional ceramic tiles can’t.
* Feels comfortable to walk on.
Need a good advice?
* These stone panels have their weight, so if you intend to install backsplashes use small carpenter’s nails to hold the tile in place so you can easily grout it.
* Most recommended grout is sanded grout – it is suitable for both internal and external use.
* Use a tile saw in order to cut stones to fit edges or corners.
We could count other important great benefits provided by this popular and easy home improvement alternative simply because once you explore and understand how it works, you quickly find endless redesigning opportunities that could fit any space at home.
Summarizing this article
What this Mosaic Pebble Tile technique can do for you? It can easily turn any plain area whether in the inside or in the outside into a beautiful living space at minimal cost and effort on your side. Although this is a quick review, it is highly recommended to keep the above advices once you decide on installing these panels.
Rapidlearn.org
Did you know that Mosaic Pebble Tile remodeling can easily transform any surface and room setting modern and unique in just few hours of work? If you want to provide a natural look and feel to your home decoration, then these natural tiles are an option you should consider. Tiling and remodeling surfaces at home doesn’t have to be a tedious task – read more in the following review.
Quick introduction
This tiling technique is a bit different than other techniques since Mosaic Pebble Tile redecoration is created by assembling together similar looking natural stones manually and carefully attached onto a mesh backing of 12′ by 12′ size. The islands of Bali & Sumatra in Indonesia are probably the largest source of these beautiful rock tiles. We can easily find various decorative applications: Flooring and countertops for kitchens and bathrooms, wall coverings, patio floors, pools, wine cellars and fireplaces.
What are the main benefits?
Using this simple solution definitely brings various advantages:
* Can be used inside as well as in the outside.
* It can easily be adjusted to very small / narrow surfaces where other fixed size tiles such as conventional ceramic tiles can’t.
* Feels comfortable to walk on.
Need a good advice?
* These stone panels have their weight, so if you intend to install backsplashes use small carpenter’s nails to hold the tile in place so you can easily grout it.
* Most recommended grout is sanded grout – it is suitable for both internal and external use.
* Use a tile saw in order to cut stones to fit edges or corners.
We could count other important great benefits provided by this popular and easy home improvement alternative simply because once you explore and understand how it works, you quickly find endless redesigning opportunities that could fit any space at home.
Summarizing this article
What this Mosaic Pebble Tile technique can do for you? It can easily turn any plain area whether in the inside or in the outside into a beautiful living space at minimal cost and effort on your side. Although this is a quick review, it is highly recommended to keep the above advices once you decide on installing these panels.
Rapidlearn.org
Generating Quantum Leaps By Doing the Right Things
January 15, 2009 by admin
Filed under Nail Care & Polish
Pj Germain asked:
Our strengths often become weaknesses because we rely on them too heavily, habitually doing what we do best instead of seeking the best things to do. Someone said: If your only tool is a hammer, you approach every problem as if it were a nail.
Put down your old, familiar tools for now, or else find a different way to use them. Doing the right things, even very imperfectly, can bring about a quantum leap. Doing the wrong things, even if you do them to perfection, will never deliver your dreams.
What is important is to think beyond what common sense would allow.
Webster describes common sense as: Ordinary good sense or sound practical judgment. Ordinary, according to the dictionary, means customary, usual, regular, normal; familiar, unexceptional, common; relatively poor or inferior. Webster also describes common sense as sound practical judgment. The meaning of practical is obtained through practice or action. In other words, common sense is judgment based on past experience. When you boil it all down, common sense is just what it sounds like – it is what people today commonly believe. And common sense is full of dumb, limiting ideas. It has always been that way.
Common sense used to say the world is flat, people can not fly, bleed people if you want to heal them. The idea of a man on the moon was once pure science fiction, so was television and the idea of a heart transplant. Common sense lies to you. It focuses on the obstacles, reviews what you have done in the past, studies the normal achievement patterns of people in general, and tells you what you can commonly expect to achieve. It is a self-fulfilling prophecy. Rely too much on common sense, and you can expect to see common results.
Quantum leaps require that you start thinking
about what you want, instead of what common sense
says is the reasonable thing for you to expect.
What would common sense say you can accomplish? What would be a sensible goal?
Uncommon sense says that you can accomplish astounding things. What would be a goal well beyond the boundary of improbable… far beyond the obvious next logical step? What would you go for if you knew your success was guaranteed? What would you do, how would you proceed, in terms of specific action steps?
Most people have the wiring in their brains messed up. They have decided to doubt the wrong things, such as their potential, the availability of breakthrough opportunities, and their chances for making a quantum leap. For now, if you must doubt something, doubt your limits. While it is true that you cannot make yourself believe in your ability to make the quantum leap, you definitely can act like you believe.
You can go ahead and do what you would do if you had complete faith. You always get to choose how you are going to act anyway. You decide how you are going to behave. You do not have to eliminate doubt to disregard it for the time being. Let it lie there, without influence, while you produce a remarkable set of results by acting as if your success is for certain. Instead of letting doubt decide what you will do, decide what you are going to do with your doubt.
Focus on ends rather than means. Develop a razor-sharp picture of where you want to land at the end of your quantum leap. Make your goal specific. Pay careful attention to the details. Focus on this goal constantly in your thoughts and imagination. Carry in your mind a picture of you achieving the objective.
Adults rarely make quantum leaps, but small children make them all of the time. Little ones focus on ends, rather than means. Kids have no hang-up about technique. Being so young and inexperienced, they are often practically devoid of methodology. But they are open-minded, goal-focused, and true believers in experimentation. They lock in mentally on their objective, and seem quite willing to let the goal determine the methodology. In fact, they proceed such that the goal often creates the methodology. The child does something for the first time ever, it works, and inherent potential is discovered. The necessary technique, the means, just sort of evolves in the process.
Grownups get it all backwards. Adults cannot seem to choose a goal without simultaneously evaluating their resources and personal repertoire of skills to see if they have what it takes to reach the objective. The adults command of technique methodology or resources then becomes the screening device used to select the appropriate goal. The choice of goals (the ends) depends too heavily on what the individual perceives as his or her obvious, available methodologies (the means).
Start by working on defining your goal, not by worrying about everything that will be involved in getting from here to there. The technique or methodology of the process you will need to follow will come to you. Just make sure your aim is good, open yourself to the unexpected, and proceed. You do not have to know how you are going to get there, but you must know where you want to go.
Think of problems, mistakes, and failure as growing pains. When you stop running into problems that is when you truly have a real problem. Somewhere in the process of growing up, we got the idea that it is best to avoid problems. Parents encourage kids to keep trouble at a minimum and eliminate mistakes as much as possible. Teachers give out As for getting everything right, and nails a student with a low grade for making errors. Eventually, failure gets a bad reputation.
In the world at large, however, failure can be a friend. There is a certain magic in mistakes. Problems, foul-ups, and breakdowns push you back on track, educate you, leaving you better equipped to navigate accurately toward your goal.
Unless you are willing to stretch yourself beyond the point where you know you can perform basically error-free, you will never find out how good you really are. If you are unwilling to taste failure, there is no way on earth you can taste the sweet fruits of your true potential.
Remember that progress often masquerades as trouble.
Mistakes and failures typically carry clues for breakthrough performance.
Rapid Learn Centre
Our strengths often become weaknesses because we rely on them too heavily, habitually doing what we do best instead of seeking the best things to do. Someone said: If your only tool is a hammer, you approach every problem as if it were a nail.
Put down your old, familiar tools for now, or else find a different way to use them. Doing the right things, even very imperfectly, can bring about a quantum leap. Doing the wrong things, even if you do them to perfection, will never deliver your dreams.
What is important is to think beyond what common sense would allow.
Webster describes common sense as: Ordinary good sense or sound practical judgment. Ordinary, according to the dictionary, means customary, usual, regular, normal; familiar, unexceptional, common; relatively poor or inferior. Webster also describes common sense as sound practical judgment. The meaning of practical is obtained through practice or action. In other words, common sense is judgment based on past experience. When you boil it all down, common sense is just what it sounds like – it is what people today commonly believe. And common sense is full of dumb, limiting ideas. It has always been that way.
Common sense used to say the world is flat, people can not fly, bleed people if you want to heal them. The idea of a man on the moon was once pure science fiction, so was television and the idea of a heart transplant. Common sense lies to you. It focuses on the obstacles, reviews what you have done in the past, studies the normal achievement patterns of people in general, and tells you what you can commonly expect to achieve. It is a self-fulfilling prophecy. Rely too much on common sense, and you can expect to see common results.
Quantum leaps require that you start thinking
about what you want, instead of what common sense
says is the reasonable thing for you to expect.
What would common sense say you can accomplish? What would be a sensible goal?
Uncommon sense says that you can accomplish astounding things. What would be a goal well beyond the boundary of improbable… far beyond the obvious next logical step? What would you go for if you knew your success was guaranteed? What would you do, how would you proceed, in terms of specific action steps?
Most people have the wiring in their brains messed up. They have decided to doubt the wrong things, such as their potential, the availability of breakthrough opportunities, and their chances for making a quantum leap. For now, if you must doubt something, doubt your limits. While it is true that you cannot make yourself believe in your ability to make the quantum leap, you definitely can act like you believe.
You can go ahead and do what you would do if you had complete faith. You always get to choose how you are going to act anyway. You decide how you are going to behave. You do not have to eliminate doubt to disregard it for the time being. Let it lie there, without influence, while you produce a remarkable set of results by acting as if your success is for certain. Instead of letting doubt decide what you will do, decide what you are going to do with your doubt.
Focus on ends rather than means. Develop a razor-sharp picture of where you want to land at the end of your quantum leap. Make your goal specific. Pay careful attention to the details. Focus on this goal constantly in your thoughts and imagination. Carry in your mind a picture of you achieving the objective.
Adults rarely make quantum leaps, but small children make them all of the time. Little ones focus on ends, rather than means. Kids have no hang-up about technique. Being so young and inexperienced, they are often practically devoid of methodology. But they are open-minded, goal-focused, and true believers in experimentation. They lock in mentally on their objective, and seem quite willing to let the goal determine the methodology. In fact, they proceed such that the goal often creates the methodology. The child does something for the first time ever, it works, and inherent potential is discovered. The necessary technique, the means, just sort of evolves in the process.
Grownups get it all backwards. Adults cannot seem to choose a goal without simultaneously evaluating their resources and personal repertoire of skills to see if they have what it takes to reach the objective. The adults command of technique methodology or resources then becomes the screening device used to select the appropriate goal. The choice of goals (the ends) depends too heavily on what the individual perceives as his or her obvious, available methodologies (the means).
Start by working on defining your goal, not by worrying about everything that will be involved in getting from here to there. The technique or methodology of the process you will need to follow will come to you. Just make sure your aim is good, open yourself to the unexpected, and proceed. You do not have to know how you are going to get there, but you must know where you want to go.
Think of problems, mistakes, and failure as growing pains. When you stop running into problems that is when you truly have a real problem. Somewhere in the process of growing up, we got the idea that it is best to avoid problems. Parents encourage kids to keep trouble at a minimum and eliminate mistakes as much as possible. Teachers give out As for getting everything right, and nails a student with a low grade for making errors. Eventually, failure gets a bad reputation.
In the world at large, however, failure can be a friend. There is a certain magic in mistakes. Problems, foul-ups, and breakdowns push you back on track, educate you, leaving you better equipped to navigate accurately toward your goal.
Unless you are willing to stretch yourself beyond the point where you know you can perform basically error-free, you will never find out how good you really are. If you are unwilling to taste failure, there is no way on earth you can taste the sweet fruits of your true potential.
Remember that progress often masquerades as trouble.
Mistakes and failures typically carry clues for breakthrough performance.
Rapid Learn Centre
Cordless Power Nail Guns You Can Count On
December 25, 2008 by admin
Filed under Nail Care & Polish
Christa Kowalczyk asked:
Nothing beats the conventional hammer when it is about driving a nail. But when it comes to driving hundreds of nails in a day then a hammer seems out of question. This is where the power nail gun comes into picture.
It is an electronic device that is used to drive nails into the given surfaces using a hammer like force. The best part is there are virtually no mishaps as seen with the conventional hammer.
In fact using the nail gun you can sink hundreds of nails in a matter of few minutes. That is why a power nail gun is the most popular products among the DIY community as well as the professionals. This article is meant to guide you through the complete details of this
tool.
This is an effective tool when it comes to reaching really tight corners. Handling it gets really easy as there is no cable to hamper the working by getting short or jumbling.
This tool takes very small startup time and hence is better if compared to the pneumatic nail gun. Compared to the pneumatic nail gun, it drives power from an inflammable gas.
This gas is drained from a disposable canister attached to the nail gun itself and then is injected into the combustion chamber above the piston. In the next step an electric charge from a battery ignites the gas which then explodes and drives the piston into a movement
that is powerful enough to dispense a nail easily.
As the tool and power source are self-contained, no cords or hoses are necessary which in turn makes it really handy. On the power front, it is as effective and powerful compared to its pneumatic counterpart. And that is why it is popularly used by homeowners and
professionals.
But as are the advantages, so are some disadvantages associated with it. It needs to be cleaned and maintained more frequently compared to the pneumatic nail gun. This is more so as it burns gas to drive power, which in turn can deposit carbon on the tool. It cannot be used for a high volume of work. It is due to the restricted working time it allows with respect to its power source.
That is why it is always better to use the cordless power nail gun for the low volume jobs. If you are a professional it is advised that you use both the pneumatic nail gun; for high volume jobs and this model for jobs involving less nails to be driven in tight
corners.
In all, if the task in hand requires reaching obstructed areas, then it is what you should be looking for. Before you buy this tool, review it carefully on various aspects that can affect your buying decision.
Rapid Learn Centre
Nothing beats the conventional hammer when it is about driving a nail. But when it comes to driving hundreds of nails in a day then a hammer seems out of question. This is where the power nail gun comes into picture.
It is an electronic device that is used to drive nails into the given surfaces using a hammer like force. The best part is there are virtually no mishaps as seen with the conventional hammer.
In fact using the nail gun you can sink hundreds of nails in a matter of few minutes. That is why a power nail gun is the most popular products among the DIY community as well as the professionals. This article is meant to guide you through the complete details of this
tool.
This is an effective tool when it comes to reaching really tight corners. Handling it gets really easy as there is no cable to hamper the working by getting short or jumbling.
This tool takes very small startup time and hence is better if compared to the pneumatic nail gun. Compared to the pneumatic nail gun, it drives power from an inflammable gas.
This gas is drained from a disposable canister attached to the nail gun itself and then is injected into the combustion chamber above the piston. In the next step an electric charge from a battery ignites the gas which then explodes and drives the piston into a movement
that is powerful enough to dispense a nail easily.
As the tool and power source are self-contained, no cords or hoses are necessary which in turn makes it really handy. On the power front, it is as effective and powerful compared to its pneumatic counterpart. And that is why it is popularly used by homeowners and
professionals.
But as are the advantages, so are some disadvantages associated with it. It needs to be cleaned and maintained more frequently compared to the pneumatic nail gun. This is more so as it burns gas to drive power, which in turn can deposit carbon on the tool. It cannot be used for a high volume of work. It is due to the restricted working time it allows with respect to its power source.
That is why it is always better to use the cordless power nail gun for the low volume jobs. If you are a professional it is advised that you use both the pneumatic nail gun; for high volume jobs and this model for jobs involving less nails to be driven in tight
corners.
In all, if the task in hand requires reaching obstructed areas, then it is what you should be looking for. Before you buy this tool, review it carefully on various aspects that can affect your buying decision.
Rapid Learn Centre
Top Rated Acne Treatment – What Really Works to Treat Acne?
December 18, 2008 by admin
Filed under Nail Care & Polish
Franklin Banker asked:
Acne, most commonly known as pimples, is the bane of almost every face and the worst nightmare for those too unfortunate to suffer.
It is the most common skin disease today. In United States alone, nearly 60 million people are infected with acne, where 85 per cent of teenagers suffer from it.
Acne is a disorder resulting from the action of hormones on the skin’s oil glands (sebaceous glands), which leads to plugged pores and outbreaks of lesions commonly called pimples or zits. Acne lesions usually occur on the face, neck, back, chest, and shoulders.
Contrary to the popular belief, acne is not just a teenager’s disease. It is a socially bane and can be upsetting and disfiguring in certain cases. It has a significant economic impact, as people spend a lot of money on non-prescription and prescription treatments and therapies.
Acne cases vary from mild to severely disfiguring. It ranges from comedones (blackheads and whiteheads) to nodules and cysts. Here are several acne terms that can help you better understand acne.
Comedo or Comedones are simply a plugged and enlarged hair follicle. When a comedo is open, it is usually called a blackhead. When it is closed or deep into the skin, it is usually called whitehead. The whitehead differs in color from the blackhead because the opening of the plugged sebaceous follicle to the skin’s surface is closed or very narrow, in contrast to the distended follicular opening of the blackhead. Neither blackheads nor whiteheads should be squeezed or picked open, unless extracted by a dermatologist under sterile conditions. Tissue injured by squeezing or picking can become infected by staphylococci, streptococci and other skin bacteria.
Papules are inflamed lesions that usually appear as small, pink bumps on the skin and can be tender to the touch. A group of very small papules and microcomedones may be almost invisible but have a “sandpaper” feel to the touch. A papule is caused by localized cellular reaction to the process of acne.
Pustules are papules topped by pus-filled lesions that may be red at the base. A pustule that forms over a sebaceous follicle usually has a hair in the center. Acne pustules that heal without progressing to cystic form usually leave no scars.
Nodules are solid, dome-shaped or irregularly-shaped lesions. They are commonly characterized by inflammation, extend into deeper layers of the skin and may cause tissue destruction that results in scarring. A nodule may be very painful. Nodular acne is a severe form of acne that may not respond to therapies other than isotretinoin.
Cysts can appear similar to nodules but are pus-filled, very painful and can cause scarring. They are usually described as having a diameter of 5 mm or more.
Although it cannot be known for sure, there’s good reason to believe that none of the millions of people who have suffered or are suffering from acne has refrained from picking open or squeezing their pimples. In fact it seems to be one of the most common actions among those people whose faces or bodies are covered with unpleasant-looking red spots. It is also one of the worst possible ideas. Pimples should never be squeezed or picked open by you. This is a job for a doctor and to be performed only if he deems it necessary. The main reason is that a pimple that has been squeezed or picked open is practically an invitation to every bacteria around to enter your body and cause an infection through the tiny opening in your skin. If you think the danger is negligible, you’re wrong.
At the very least your action is a sure way of causing future pimples to emerge in the same spot. Most likely, by tampering with your pimples in less than sterile conditions will result in permanent scarring, as the damaged skin closes around the gaping hole formerly known as a pimple. While I may seem to joke about it, let me assure you that this issue is very important. I know that it’s very hard to resist the temptation to squeeze your pimples in an attempt to eliminate at least the worst of them, but you should try as hard as you can to resists.
Believe me, you don’t want to spend the rest of your life with the scars of past acne flare-ups crisscrossing your face. This is why it’s very important to deal with acne in a decisive manner and prevent the emergence of pimples. The best way of taking care of your problem is to use an acne treatment that can really help your body put an end to basic cause of acne: widespread clogging of pores. The best acne solution around is the ClearPores Skin Cleansing System, the three-part system that takes care of acne both from the inside and the outside and prevents future flare-ups. Try it and you’ll be pleasantly surprised!
There’s a rather worn-out saying, which goes like this: you are what you eat. Not surprisingly, the cheap soundbite appearance serves as a mask for a deeper truth, since any skin care professional would tell you that diet is crucial for maintaining a healthy skin. Many skin conditions are caused by diets that actually starve the body instead of bringing in the much-needed vitamins and minerals.
Your skin cannot function properly without the daily supply of vitamins, among which the most important are Vitamin A, Vitamin B2, Vitamin B5, Vitamin B7, Vitamin C, Vitamin D and Vitamin E.
Vitamin A is one of the building blocks of the body’s immune system. It plays a key role in the formation of intact epithelial tissues, which are the first barrier to infections, and also in keeping white cells healthy to fight bacteria. An insufficient supply of Vitamin A can lead to xerosis, which means “dry skin”. The best sources of Vitamin A are milk, eggs, carrots and spinach.
Vitamin B2 is involved in the regulation of human growth, including the health of skin, hair and nails. It can be found in milk, cheese, leafy vegetables and almonds. According to studies conducted by Doctor Hung Leung, deficiency of Vitamin B5 can cause acne. Doctor Leung has actually managed to prove through his studies that regular doses of Vitamin B5 have a positive impact on acne, with milder cases being solved in matter of weeks. This vitamin is common in whole grain cereals, legumes, eggs and meat. Vitamin B7 is used by the cosmetics and health industries in many skin and hair care products. It is also recommended by doctors for strengthening hair and nails. Common sources of B7 are liver and kidney, dairy products and some seafood.
The well-known Vitamin C is not used solely for preventing the loss of teeth, but also to keep skin flexible and strong at the same time. The vitamin is required for the production of collagen in the connective tissues. Collagen is responsible for keeping the connective tissue flexible, yet strong. The best sources of Vitamin C are fruits and vegetables, with the Billygoat Plum (also known as Gubinge or Kakadu Plum) being the undisputed leader of Vitamin C sources (60 times more Vitamin C than oranges).
The body synthesizes large quantities of Vitamin D through exposure to sunlight, which makes this vitamin one of the easiest to get. However, the end of summer means an end to large-scale Vitamin D synthesis and the body has to rely on reserves to get through the autumn and winter. Lack of Vitamin D is one of the causes behind skin cancer. Other sources of Vitamin D are fatty fish (salmon, mackerel, sardines) fish and beef liver and eggs.
Vitamin E is used in many skin creams and lotions. It is believed to play a role in promoting skin healing and reducing scarring after certain injuries. It can be found in vegetable oils, nuts, wheat and leafy vegetables.
To get a personal look at this matter of difficult and long acne suffering, take a look this website called My Acne Solution. The site describes in detail the journey of one lady by the name of Elizabeth Stanton. She suffered with Acne for years, and tried all kinds of acne treatments and medicines. Some of the ones she used are also reviewed, but the emphasis is on the product Clearpores Acne System.
Clearpores Acne Care System
Acne Treatment System Information
Rapidlearn.org
Acne, most commonly known as pimples, is the bane of almost every face and the worst nightmare for those too unfortunate to suffer.
It is the most common skin disease today. In United States alone, nearly 60 million people are infected with acne, where 85 per cent of teenagers suffer from it.
Acne is a disorder resulting from the action of hormones on the skin’s oil glands (sebaceous glands), which leads to plugged pores and outbreaks of lesions commonly called pimples or zits. Acne lesions usually occur on the face, neck, back, chest, and shoulders.
Contrary to the popular belief, acne is not just a teenager’s disease. It is a socially bane and can be upsetting and disfiguring in certain cases. It has a significant economic impact, as people spend a lot of money on non-prescription and prescription treatments and therapies.
Acne cases vary from mild to severely disfiguring. It ranges from comedones (blackheads and whiteheads) to nodules and cysts. Here are several acne terms that can help you better understand acne.
Comedo or Comedones are simply a plugged and enlarged hair follicle. When a comedo is open, it is usually called a blackhead. When it is closed or deep into the skin, it is usually called whitehead. The whitehead differs in color from the blackhead because the opening of the plugged sebaceous follicle to the skin’s surface is closed or very narrow, in contrast to the distended follicular opening of the blackhead. Neither blackheads nor whiteheads should be squeezed or picked open, unless extracted by a dermatologist under sterile conditions. Tissue injured by squeezing or picking can become infected by staphylococci, streptococci and other skin bacteria.
Papules are inflamed lesions that usually appear as small, pink bumps on the skin and can be tender to the touch. A group of very small papules and microcomedones may be almost invisible but have a “sandpaper” feel to the touch. A papule is caused by localized cellular reaction to the process of acne.
Pustules are papules topped by pus-filled lesions that may be red at the base. A pustule that forms over a sebaceous follicle usually has a hair in the center. Acne pustules that heal without progressing to cystic form usually leave no scars.
Nodules are solid, dome-shaped or irregularly-shaped lesions. They are commonly characterized by inflammation, extend into deeper layers of the skin and may cause tissue destruction that results in scarring. A nodule may be very painful. Nodular acne is a severe form of acne that may not respond to therapies other than isotretinoin.
Cysts can appear similar to nodules but are pus-filled, very painful and can cause scarring. They are usually described as having a diameter of 5 mm or more.
Although it cannot be known for sure, there’s good reason to believe that none of the millions of people who have suffered or are suffering from acne has refrained from picking open or squeezing their pimples. In fact it seems to be one of the most common actions among those people whose faces or bodies are covered with unpleasant-looking red spots. It is also one of the worst possible ideas. Pimples should never be squeezed or picked open by you. This is a job for a doctor and to be performed only if he deems it necessary. The main reason is that a pimple that has been squeezed or picked open is practically an invitation to every bacteria around to enter your body and cause an infection through the tiny opening in your skin. If you think the danger is negligible, you’re wrong.
At the very least your action is a sure way of causing future pimples to emerge in the same spot. Most likely, by tampering with your pimples in less than sterile conditions will result in permanent scarring, as the damaged skin closes around the gaping hole formerly known as a pimple. While I may seem to joke about it, let me assure you that this issue is very important. I know that it’s very hard to resist the temptation to squeeze your pimples in an attempt to eliminate at least the worst of them, but you should try as hard as you can to resists.
Believe me, you don’t want to spend the rest of your life with the scars of past acne flare-ups crisscrossing your face. This is why it’s very important to deal with acne in a decisive manner and prevent the emergence of pimples. The best way of taking care of your problem is to use an acne treatment that can really help your body put an end to basic cause of acne: widespread clogging of pores. The best acne solution around is the ClearPores Skin Cleansing System, the three-part system that takes care of acne both from the inside and the outside and prevents future flare-ups. Try it and you’ll be pleasantly surprised!
There’s a rather worn-out saying, which goes like this: you are what you eat. Not surprisingly, the cheap soundbite appearance serves as a mask for a deeper truth, since any skin care professional would tell you that diet is crucial for maintaining a healthy skin. Many skin conditions are caused by diets that actually starve the body instead of bringing in the much-needed vitamins and minerals.
Your skin cannot function properly without the daily supply of vitamins, among which the most important are Vitamin A, Vitamin B2, Vitamin B5, Vitamin B7, Vitamin C, Vitamin D and Vitamin E.
Vitamin A is one of the building blocks of the body’s immune system. It plays a key role in the formation of intact epithelial tissues, which are the first barrier to infections, and also in keeping white cells healthy to fight bacteria. An insufficient supply of Vitamin A can lead to xerosis, which means “dry skin”. The best sources of Vitamin A are milk, eggs, carrots and spinach.
Vitamin B2 is involved in the regulation of human growth, including the health of skin, hair and nails. It can be found in milk, cheese, leafy vegetables and almonds. According to studies conducted by Doctor Hung Leung, deficiency of Vitamin B5 can cause acne. Doctor Leung has actually managed to prove through his studies that regular doses of Vitamin B5 have a positive impact on acne, with milder cases being solved in matter of weeks. This vitamin is common in whole grain cereals, legumes, eggs and meat. Vitamin B7 is used by the cosmetics and health industries in many skin and hair care products. It is also recommended by doctors for strengthening hair and nails. Common sources of B7 are liver and kidney, dairy products and some seafood.
The well-known Vitamin C is not used solely for preventing the loss of teeth, but also to keep skin flexible and strong at the same time. The vitamin is required for the production of collagen in the connective tissues. Collagen is responsible for keeping the connective tissue flexible, yet strong. The best sources of Vitamin C are fruits and vegetables, with the Billygoat Plum (also known as Gubinge or Kakadu Plum) being the undisputed leader of Vitamin C sources (60 times more Vitamin C than oranges).
The body synthesizes large quantities of Vitamin D through exposure to sunlight, which makes this vitamin one of the easiest to get. However, the end of summer means an end to large-scale Vitamin D synthesis and the body has to rely on reserves to get through the autumn and winter. Lack of Vitamin D is one of the causes behind skin cancer. Other sources of Vitamin D are fatty fish (salmon, mackerel, sardines) fish and beef liver and eggs.
Vitamin E is used in many skin creams and lotions. It is believed to play a role in promoting skin healing and reducing scarring after certain injuries. It can be found in vegetable oils, nuts, wheat and leafy vegetables.
To get a personal look at this matter of difficult and long acne suffering, take a look this website called My Acne Solution. The site describes in detail the journey of one lady by the name of Elizabeth Stanton. She suffered with Acne for years, and tried all kinds of acne treatments and medicines. Some of the ones she used are also reviewed, but the emphasis is on the product Clearpores Acne System.
Clearpores Acne Care System
Acne Treatment System Information
Rapidlearn.org
Mass Loaded Vinyl – a Review of the Performance and Cost in Acoustical Applications
December 11, 2008 by admin
Filed under Nail Care & Polish
Kevin Surace asked:
Room-to-room noise reduction is rated in terms of sound transmission class (STC). The acoustical performance of common 16″ OC wood stud walls is typically STC 30 to 34, and 24″ OC wood stud walls is STC 36 to 39. This is considered poor, as conversation can be easily heard. An old method to improve wall isolation since the 70’s is a product called mass loaded vinyl. It is sold under a number a brand names, such as AcoustiBlok, SoundBarrier and others.
Acoustics and Vinyl Noise can be attenuated with additional mass and many companies make vinyl sheets weighing about one pound per square foot. For this type of acoustical treatment, the mass of the materials is the dominant factor. However a wall already weighs 4 to 5 pounds per square foot before mass loaded vinyl is added, so the extra pound added by a single layer of vinyl is only a small amount of added mass.
Vinyl sellers display transmission loss data of bare sheets showing an STC of 26 or more. However presenting bare product performance is not related to the performance in an actual wall. The acoustic ratings of individual materials cannot be added to existing walls. For example, a single sheet of 5/8 inch thick gypsum board by itself has an STC of 28 — 2 points higher than that of one pound vinyl. But you cannot add that 28 to a wall of 30 and get 58. In fact, an extra layer of gypsum adds only 2-3 STC points to any wall.
Adding mass to a wall follows mass-law which states that a doubling of wall mass adds about 5 to 6dB of isolation. That is, a doubling of mass of the entire structure!
When considering any product for soundproofing it is imperative to look for independent lab tests on full scale 8′ x 12′ walls performed to a current ASTM test method (ASTM E90 and E413). Remember individual STC values do not add up.
Sound Transmission in Walls In a single stud assembly, the major path of sound transmission is directly through the studs rather than the air in the cavity. The addition of a vinyl layer does little to change this since the outer gypsum will be nailed or screwed directly through the vinyl into the stud. For significant improvements, one must change this path fundamentally, or introduce specific damping into the structure.
Actual Performance There is one test from an independent lab showing a branded mass loaded vinyl at over STC50 on a 24OC wood stud wall. Unfortunately that test was conducted on a single wall section (4′ x 8′) rather than the required 8′ x 12′ wall, thus rendering the test invalid as it does not meet the requirements of ASTM E90. Three other full scale tests have now been published which show MLV on one side of a 24OC wood stud wall at STC 43 to STC 45. This is an improvement of about 15% less noise as heard by humans.
Cost Considerations One pound per square foot vinyl sells for $1.50 to $2.00 per square foot at many online stores plus shipping (add about $1 per pound for UPS). So the delivered material cost averages $2.50 to $3.00 per square foot.
Vinyl installation is labor intensive. The vinyl needs to be unrolled, cut by hand around obstacles, attached with fasteners and carefully taped along every seam prior to the installation of the drywall layer. If one is not doing the work themselves, subcontractors charge $1.00 to $2.10 per square foot for installation.
Thus, in reasonable sized projects, one can expect an increase in wall costs of $3.50 to $5.10 per square foot. Consider a base of about $4.00/sqft if it is new construction for the studs, gypsum, and standard labor, and this results in a wall that averages $8/sqft. This will result in an STC 43 wall assembly with 24″ OC studs.
Comparison Soundproof drywall, such as QuietRock, creates a damped structure and thus behaves differently than MLV. Lab tests on soundproof drywall show STC’s of 50 or better when used on one side of a 24OC wood stud wall. And this material replaces one side of drywall, saving money and time.
Low cost soundproof drywall today runs about $1.20/sqft (and is available at local dealers). Labor is about $0.60/sqft. Thus total wall costs can be under $5.30 per square foot depending on performance required. No special training or labor is required, since it installs just like drywall. The resulting performance is a 50% noise reduction (versus 15% for vinyl), the overall cost is 30% lower.
Resilient Channel is another technique which has been used since the 1960’s. This requires hanging metal channels on the studs and then hanging drywall on the channels. The drywall must be isolated on all sides since touching the floor, walls or ceiling could acoustically “short out” the floating wall and reduce the performance.
If done right, with a double drywall on the RC side, and no shorts, it is reasonable to achieve an STC 48. The cost of this wall is under $6.00/sqft including labor. While the performance is less than soundproof drywall and the difficulty is higher, it is a mature method which was popular before the advent of soundproof drywall. So it may be worth still considering as an option.
Conclusion Mass Loaded Vinyl has been sold for many years to help with sound isolation between rooms. They can provide limited increased STC values by adding additional mass and impedance changes to the wall. However, the effort, cost and detail required to use these materials needs to be compared to other more established and tested methods including soundproof drywall and resilient channels.
Rapid Learn Centre
Room-to-room noise reduction is rated in terms of sound transmission class (STC). The acoustical performance of common 16″ OC wood stud walls is typically STC 30 to 34, and 24″ OC wood stud walls is STC 36 to 39. This is considered poor, as conversation can be easily heard. An old method to improve wall isolation since the 70’s is a product called mass loaded vinyl. It is sold under a number a brand names, such as AcoustiBlok, SoundBarrier and others.
Acoustics and Vinyl Noise can be attenuated with additional mass and many companies make vinyl sheets weighing about one pound per square foot. For this type of acoustical treatment, the mass of the materials is the dominant factor. However a wall already weighs 4 to 5 pounds per square foot before mass loaded vinyl is added, so the extra pound added by a single layer of vinyl is only a small amount of added mass.
Vinyl sellers display transmission loss data of bare sheets showing an STC of 26 or more. However presenting bare product performance is not related to the performance in an actual wall. The acoustic ratings of individual materials cannot be added to existing walls. For example, a single sheet of 5/8 inch thick gypsum board by itself has an STC of 28 — 2 points higher than that of one pound vinyl. But you cannot add that 28 to a wall of 30 and get 58. In fact, an extra layer of gypsum adds only 2-3 STC points to any wall.
Adding mass to a wall follows mass-law which states that a doubling of wall mass adds about 5 to 6dB of isolation. That is, a doubling of mass of the entire structure!
When considering any product for soundproofing it is imperative to look for independent lab tests on full scale 8′ x 12′ walls performed to a current ASTM test method (ASTM E90 and E413). Remember individual STC values do not add up.
Sound Transmission in Walls In a single stud assembly, the major path of sound transmission is directly through the studs rather than the air in the cavity. The addition of a vinyl layer does little to change this since the outer gypsum will be nailed or screwed directly through the vinyl into the stud. For significant improvements, one must change this path fundamentally, or introduce specific damping into the structure.
Actual Performance There is one test from an independent lab showing a branded mass loaded vinyl at over STC50 on a 24OC wood stud wall. Unfortunately that test was conducted on a single wall section (4′ x 8′) rather than the required 8′ x 12′ wall, thus rendering the test invalid as it does not meet the requirements of ASTM E90. Three other full scale tests have now been published which show MLV on one side of a 24OC wood stud wall at STC 43 to STC 45. This is an improvement of about 15% less noise as heard by humans.
Cost Considerations One pound per square foot vinyl sells for $1.50 to $2.00 per square foot at many online stores plus shipping (add about $1 per pound for UPS). So the delivered material cost averages $2.50 to $3.00 per square foot.
Vinyl installation is labor intensive. The vinyl needs to be unrolled, cut by hand around obstacles, attached with fasteners and carefully taped along every seam prior to the installation of the drywall layer. If one is not doing the work themselves, subcontractors charge $1.00 to $2.10 per square foot for installation.
Thus, in reasonable sized projects, one can expect an increase in wall costs of $3.50 to $5.10 per square foot. Consider a base of about $4.00/sqft if it is new construction for the studs, gypsum, and standard labor, and this results in a wall that averages $8/sqft. This will result in an STC 43 wall assembly with 24″ OC studs.
Comparison Soundproof drywall, such as QuietRock, creates a damped structure and thus behaves differently than MLV. Lab tests on soundproof drywall show STC’s of 50 or better when used on one side of a 24OC wood stud wall. And this material replaces one side of drywall, saving money and time.
Low cost soundproof drywall today runs about $1.20/sqft (and is available at local dealers). Labor is about $0.60/sqft. Thus total wall costs can be under $5.30 per square foot depending on performance required. No special training or labor is required, since it installs just like drywall. The resulting performance is a 50% noise reduction (versus 15% for vinyl), the overall cost is 30% lower.
Resilient Channel is another technique which has been used since the 1960’s. This requires hanging metal channels on the studs and then hanging drywall on the channels. The drywall must be isolated on all sides since touching the floor, walls or ceiling could acoustically “short out” the floating wall and reduce the performance.
If done right, with a double drywall on the RC side, and no shorts, it is reasonable to achieve an STC 48. The cost of this wall is under $6.00/sqft including labor. While the performance is less than soundproof drywall and the difficulty is higher, it is a mature method which was popular before the advent of soundproof drywall. So it may be worth still considering as an option.
Conclusion Mass Loaded Vinyl has been sold for many years to help with sound isolation between rooms. They can provide limited increased STC values by adding additional mass and impedance changes to the wall. However, the effort, cost and detail required to use these materials needs to be compared to other more established and tested methods including soundproof drywall and resilient channels.
Rapid Learn Centre
Make Money Online Without Risking Your Bankbook
October 15, 2008 by admin
Filed under Nail Care & Polish
Jeffrey S. Dutt asked:
Before you open your mouth, the person standing before you will quickly review your appearance and demeanor, and make an instantaneous value judgment based on what he or she sees. You may be exceptionally competent, capable, intelligent, educated and efficient, but if you don’t look like a professional, your credibility will suffer. When meeting a client for the first time, look as professional as possible. Basic squeaky-clean guidelines are a given, of course – face, hair, hands, nails, clothes and shoes. Leave the sweats and shorts at home. It isn’t necessary to dress as though you are attending an afternoon tea, but do dress for success. If you look professional and behave in a professional manner, you will generally be treated as a professional.
Plan ahead. Well before a scheduled meeting, prepare and organize all appropriate materials in a neat packet or in several packets if you are scheduled for several interviews. The interviewer will be impressed with your organization and you won’t be embarrassed by last minute fumbling or missing information.
Be prepared for interviews. Have your resume up-to-date and readily available, as well as personal references attesting to your competence and skills. Some data entry professionals also provide a ready-to-sign contract, which demonstrates professional forethought and commitment.
Be ready to provide specific facts about your service to clients who ask for information regarding schedules, turnaround time, and availability to clients who request this information. Give forethought to guarantees of service and confidentiality. Review your deadline procedures and backup systems for personal emergencies.
Be prepared to answer questions about your office and its location, type of equipment you use, your proposed method of operation, line counts, margin widths, type styles, quality assurance, and other facets of medical transcription. When speaking, be as concise as possible, clearly explaining your service and how it will benefit the client. Point out areas of flexibility and offer to tailor your service whenever possible to meet the client’s needs. If the interview goes well and you negotiate a contract, state your terms succinctly and logically at the outset. Carefully explain your fees, billing dates, payment schedules, and other important business factors to avoid confusion later.In an interview, do not answer statements. If a prospective client states that using an outside service is expensive, don’t try to convince her otherwise. Smile pleasantly and allow her to express her opinion.
Do not criticize or belittle your competitors. If a prospect baits you by praising your competitor, do not respond with a laundry list of your competitor’s flaws or snidely point out that if the competitor was actually so fantastic, the interviewer would already be using that service. Instead, respond favorably and leave a good impression.
Rapid Learn Centre
Before you open your mouth, the person standing before you will quickly review your appearance and demeanor, and make an instantaneous value judgment based on what he or she sees. You may be exceptionally competent, capable, intelligent, educated and efficient, but if you don’t look like a professional, your credibility will suffer. When meeting a client for the first time, look as professional as possible. Basic squeaky-clean guidelines are a given, of course – face, hair, hands, nails, clothes and shoes. Leave the sweats and shorts at home. It isn’t necessary to dress as though you are attending an afternoon tea, but do dress for success. If you look professional and behave in a professional manner, you will generally be treated as a professional.
Plan ahead. Well before a scheduled meeting, prepare and organize all appropriate materials in a neat packet or in several packets if you are scheduled for several interviews. The interviewer will be impressed with your organization and you won’t be embarrassed by last minute fumbling or missing information.
Be prepared for interviews. Have your resume up-to-date and readily available, as well as personal references attesting to your competence and skills. Some data entry professionals also provide a ready-to-sign contract, which demonstrates professional forethought and commitment.
Be ready to provide specific facts about your service to clients who ask for information regarding schedules, turnaround time, and availability to clients who request this information. Give forethought to guarantees of service and confidentiality. Review your deadline procedures and backup systems for personal emergencies.
Be prepared to answer questions about your office and its location, type of equipment you use, your proposed method of operation, line counts, margin widths, type styles, quality assurance, and other facets of medical transcription. When speaking, be as concise as possible, clearly explaining your service and how it will benefit the client. Point out areas of flexibility and offer to tailor your service whenever possible to meet the client’s needs. If the interview goes well and you negotiate a contract, state your terms succinctly and logically at the outset. Carefully explain your fees, billing dates, payment schedules, and other important business factors to avoid confusion later.In an interview, do not answer statements. If a prospective client states that using an outside service is expensive, don’t try to convince her otherwise. Smile pleasantly and allow her to express her opinion.
Do not criticize or belittle your competitors. If a prospect baits you by praising your competitor, do not respond with a laundry list of your competitor’s flaws or snidely point out that if the competitor was actually so fantastic, the interviewer would already be using that service. Instead, respond favorably and leave a good impression.
Rapid Learn Centre
Why Choose a Home Business?
October 8, 2008 by admin
Filed under Nail Care & Polish
Zach Thompson asked:
Choosing a home business for the wellness industry can sometimes seem like a complicated process. There are many things to consider for selecting just the perfect home business. After all, we want to be successful and enjoy working for ourselves. The wellness industry is making terrific strides in becoming one of the largest business industries on the market today. But which type of home business is right for you?
First, you must decide how much time you are willing to put into your home business for the wellness industry. New businesses and continued home businesses require a great deal of time and effort. Like others, you can do a part time job in addition to your regular job or meeting your family responsibilities.
Your next decision will be how much money you have to invest in your home business for the wellness industry.
There are some home businesses you can start for little or no cost at all. For example, you can join a reputable affiliation program in the wellness industry for no start-up costs at all. With approximately two-thousand dollars, you can become a trade show exhibitor for the wellness industry. You should sit down and figure out a budget for the new business.
Now that you have selected how much time and what budget you are working with, you will need to begin selecting the perfect home business for the wellness industry for you. Do you like direct sales and working face to face with customers? If you are a people person, you will want to do marketing for wellness items. You can do this through trade shows, flea markets, direct sales to fitness gyms, spas, resorts, and other places.
Another type of direct sale in the wellness industry that many new people overlook is skin care, hair care, and nail care products. People are very concerned about the health of their skin, hair, and nails. If you are a people person, you could market these types of beauty and health products to friends, neighbors, relatives, and even co-workers. This is a great way to start a home business for the wellness industry with very little initial investment.
If you have a talent for writing another wellness industry business, it is online. You can write product reviews for the literally thousands of wellness products available on the market. These can then be submitted to review sites that pay writers for their opinions. Some of these sites pay by giving writers a share of the ad-revenue that comes into the online company. Others pay a standard rate for each piece that is written. There are numerous review companies available online and this is a terrific wellness industry business to start with no start-up costs. You can do this full time or part time depending on your writing speed and your desire.
As you can see, there are many possibilities for choosing a home business in the wellness industry. You can find one that is perfect for you with little or not start-up costs, or you can invest in a business and run it full time. The choice is yours.
Rapidlearn.org
Choosing a home business for the wellness industry can sometimes seem like a complicated process. There are many things to consider for selecting just the perfect home business. After all, we want to be successful and enjoy working for ourselves. The wellness industry is making terrific strides in becoming one of the largest business industries on the market today. But which type of home business is right for you?
First, you must decide how much time you are willing to put into your home business for the wellness industry. New businesses and continued home businesses require a great deal of time and effort. Like others, you can do a part time job in addition to your regular job or meeting your family responsibilities.
Your next decision will be how much money you have to invest in your home business for the wellness industry.
There are some home businesses you can start for little or no cost at all. For example, you can join a reputable affiliation program in the wellness industry for no start-up costs at all. With approximately two-thousand dollars, you can become a trade show exhibitor for the wellness industry. You should sit down and figure out a budget for the new business.
Now that you have selected how much time and what budget you are working with, you will need to begin selecting the perfect home business for the wellness industry for you. Do you like direct sales and working face to face with customers? If you are a people person, you will want to do marketing for wellness items. You can do this through trade shows, flea markets, direct sales to fitness gyms, spas, resorts, and other places.
Another type of direct sale in the wellness industry that many new people overlook is skin care, hair care, and nail care products. People are very concerned about the health of their skin, hair, and nails. If you are a people person, you could market these types of beauty and health products to friends, neighbors, relatives, and even co-workers. This is a great way to start a home business for the wellness industry with very little initial investment.
If you have a talent for writing another wellness industry business, it is online. You can write product reviews for the literally thousands of wellness products available on the market. These can then be submitted to review sites that pay writers for their opinions. Some of these sites pay by giving writers a share of the ad-revenue that comes into the online company. Others pay a standard rate for each piece that is written. There are numerous review companies available online and this is a terrific wellness industry business to start with no start-up costs. You can do this full time or part time depending on your writing speed and your desire.
As you can see, there are many possibilities for choosing a home business in the wellness industry. You can find one that is perfect for you with little or not start-up costs, or you can invest in a business and run it full time. The choice is yours.
Rapidlearn.org
Review On The First Episode Of Gene Simmon’s Family Jewels
October 3, 2008 by admin
Filed under Nail Care & Polish
Edward Charkow asked:
A&E is the place to watch the latest version of the family reality show genre started by the Osbournes on MTV. However, there are a few major differences between Gene Simmon’s Family Jewels, and the Osbournes, the zany British family led by rocker Ozzy Osbourne and boisterous wife Sharon. The Osbournes enjoyed such a huge audience mainly because the viewers really felt like they were getting a true, fly-on-the-wall view of one of rock’s first families. Ozzy, Sharon, Jack and Kelly really never came across as actors; they didn’t need to. Their own reality was so completely odd and unpredictable that watching paint dry in the Osbourne household was a privilege. However, Kiss frontman Gene “The Tongue” Simmons comes across as the lead actor in a show where his family looks to him to identify their individual roles, especially Simmons’ common-law wife, Shannon Tweed, who was once Playboy Playmate of the year. In the premiere episode we see Shannon trying to one up Gene, who announces (to the cameras) that he is planning a surprise party for her birthday. The kids respond to his announcement in a predictable fashion – with disbelief. How on Earth would daddy Gene, whose clueless approach to the real world (we see him bathing the family dog by throwing the dog into the pool and struggling to run a dishwasher), know the very basics of party planning? Also, given the theme of the first episode – that Gene is truly the King of his manse, to whom all must defer – would Gene be unselfish enough to give his time and energy to his common-law wife?
Gene and Shannon have been together for 23 years, and remain (in Gene’s view) “happily unmarried.” We learn quickly that Gene’s reluctance to commit to the woman who has borne both of the couple’s children is a source of amusement to the two teenagers, Nick and Sophie, and a source of distress to Shannon. But, does Gene care? Not if you believe what you see at the outset of the episode. Gene says to the camera “Marriage is an institution. You also have to be committed to it. If that does not sound like a nuthouse,” he says, studying his nails, “nothing does.” Shannon’s answer to Gene’s indifferent attitude is “If someone does not marry you after 23 years, it means you’re a loser.” Could you imagine Sharon Osbourne being so self-effacing? Are you kidding – Sharon was the ultimate matriarch! Shannon’s own teenage son even chimes in to support his wayward father. “It’s good being a bachelor,” he says laughing. Sad. Another future divorcee or serial monogamist in the making, compliments of Gene Simmons.
Gene then takes the cameras along for an all out bachelor night in Vegas. Just for the heck of it, he leaves his family and goes to Hooters. The girls are draped all over Gene, seeing a human cash register because there is not much else to look at. We see the Alpha male at his coolest – driving the bubbleheads around in a limousine all the while spouting out pathetic lines such as, “I believe that I should have as many women as possible and I believe you should have as many women as possible.” Please. I am humiliated for him, and for his whole family who support his delusional reality in which he is front and center. When Gene appears at home, Shannon asks how Vegas was. His reply? “There were lots of boobs and they were all bouncing into each other.” Yawn. At the end of the day, Shannon pulls a big ol’ staged surprise on Gene and plans an ambush wedding. I’m too bored to even write another word about it, but if you’re worried, Gene is still the man, the myth and the unmarried legend. In his own eyes, at least.
Rapidlearn.org
A&E is the place to watch the latest version of the family reality show genre started by the Osbournes on MTV. However, there are a few major differences between Gene Simmon’s Family Jewels, and the Osbournes, the zany British family led by rocker Ozzy Osbourne and boisterous wife Sharon. The Osbournes enjoyed such a huge audience mainly because the viewers really felt like they were getting a true, fly-on-the-wall view of one of rock’s first families. Ozzy, Sharon, Jack and Kelly really never came across as actors; they didn’t need to. Their own reality was so completely odd and unpredictable that watching paint dry in the Osbourne household was a privilege. However, Kiss frontman Gene “The Tongue” Simmons comes across as the lead actor in a show where his family looks to him to identify their individual roles, especially Simmons’ common-law wife, Shannon Tweed, who was once Playboy Playmate of the year. In the premiere episode we see Shannon trying to one up Gene, who announces (to the cameras) that he is planning a surprise party for her birthday. The kids respond to his announcement in a predictable fashion – with disbelief. How on Earth would daddy Gene, whose clueless approach to the real world (we see him bathing the family dog by throwing the dog into the pool and struggling to run a dishwasher), know the very basics of party planning? Also, given the theme of the first episode – that Gene is truly the King of his manse, to whom all must defer – would Gene be unselfish enough to give his time and energy to his common-law wife?
Gene and Shannon have been together for 23 years, and remain (in Gene’s view) “happily unmarried.” We learn quickly that Gene’s reluctance to commit to the woman who has borne both of the couple’s children is a source of amusement to the two teenagers, Nick and Sophie, and a source of distress to Shannon. But, does Gene care? Not if you believe what you see at the outset of the episode. Gene says to the camera “Marriage is an institution. You also have to be committed to it. If that does not sound like a nuthouse,” he says, studying his nails, “nothing does.” Shannon’s answer to Gene’s indifferent attitude is “If someone does not marry you after 23 years, it means you’re a loser.” Could you imagine Sharon Osbourne being so self-effacing? Are you kidding – Sharon was the ultimate matriarch! Shannon’s own teenage son even chimes in to support his wayward father. “It’s good being a bachelor,” he says laughing. Sad. Another future divorcee or serial monogamist in the making, compliments of Gene Simmons.
Gene then takes the cameras along for an all out bachelor night in Vegas. Just for the heck of it, he leaves his family and goes to Hooters. The girls are draped all over Gene, seeing a human cash register because there is not much else to look at. We see the Alpha male at his coolest – driving the bubbleheads around in a limousine all the while spouting out pathetic lines such as, “I believe that I should have as many women as possible and I believe you should have as many women as possible.” Please. I am humiliated for him, and for his whole family who support his delusional reality in which he is front and center. When Gene appears at home, Shannon asks how Vegas was. His reply? “There were lots of boobs and they were all bouncing into each other.” Yawn. At the end of the day, Shannon pulls a big ol’ staged surprise on Gene and plans an ambush wedding. I’m too bored to even write another word about it, but if you’re worried, Gene is still the man, the myth and the unmarried legend. In his own eyes, at least.
Rapidlearn.org











