Exit Your Business Thoughtfully for a Brighter Future

Business owners are busy people. They create the economic engines upon which success has been built. They aim to create value for their customers, jobs for their employees and opportunities for everyone they do business with. All this takes time, dedication and money. It also can take the expertise of professional advisors along the way, especially when it’s time to sell.

When we advise business owners at Corient, we concentrate on developing and integrating their financial, tax and investment strategies so they can try and focus on what matters most to them. That may mean running and growing their businesses, supporting their families or investing in their communities. Never is that relationship and process more important than when a client realizes it’s time to prepare for exiting their business. The issues are complex and well beyond the maximization of economic value.

While it’s possible to sell a business in a few months, a quick sale can cut short the process of thoughtfully addressing critical financial and personal issues. This hastened process may result in decreased overall value for you, your family and your employees. From start to finish, a solid transition strategy can take years to plan and execute before you arrive at the attorney’s office to sign a deal with the “best possible buyer.” The exit planning process needs to be thoughtful, strategic and executed with excellence, leaving no stone unturned and no issue unresolved.

Based on years of experience helping business owners with this process, we believe that each transition is unique and based on the needs and specific issues of each owner. However, the basic elements tend to be similar:

1. Initial identification of your objectives
2. Wealth and estate plan
3. Preliminary appraisal of the business
4. Business value maximization and protection (identify and address value gaps)
5. Advisory team and pre-selling coordination
6. Selling process and post-sale coordination
7. Transition

Initial identification of your objectives

We think this is the single-most important step in the process and the one that tends to garner the least attention. The issues surrounding a business owner’s exit and transition are complex and build up over years, involving issues relating to finances, relationships and personal self-worth. Each individual has a different definition of maximizing value. Is it money in the bank after taxes? Is it leaving a great management team behind or having your heirs in charge? Is it making sure the business will not fail after you leave? What about the expectations of the owner’s family, who may have made many sacrifices over the years? Consider a short sabbatical (as a couple, if applicable) to get away and write your thoughts down, including issues you think may be lingering in the background. Then break them down into primary goals, secondary goals and issues based on the potential impact should those goals not be achieved.

Wealth and estate plan

Make sure that you’ll be able to accomplish most, if not all, of your goals from an economic standpoint. Understand the amount of wealth necessary to support the lifestyle that the cash flow from your business has been providing. This process will be instrumental as you work toward a deal. It includes extensive data collection on the part of your advisory team as they arrive at preliminary business valuations and develop a long-range cash and investment strategy. It also requires scenario analysis to determine the impact of various sale prices and whether it’s wise to sell all or keep some assets to lease, such as real estate. This critical step will allow the business owner (and spouse, if applicable) to better prioritize and focus on their existing goals, as well as uncover new issues and opportunities to explore further.

Preliminary appraisal of the business

Many business owners believe they have a sense of what their business is worth. Unfortunately, this sometimes comes from talking with others in your line of business who may be bragging about valuation multiples, without the related adjustments that must be made or the role of earn-outs that serve to lower those numbers. It’s important to understand what the market is likely to pay, whether the purchase is made by a strategic buyer, employees or private equity. This can lead to the development of the concrete strategic business steps highlighted below that need to be implemented before the business is ready to be presented to the market.

Business value maximization and protection (identify and address value gaps)

Before actually putting the business up for sale or discussing a transition with family members or employees, the business owner should take specific strategic and operational steps to maximize their business value—not only to enhance economic benefit, but also to increase the chances of business survival and success. This may require the retention of an industry expert or consultant to help define and execute operational changes. Also, a comprehensive evaluation of succession and continuity planning should be included in this stage. In many cases, adjusting how compensation is paid or profits are distributed is recommended to better reflect the true economics of the business. The tax strategies that previously helped maximize the owner’s cash flow should be secondary.

Advisory team and pre-selling coordination

Your advisory team is there to support your agenda rather than control it. The team will eventually be made up of several important professionals, each bringing unique expertise to the process. Your Corient Wealth Advisor will not only provide context for the development of your sales strategy, but they can also coordinate with your other advisors, including your CPA, business attorney, valuation experts and business consultants. Finally, an investment banker or selling agent may join the team if an outside sale is preferable. As we see it, the most important element is to understand that you, the business owner, should not be the person coordinating your various advisors. As owner and CEO, you should be focusing on the execution of your business, so value is maximized. This is where the Corient business exit specialists can benefit you tremendously, as we have the experience and expertise to coordinate the process for you, ensuring that each of the advisors is working from the same playbook and toward the same goals.

Selling process and post-sale coordination

Communication is key to the sales process. It’s critical to communicate with the stakeholders in stages and at the appropriate time, regarding the owner’s transition and what it means for them. This process may take weeks, months or even years, and will depend largely on the nature of the exit strategy. The exit strategy may include one or several of the following:

• Sale to outside owner
• Private equity recapitalization
• Employee stock ownership plan
• Management buyout (potentially including family members)
• Family wealth transfer and gifting-driven sale (this is similar to a management buyout, but with different motivations and economics).

Transition

Your objectives are defined and modified as your personal wealth planning evolves, your advisory team is put in place, and the business is positioned toward maximum value and a successful transition. Once you’ve selected your exit strategy and have initiated the process for the sale of your business, the transition has already started. While you may not yet have signed the countless legal documents, your priorities have begun to change and will continue doing so over time.

Conclusion

As a group, business owners tend to see their “post-sale” life optimistically, with an exciting new active stage characterized by continued personal growth, personal reinvention and new beginnings. At the same time, they have a strong connection to their business, which has played a prominent role in their personal identification and day-to-day life. For these reasons, the exit planning process needs to be thoughtful, strategic and executed successfully across all elements with a comprehensive process that’s appropriate for your unique circumstances. While your past was essential to becoming who you are today, it is your future that you are looking forward to; a future that includes new decisions, objectives and possibilities.

ABOUT THE AUTHOR