Exit Planning: Two Baby Steps

Ron Oddo

In previous blogs, we attempted to dismantle the most common objections owners make to undertaking the planning necessary to exit their companies successfully. Those excuses to avoid exit planning are:

1. The business isn’t worth enough to meet my financial needs. When it is, that’s when I’ll think about leaving.
2. I will be required to work years for a new owner.
3. I don’t need to plan. When the business is ready a buyer will find me.
4. This business is my life! I can’t imagine my life without it!

Assuming we were successful in persuading you that exit planning not only helps your business while you are in it, but is also the best way we’ve found to leave your company to the successor you choose, on the date you choose and for the amount of cash you want, how do you, as an owner, jump into exit planning?

Let us suggest that one of the best places to jump in is to take some measurements.

First, retain a valuation expert to perform an estimate of value of your company to find out what it is actually worth. (If you plan to sell to a family member, co-owner or employee, retain a certified business appraiser. If instead you foresee a sale to a third party, ask a business broker or investment banker for a “sale price estimate.”) The transaction advisor you choose (an investment banker if your company’s likely value is at least $5 million, and a business broker for smaller businesses) should be able to give you a range of value for your business in today’s M&A marketplace. As we’ve seen over the past few years, best guesses and educated opinions are nice, but they are weak foundations for exit planning.

Second, sit down with your financial advisor to figure out how much cash you will need to meet your financial needs. Again, tap into the expertise of your financial advisor to help you objectively analyze your future needs and make realistic, risk-sensitive assumptions about investment rates of return.

To illustrate how assumptions, rather than objective measurements, can lead owners astray, let’s look at Sam Reed, a hypothetical business owner, who went into a transaction armed only with assumptions.

When Sam Reed started thinking about selling his business, he started paying close attention to what competitors were getting for their companies. He applied his industry’s rule of thumb to his company, compared his company to others and figured that his company was worth about $20 million. He calculated that he’d take home about 75 percent of that after taxes. Since he needed $6 million to pay off business debt, he thought he could cash out for $9 million.

Sam hadn’t put a lot of thought into what income he’d need for a comfortable post-exit life, but figured that at his age (50), $9 million, yielding 8 percent per year ($700,000+ annually) would be adequate replacement for the $850,000 salary and distributions he currently took from the business.

With these stars aligned, Sam put his company on the market. Unfortunately, Sam’s telescope was out of focus. His idea of business value was unrealistically high, given the flatness of his company’s cash flow and the general malaise in the M&A world. The best offer on the table was $14 million of which $11 million was in cash, leaving him with about $2 million net at closing (after taxes and debt payoff) and another $3 million in future payments.

When Sam learned from his financial advisor that the realistic return on the net proceeds ($2-$5 million depending on whether he actually received the $3 million of future payments) was four to five percent, he had no alternative but to quickly back out of the sale process.

Sam made two critical mistakes. He miscalculated the proceeds he’d receive at closing and unrealistically overestimated the rate of future investment return. He would have saved time, effort and money if he had: 1) gotten a sale price estimate which allowed him to realistically estimate how much he would net from the sale and 2) forecasted a realistic, risk-sensitive rate of investment return (as part of a Financial Needs Analysis). With these two pieces of information in hand, Sam could have made a more informed decision.

Many owners don’t have the luxury of time. We suggest that you stick at least your toe in the exit planning pool by taking these two simple measurements. Test your assumptions: you may be surprised at the results.

Ronald Oddo

Certified Exit Planner with more than 28 years of experience preparing business owners for the day they will exit from their business. I am qualified to provide this needed service to business owners based on my education, experience, knowledge and skills. I have earned and maintain nine business related certifications and six security licenses. In addition, I am a Federally Licensed Tax Practitioner with the privilege of representing troubled taxpayers before the IRS. To stay as current as possible I enjoy membership in 17 professional associations. On a day-to-day basis I manage a fully staffed tax, accounting and financial planning practice which provides all of the resources for our Exit Planning Clients.

My definition of Exit Planning is the preparation for the exit of a business owner from the company, with an emphasis on maximizing the enterprise value of the company. Exit planning also embraces a path toward non-financial objectives including the transition of the company to the next generation, sale to employees or management, or other altruistic, non-financial objectives.

My mission is to help you create a comprehensive road map that will accomplish your personal and financial goals when you decide to leave the business. As your Exit Plan advisor I will bring together a team of experts in Taxation, Law, Financial Planning, Estate Planning and Investment Banking that will guarantee that you will exit your business in style.

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