Third Hat Consulting
Apr 27, 2022
Getting Started on Your Exit Plan
For most private business owners, 80-90% of their net worth resides in their business* and, historically, only 20-30% of businesses successfully transition to new owners**. The result is that $7-8 trillion of wealth owned by Baby Boomer business owners will likely go unmonetized***; and there is no indication that Gen X or Millennials will be any more successful in harvesting their wealth.
This massive destruction of wealth can be avoided through the systematic process of preparing a business for transition, better known as exit planning. This process is unfamiliar to many and is often delayed or avoided out of fear of the unknown and the lack of a sense of urgency.
The business owners who devote the time and resources to prepare their business for their eventual exit increase the probability that their business will transition to a new owner while simultaneously increasing the exit value of the business. While various needs will always compete for the time and attention of a business owner, with trillions of dollars of wealth to be monetized, exit planning is worth the attention of every business owner who desires to maximize the transferability and value of their business.
MAXIMIZE VALUE
Unlike your business itself, business owners have an expiration date.
To be a good steward of your business and maximize its value, you must prepare your business to operate without your day-to-day involvement. This does not mean that your exit from your business is imminent, it means only that when you do exit your business, you will be exiting a business that has been structured to thrive without you.
Exits can take many basic forms, including:
• transitions to family members
• sales to insiders/ESOPs
• sales to market participants or financial buyers
Each form of exit comes with an almost infinite number of variants, each with its own advantages and disadvantages, but there is one universal truth.
Exit planning maximizes business value and effective exit planning requires time and resources.
A business that can thrive without its owner sells for more than one that cannot and only by planning for your business to operate without you can this incremental value be unlocked.
FEAR AND INACTION
Knowing that exit planning maximizes value, we should expect every business owner to prepare their business for their eventual exit; but that is often not the case.
• Up to 66% of business owners have not completed any formal education related to transitioning
their business.****
• Up to 67% of business owners feel that they are not familiar with all exit options.*****
• Up to 78% of business owners have no formal team of advisors assisting them with planning their
exit.******
So why is this critical part of wealth maximization something that so many overlook? Many business owners are fearful, or at least apprehensive, about starting an exit planning process. The process is unfamiliar to most, and often there is no apparent sense of urgency, so finding the time to plan an exit at some indeterminate future point gets crammed down to the bottom of the list.
THE COST OF DELAY
For the “lucky” business owners, the first time they take meaningful steps towards planning for their exit is when they are approached with an offer*******, most likely from a supplier, customer, or competitor. Time pressure benefits the buyer, so whether or not the offer came with an expiration date, a sense urgency is sure to creep in.
The unsolicited offer scenario forces a business owner into a reactive posture, working from the buyer’s timelines. This reactionary posture takes us back to our universal truth: Exit planning maximizes value and effective planning takes time and resources.
If you have not started planning for an exit before you get that unsolicited offer, your exit will leave value on the table; guaranteed.
WALKING YOUR PATH WITH M&A CONCIERGE
Beginning to prepare your business for your inevitable eventual exit does not mean that an exist is imminent. In fact, the best exit planning is done without immediate time pressure. Business owners who devote the necessary time and resources to exit planning do so out of a desire to eventually realize the maximum exit value of their business.
After 25 years of working in M&A, our team at Third Hat Consulting® knows that exit planning can be an intimidating, isolating experience fraught with an overwhelming number of choices. A desire to help other business owners (we are business owners ourselves) navigate this rewarding yet unfamiliar process is why we created M&A Concierge.
With M&A Concierge we help clients take the first steps of their exit planning journey and we walk shoulder-to-shoulder with them all the way through the end of their chosen M&A path. Our approach (although certainly not our execution) is simple. Whether or not you choose us as your advisor, our framework can be applied by any business owner looking to realize the maximum exit value of their business.
FIRST. Understand your goals.
• What do you hope to achieve when you exit your business?
• Do you have a desire to transition to family members, employees, or the highest open market
bidder?
• Is your desire as focused as maximizing cash at close or do you want to participate in the business
(and its economics) after a sale?
• Do you have a need for a string of income from the business after your exit?
The answers to these questions depend on each client’s circumstances and helping them identify and clearly articulate these answers is our starting place.
SECOND. Get a baseline value for the business as it stands today. There are many providers of business valuations and several different methodologies for valuing a business; identifying one that is right for each client’s needs will provide a baseline value of their business which can be increased through subsequent exit planning.
THIRD. Assemble an experienced team to increase value. This team will likely include accountants experienced in M&A to perform a sell-side examination (such as a Quality of Earnings report) and attorneys to perform mock buy-side diligence to proactively uncover issues that would otherwise be discovered by a potential buyer.
While the size and identity of this team, together with the amount of time spent in this step, will vary based in the nature of each client’s business and the issues uncovered during this process, there are two constants:
• Every issue identified and addressed increases the likelihood that a business will successfully transition when the owner is ready.
• Every issue identified and addressed dramatically increases the exit value of the business.
FOURTH. Meet and interview investment banking advisors to get a sense of the increased exit value of the now M&A ready business. If a client decides that now is the time to market their business for sale, we create a competitive process to ensure our client engages an investment banking advisor that is right for them on favorable terms.
We help clients manage their team of advisors as their transaction progresses towards closing, relieving them of the burden of managing various non-integrated streams of communications and keeping them focused on the performance of their business at this critical time.
Clients who decide to continue operating their business do so with a clear sense of its enhanced market value; secure in the knowledge that if an unexpected call from a prospective buyer comes one day, they will not leave value on the table.
* Snider, Christopher. Walking to Destiny. Thinktank Publishing House, 2016.
** Ibid.
*** Ibid.
**** EPI State of Owner Readiness Survey, 2016.
***** Exit Planning Institute State of Owner Survey, 2013.
****** Ibid.
******* The “unlucky” business owners need to exit their business for some unforeseen reason (like illness), or worse, their heirs try to urgently exit the business after the unexpected death or incapacity of the business owner.