BUSINESS SUCCESSION PLANNING Don t throw your business under the bus, if you get hit by one
|
|
- Gerard Gregory
- 5 years ago
- Views:
Transcription
1 BUSINESS SUCCESSION PLANNING Don t throw your business under the bus, if you get hit by one Presented by: Mike Gracik, CPA Managing Partner, Keiter Business Succession & Exit Planning Overview What is Business Succession Planning? Why is it Important? What are the Principal Challenges? Thesis Business and Personal Considerations are Intertwined and must be Addressed Together
2 Generational Business and Wealth Transfer Trends In a normal year approximately 250,000 private U.S. businesses exchange hands Over the next years, during the maturing of the age wave bubble, it is estimated that this number will exceed 500,000 per year The need for exit planning advisory services for post WWII and Baby Boomer generations will increase dramatically over the next two decades It is estimated that over 7.7 million business owners will be seeking to exit their companies and liquefy business net worth s over the next years No. of companies for sale 600, , , , ,000 It is estimated that the generational transfer of wealth from the age wave bubble will approach $10 trillion with a 100,000 majority of this wealth stemming from the sale of privately owned businesses The need for investment advice, legal 0 representation, accounting services, estate planning and investment banking services created by this Baby Boomers Post WWII Combined phenomena will be unprecedented Derived from studies by Family Firm Institute and Cornell University Team of Expert Advisors Strategy Planning & Execution is an Integrated Process Involving Trusted Advisors Business Owner Evaluates alternatives Helps identify potential buyers Assists in providing due diligence materials Leads management presentations Other Lender, Insurance representative, environmentalist, etc. Legal Counsel Evaluates sale process and transaction Structure Prepares & reviews acquisition documents Identifies regulatory issues Assists in negotiations Accountant Examines and refines transaction structure Identifies all tax implications Provides materials for due diligence Personal Financial Advisor Provides advice to owner on investment alternatives Helps prepare options for minimizing taxes Investment Banker Performs valuation of business Prepares buyers list and materials on company Conducts the sales process and assists with Experience Knowledge negotiations Relationships Insight Evaluates proposals
3 Five Levels to a Business Succession Plan 1. Determine the Owner s Goals and Objectives 2. The Financial Needs of the Owner and Their Spouse 3. Determine and Develop the Future Management of the Business 4. Transition the Ownership 5. Plan for Estate, Gift, and Income Tax Minimization 1. Determine the Owner s Goals and Objectives Helps establish an appropriate blueprint for transitioning the business Compare present situation with owner s goals and objectives Involves financial planning, retirement planning, tax planning, and estate planning Determine the present situation related to family dynamics How to handle inactive family members Short term vs. long term consideration
4 2. The Financial Needs of the Owner and Their Spouse Many family business owners are dependent on the business to meet their current and future financial needs Will the business be able to support them after the transition? Can the business also support the new owners? Is the owner s expectation of the value of the business realistic? Consider having a valuation performed What steps need to be taken to increase the value of the business? 3. Determine and Develop the Future Management of the Business It can take many years to develop the management team so that the owner can transition out of the day to day operations Are any family members likely candidates? If no family members, are there any key employees that are likely candidates for the plan Determine key, non-family employees-address methods to retain key employees through and after the transition Key tools: Employment agreements, Incentive compensation, Deferred comp plans, Stock options, change of control agreements, non-compete agreements
5 4. Transition the Ownership Family members Key employees Sell the business Take money off the table 5. Plan for Estate, Gift, and Income Tax Minimization Make use of annual gift tax exclusions Plan for use of gift tax exemption Life insurance planning Voting and non-voting shares Sales to IDGT
6 Building Business Value (slide 1 of 2) Addressing the following issues will improve shareholder value and probabilities of success Most owners have not formally weighed or considered the implications of and their priorities related to value, employees, legacy, business continuity, etc. Value of the business reliant on one, or few key individuals Majority of owners personal net worth tied up in their companies Limited knowledge of the cyclicality of capital markets and their implications on value and timing No strategic business planning No budgets, forecasts, or variance analysis Inappropriate, or a incomplete set of skilled advisors necessary to provide input on and strategic plans Building Business Value (slide 2 of 2) Addressing the following issues will improve shareholder value and probabilities of success Insufficient management, systems, operations, or financial reporting to support growth Under-estimating typical planning and transaction lead times Not aware of the various alternatives and options available for exiting Making the decision to exit only after there is a personal, business or market crisis Responding to a single offer without realizing the value of engaging in a formal sales process Inappropriate legal and tax structures for maximizing shareholder value Not having financial statements reviewed or audited by professional 3rd parties
7 External Value Drivers Availability of debt capital and related terms Industry trends and Competition Economic Environment Political Environment Consolidation Trends Public market values General investor confidence Buyers access to capital and appetite for deals Company performance relative to competitors and economy Strategic Buyers appetite for acquisitions Internal Value Drivers Normalized earnings (managing for tax efficiency or for profits) Efficient legal corporate structure Functional board Formal business plan Management information systems Financial reporting & disciplines (audits or reviews; projections, forecasts, etc.) Financial trends Sales backlog Capital requirements Market position Management depth Distribution channels Customer concentrations Geographic coverage Environmental or legal risks Proprietary assets (patents, trademarks, brands, intellectual property, etc.)
8 Fiscal Year-End Outline I. Review of Business Income Tax Status a) Initial determination of income tax liability b) Existing methods of reducing income tax liability c) Consideration of new methods to reduce income tax liability as appropriate II. Additional Corporate Considerations a) Business Value b) Business Continuity c) Business Expansion/Contraction d) Employee considerations including key employee perks and incentive plans e) Business contracts, including liability insurance contracts f) Banking Considerations g) Exit Planning and Strategies h) Miscellaneous III. Individual Planning Considerations a) Current income tax status and methods to reduce income tax liability b) Financial Planning Considerations c) Estate Planning Considerations IV. Review of Owner Based Goals Primary purpose of the meeting is communication: coordination of your legal, tax, and financial planning objectives. This meeting also allows you to obtain input from all of your advisors on specific topics--- rather than trying to reach each individually for their views not an effective use of their time or your money. The Sales Process Courtesy of Steve Howell and Barry Johnson at Windward Advisors Stages and Timeline Potential Deal Spoilers
9 Stages and Timeline in a Typical Sales Process Stage 1 (1-2 months) Stage 2 (2-3 months) Stage 3 (1-2 month) Stage 4 (3-5 months) Information Gathering Initial Marketing Solicit LOI s Negotiations & Closing Determine Seller s goals and objectives Prepare potential buyers list Management Presentations Commence due diligence and respond to questions Review preliminary due diligence information (financials, industry, etc.) & prepare SWOT analysis Determine strategy to prepare company for sale and value enhancement Prepare Confidentiality Agreement Analyze legal, accounting and tax considerations Prepare Financial Forecasts & Business Plan Prepare & Distribute Teaser to potential buyers Execute Confidentiality Agreements Prepare & Distribute Confidential Business Memorandum Solicit Preliminary Indications of Interest Prepare & Practice Management Presentations Respond to additional requests for information Solicit Letters of Intent Negotiate Letters of Intent Review Final LOI s with Management Select Final Party Negotiate with Final Party any remaining terms Prepare for On-site Due diligence (Data Room) Prepare and negotiate Definitive Purchase Agreement Complete and Negotiate Final Legal Documents and Schedules Submit to Applicable Regulatory Authorities Communicate with Employees, Customers, and Suppliers Close Transaction Select Parties to be Invited for Management Meetings Potential Deal Spoilers Industry Trends Lack of Sufficient Documentation Finance-ability Timing Unqualified Professional Representation Economic Shift Unrealistic Expectations Seller s Remorse Buyer s Ability to Execute Management Transition Representations and Warranties Escrow Arrangements Due Diligence Problems Environmental Issues Integrity of Financial Statements Tax Issues Information System Issues Sales Process Distractions Performance Shortfalls Deal Fatigue
10 LIQUIDITY / EXIT ALTERNATIVES Liquidity/Exit Alternatives Dividend Recapitalization Company borrows funds which are distributed to the shareholders Loan is not non-recourse (i.e. is personally guaranteed by shareholders) Strategy achieves liquidity and wealth diversification, but additional company debt leverage increases specific company risks
11 Liquidity/Exit Alternatives Minority Recapitalization Company generally sells equity to a new investor, with all or a portion of the proceeds being distributed to the incumbent owners Proceeds could be all equity or a combination of equity and debt Prior ownership group maintains board control Governance provisions vary but generally a change of control transaction or an acquisition requires both founders and investors approval Investors generally have put provision to sell their stock to the company in five to seven years Level of debt used to fund the recapitalization is important because of possible future dilution if an acquisition requiring additional equity is made Liquidity/Exit Alternatives Control Recapitalization Similar to minority recapitalization in structure, but the investor acquires control Due to control, put provisions are not required
12 Liquidity/Exit Alternatives Buy-Out by Strategic or Financial Buyer 1. Buyer acquires all of the equity interests held by the ownership group prior to the transaction 2. The transaction could include employment agreements for some of the prior ownership group members 3. Earn-out and bonus provisions 4. Escrows and holdbacks 5. Seller-financed notes, normally subordinated to senior debt Liquidity/Exit Alternatives Management Buy-Out 1. Purchase of all or a portion of the company by members of the company s management team 2. Low transition risk due to retention of key employees 3. Limited risk of breach of confidentiality and nondisclosure provisions 4. Potentially less than maximum valuation because of the lack of a competitive bidding process 5. Potentially higher levels of contingent payments including seller note which will likely be subordinated to senior debt
13 Liquidity/Exit Alternatives Employee Stock Ownership Plan (ESOP) may be an alternative to a traditional sale 1. Over 11,000 active ESOPs 2. Allows employees to acquire Company from seller utilizing a qualified Plan Vehicle 3. Tax favored alternative to Seller through income tax gain deferral 4. Leveraged ESOP provides Company with tax deduction for debt repayment 5. S Corporation ESOPs pay no income tax on company income 6. Attractive when business in not highly marketable 7. Incentive for existing employees 8. ERISA/Fiduciary considerations
WEALTH DIVERSIFICATION, OWNERSHIP TRANSITION
WEALTH DIVERSIFICATION, OWNERSHIP TRANSITION AND LIQUIDITY OPTIONS FOR ENTREPRENEURS A Private Equity Perspective TBD FLORIDA CAPITAL ADVISORS Our Firm Advise on growth strategies, maximizing enterprise
More informationIncreasing Shareholder Value Through Transaction Preparation
Increasing Shareholder Value Through Transaction Preparation PRESENTED BY: CHRIS DALTON, NATIONAL TRANSACTION SERVICES LEADER & KEN HIRSCH, MANAGING DIRECTOR, BKD CORPORATE FINANCE TO RECEIVE CPE CREDIT
More informationEquity/M&A Brand. Experience Knowledge Relationships Insight. Building a New Private Equity/M&A Practice Brand
Building A Private Equity/M&A Brand Carroll D. Hurst, CPA Partner Keiter CPAs churst@keitercpa.com Building a New Private Equity/M&A Practice Brand Steps: I. Evaluate market size/competition II. Determine
More information2017 Exit Academy. Evaluating Alternatives and Valuation
2017 Exit Academy Evaluating Alternatives and Valuation Sales Critical Issue Where is Company in Its Lifecycle? Introduction Growth & Adoption Penetration and Maturation Consolidation and Decline Debt
More informationValuation, Mergers & Acquisitions
Valuation, Mergers & Acquisitions Valuations, Mergers & Acquisitions This session is eligible for 1.5 Continuing Education Hours. To earn these hours you must: Have your badge scanned in and out at the
More informationThird, achieve optimal tax-efficiency and avoid triggering an immediate taxable event, if possible.
MONETIZING PRIVATELY-HELD AND FAMILY-OWNED BUSINESSES Overview Financial and wealth advisors often serve private clients who are wealthy on paper, but the bulk of whose wealth is tied up in the ownership
More informationGrowth Finance Expertise. Mergers & Acquisitions. Business Banking
Growth Finance Expertise Mergers & Acquisitions 1 Introduction Irish businesses, such as Version 1 in technology and Glanbia in agrifoods, have shown that a well-executed Mergers and Acquisitions (M&A)
More informationESOPS: CONTINUING A LEGACY
ESOPS: CONTINUING A LEGACY November 19, 2015 Cara Benningfield, CPA Director cbenningfield@bkd.com 1 TO RECEIVE CPE CREDIT Participate in entire webinar Answer polls when they are provided If you are viewing
More informationWebinar Series ESOPS: CONTINUING A LEGACY 10/31/2017. October 31, Cara Benningfield Partner
Webinar Series ESOPS: CONTINUING A LEGACY October 31, 2017 Cara Benningfield Partner cbenningfield@bkd.com Angela Fisher Manager afisher@bkd.com 1 TO RECEIVE CPE CREDIT Participate in entire webinar Answer
More informationESOPs: Continuing a Legacy 10/30/2018. THOUGHTWARE Manufacturing & Distribution THOUGHTWARE. Cara Benningfield Partner Bowling Green
THOUGHTWARE Manufacturing & Distribution THOUGHTWARE ESOPs: Continuing a Legacy Cara Benningfield Partner Bowling Green 270.781.0111 Angela Fisher Managing Consultant Bowling Green 270.781.0111 November
More informationFINANCING OPTIONS FOR MANAGEMENT, FAMILY, EMPLOYEE OR THIRD PARTY BUYOUTS. Chuck Owston, CEPA, CM&AA
FINANCING OPTIONS FOR MANAGEMENT, FAMILY, EMPLOYEE OR THIRD PARTY BUYOUTS Chuck Owston, CEPA, CM&AA The Presenter Chuck Owston 37 years commercial banking and corporate finance experience Raised capital
More informationOwnership Succession / Transition Strategies
ship Succession / Transition Strategies Maner Costerian Solutions Conference November 2017 Tom Ziemba, PhD BDO USA, LLP tziemba@bdo.com BDO USA, LLP, a Delaware limited liability partnership, is the U.S.
More informationM&A Transaction Insurance: An Overview
November 2016 Follow @Paul_Hastings M&A Transaction Insurance: An Overview By Neil A. Torpey, Sean P. Murphy & Lu Wang As a result of falling costs, faster underwriting, and improving policy terms, M&A
More informationSell-Side Due Diligence
Sell-Side Due Diligence: Preparing a Business Dustin Hamilton 1 Sell-Side Due Diligence 2 DHG Birmingham CPE Seminar 1 What is Sell-Side Due Diligence 3 What is Sell-Side Due Diligence? Sell-side due diligence
More informationIntroduction. PEs: the invesment process and the Value Creation
Introduction PEs: the invesment process and the Value Creation 1 Contents - Introduction - PE Stages and Investment Process - Initial Strategic Definition: Types of deal and PEs - Deal Sourcing - Initial
More informationBusiness Exit Planning
Business Exit Planning Presented By: Michael J. Wittick, Attorney at Law Certified Specialist, Estate Planning, Trust & Probate Law, State Bar of California, Board of Legal Specialization Law Offices of
More informationBusiness Sale Checklist
Business Sale Checklist This form is intended as a mechanism to heighten awareness of potential issues with your company and your personal finances as they pertain to the sale of your business. This form
More informationFinancing ESOP Transactions- Lenders Perspective
Financing ESOP Transactions- Lenders Perspective 2015 California/Western States Chapter Conference Denver, Colorado September 24, 2015 Kurt Mair SVP and Western Regional ESOP Director Wells Fargo & Co.
More informationThe Optimal Exit Strategy Boom-er Bust Era
The Optimal Exit Strategy Boom-er Bust Era It takes a coordinated Team of Professionals experienced in Mergers & Acquisitions, Corporate Law, Taxation and Financial Planning / Wealth Management to successfully
More informationESOPs and Business Transitions: Structuring a Win-Win-Win Succession Plan
ESOPs and Business Transitions: Structuring a Win-Win-Win Succession Plan Kelly Finnell, Founder and President, Executive Financial Services Howard Kaplan, CEO, Kaplan Fiduciary Group Carla Klingler, Senior
More informationCPA as M&A Advisor for the Middle Market
CPA as M&A Advisor for the Middle Market Chris Blees BiggsKofford 630 Southpointe Ct., Suite 200 Colorado Springs, CO 80906 719-579-9090 blees@biggskofford.com Today s Webinar I. New Regulatory Environment
More informationAccretive Solutions Q Quarterly Learning Series. Due Diligence Best Practices
Accretive Solutions Q3 2015 Quarterly Learning Series Due Diligence Best Practices Agenda Buy-side and Sell-side Due Diligence Due diligence what is it and why is it important Summary 2 3 Section 1 Buy-side
More informationGOVERNMENT OF THE VIRGIN ISLANDS EMPLOYEES' RETIREMENT SYSTEM ALTERNATIVE INVESTMENT MANAGEMENT PROGRAM
GOVERNMENT OF THE VIRGIN ISLANDS EMPLOYEES' RETIREMENT SYSTEM ALTERNATIVE INVESTMENT MANAGEMENT PROGRAM I. PURPOSE This document sets forth the Statement of Investment Policy ( the Policy ) for the Virgin
More informationBusiness Transition Checklist
Business Transition Checklist Key legal (and some business) considerations for a smooth and profitable business transition by James J. Scheinkman, Brian L. Blaylock and Brian D. Manning If you remember
More informationBuying Acquisition of Companies by an ESOP Company Selling Sale of an ESOP Company
The ESOP Association California Western States Annual Conference October 6 7, 2016 Sharyl David, CFA, ASA Moss Adams LLP 916.503.8122 sharyl.david@mossadams.co m Lynn DuBois ESOP Law Group 415 463 4633
More informationDIVERSIFICATION AND THE PRIVATELY HELD BUSINESS
DIVERSIFICATION AND THE PRIVATELY HELD BUSINESS STRATEGIC CONSIDERATIONS FOR A HIGHLY CONCENTRATED ASSET CLASS For many of the world s most successful entrepreneurs, the creation of significant wealth
More informationThe Exit Planning Executive Briefing. Presented by Geoffrey S. Gallo, ChFC, CExP TR Moore & Company, PC
The Exit Planning Executive Briefing Presented by Geoffrey S. Gallo, ChFC, CExP TR Moore & Company, PC Member of Business Enterprise Institute s Network Of Exit Planning Professionals Story Agenda Exit
More informationMapping Your Business Exit Strategy: Business Exit and Succession Planning
Mapping Your Business Exit Strategy: Business Exit and Succession Planning Presented by Jeff Vekony - Business and Executive Coach, FocalPoint Business Coaching Certified FocalPoint Business and Executive
More informationMany of the financing obstacles outlined above can be avoided through somewhat more creative capitalization of the proposed ESOP transaction.
Do ESOP transactions ever fail to close? Absolutely. ESOP transactions are not that dissimilar to M&A transactions in that both transaction types may stall as a result of various issues including valuation
More informationESOPs Today: A Powerful Tool for Realizing Business Value & Succession Planning
ESOPs Today: A Powerful Tool for Realizing Business Value & Succession Planning Why do a growing number of entrepreneurs at retirement sell the family business to their employees? What makes an Employee
More informationState of Owner Readiness Survey Results Copyright 2013 Exit Planning Institute
State of Owner Readiness Survey Results 2013 Are we meeting client objectives? - Peter Christman, 2000 EPI Founder & Board Member Peter Christman, CEPA The Christman Group Chicago, IL EPI Founder & Board
More informationLegal Due Diligence for M&A/ Investment in Europe. Donald Hess
Legal Due Diligence for M&A/ Investment in Europe Donald Hess February 29, 2012 Why do companies do M&A deals? Access to new markets Growth in market share Access to new brands Access to new products Access
More informationTransactional Valuation - M&A / Private Equity August 2011
www.pwc.com Transactional Valuation - M&A / Private Equity Agenda Valuation for Mergers and Acquisition Valuation for PE Valuation for Demergers Slide 2 Valuation for Mergers and Acquisitions Understanding
More informationM&A Mergers and Acquisitions. April 2011 Giuseppe Cadel
M&A Mergers and Acquisitions April 2011 Giuseppe Cadel CONTENTS M&A Basics The People Involved Preparation for the Deal s Side Preparation for the Deal s Side The Deal Process 2 M&A BASICS A Merger is
More informationSFA BUSINESS BYTES SERIES 2 BUYING OR SELLING A BUSINESS
SFA BUSINESS BYTES SERIES 2 BUYING OR SELLING A BUSINESS 1 01 MAZARS CORPORATE FINANCE JOHN BOWE 2 Date CONTENTS Introduce Mazars Corporate Finance Buying a business Clear focus on why? Financing Options
More informationRep & Warranty Insurance: Product Specifics and How It s Used
Rep & Warranty Insurance: Product Specifics and How It s Used Ashley Behan, AIG Bruce Engler, Faegre Baker Daniels Craig Schioppo, Marsh USA Inc. Moderator: Michael Abbott, Faegre Baker Daniels 1 Agenda
More informationINSURANCE PROFESSIONALS GUIDE TO FINANCE
INSURANCE PROFESSIONALS GUIDE TO FINANCE liveoakbank.com/insurance A GUIDE TO FINANCE FOR INSURANCE PROFESSIONALS Every business needs capital. It s your stake in that big lifelong game called Success.
More informationThe Art of the Deal: Evaluating, Allocating, and Mitigating Risk in Oil and Gas M&A Transactions
The Art of the Deal: Evaluating, Allocating, and Mitigating Risk in Oil and Gas M&A Transactions Jules S. Brenner, Partner Strasburger & Price, LLP 214-651-4705 (direct office) 214-213-8610 (mobile) Jules.brenner@strasburger.com
More informationBickling Financial Services
Defined Contribution 401(k) 403(b) 457 Fiduciary Investment Services Defined Benefit Cash Balance ESOP Non-qualified Buy-sell Agreements Executive Bonus Key-Man Insurance Bickling Financial Services THE
More informationMergers& Acquisitions
Mergers& Acquisitions How We Can Assist You? Mergers & Acquisitions can add great value to the business, but ensuring that every step of the process right from valuation to negotiation and completion is
More informationThe People Involved. Preparation for the Deal Buyer s Side. Preparation for the Deal Seller s Side. The Deal Process
M&A Mergers and Acquisitions May 2012 Giuseppe Cadel CONTENTS M&A Basics The People Involved Preparation for the Deal s Side Preparation for the Deal s Side The Deal Process 2 M&A BASICS A Merger is a
More information343 Millburn Avenue, Suite 208 Millburn, NJ Phone: (973) Fax: (973)
THE M&A PROCESS 343 Millburn Avenue, Suite 208 Millburn, NJ 07041 Phone: (973) 564-5600 Fax: (973) 564-5601 www.millburncapital.com Managing Principals: David Ellis: dellis@millburncapital.com Mark Furman:
More informationGrowth Finance Expertise. Transfer of Family Business. Business Banking
Growth Finance Expertise Transfer of Family Business Business Banking 1 Business Banking Family businesses are the keystone of the Irish economy, notable family firms include the Musgrave Group, in family
More informationThe Value Enhancement Journey
WHITE PAPER The Value Enhancement Journey Your Journey from Business Builder to Wealthy Investor September 2014 Paul M Lavelle CPA, CA, MBA, CF, ICD.D Chief Executive Officer Cambridge Corporate Development
More informationEmployee Ownership: A Business Retention Strategy. April 8, Paul Karch
Employee Ownership: A Business Retention Strategy Paul Karch 608-234-6055 pkarch@whlaw.com What is an ESOP? Employee Stock Ownership Plan Retirement plan protected by ERISA Similar to profit sharing or
More informationThe Financials: What s the Value of My Practice?
The Financials: What s the Value of My Practice? Presenters Barry L. Kohler, JD, CFP, CLU Harvest Asset Group, LLC ----------------- Heidi P. Walker, CPA, ABV, ASA Meyers, Harrison & Pia, LLC, Portland
More informationConcurrent Session: Operations & Finance Exit Strategies What Owners Need to Know Before Considering a Sale of Their Staffing Business
THUR, MAR 20 2:15 PM AQUA CD Concurrent Session: Operations & Finance Exit Strategies What Owners Need to Know Before Considering a Sale of Their Staffing Business Moderator: Sona Sharma, Senior Research
More informationINVESTMENT BANKER VETTING QUESTIONS
INVESTMENT BANKER VETTING QUESTIONS Engaging with Investment Bankers: Angels who are not Board of Directors (BOD) members should keep the pressure on their portfolio companies to make progress toward a
More informationESOP 101 WHAT/WHY/HOW
ESOP 101 WHAT/WHY/HOW A JOINT PRESENTATION BY MARK R. KOSSOW, ESQ. OF ARCHER & GREINER P.C. ROBERT C. HILTON, JR., ASA, KATZ, SAPPER & MILLER RICHARD A. HEETER OF CAPITAL TRUSTEES, LLC Recorded for The
More informationORLO SPIKE DIETRICH. Baxter Healthcare Corporation ( ) CoreSource ( ) Ansley Capital (2005+) Burgett & Dietrich ( )
ORLO SPIKE DIETRICH Baxter Healthcare Corporation (1974 1985) Developed and implemented a workers compensation management program, labor relations training programs, and a community-based managed care
More informationCOMPANY VALUATION. TOM SEDLACK MPM, RMP, MBA GENERAL MANAGER/OWNER 33 rd COMPANY INC., CRMC
COMPANY VALUATION TOM SEDLACK MPM, RMP, MBA GENERAL MANAGER/OWNER 33 rd COMPANY INC., CRMC 2018, 33 rd Company, Inc. ACADEMIC MATERIALS POLICY NON-RETRIBUTION / NON-RETALIATION DISCLAIMER The information
More informationDeal Structuring & Succession Trends for Advisors
Deal Structuring & Succession Trends for Advisors 2015 Succession planning and growth through acquisition have become increasingly popular topics for financial advisors over the last decade. With the average
More informationESOPs: Basics and Beyond Twin Cities FSP
s: Basics and Beyond Twin Cities FSP Kelly O. Finnell, J.D., CLU, AIF Executive Financial Services, Inc. (901) 299-7979 kfin@execfin.com The $10 Trillion Opportunity Baby Boomer Business Owners 72% Planning
More informationThe Digital Media M&A Marketplace: Thinking about a company sale some perspectives from legal counsel
The Digital Media M&A Marketplace: Thinking about a company sale some perspectives from legal counsel Paul McDermott, DLA Piper US LLP MITX Program March 20, 2007 Copyright 2007 DLA Piper US LLP Overview
More informationBest Practice Standard for Life Insurance Stewardship. West Point Draft May 7 th, 2013
Best Practice Standard for Life Insurance Stewardship West Point Draft May 7 th, 2013 Produced By: Complements of: Illustration 1 FOREWORD: Life insurance is increasingly being promoted and considered
More informationDue Diligence in Corporate Finance Transactions This course is presented in London on: 8 March 2017, 10 October 2017
Due Diligence in Corporate Finance Transactions This course is presented in London on: 8 March 2017, 10 October 2017 The Banking and Corporate Finance Training Specialist Course Overview There are many
More informationMaximizing M&A Value. Tales from the Trenches. May 18, 2016
Maximizing M&A Value Tales from the Trenches May 18, 2016 Today s Presenters: Richard Scudellari, Managing Partner, Silicon Valley, DLA Piper Jan Robertson, Managing Partner, SiVal Advisors, LLC Craig
More informationKeeping Hometown Businesses At Home By John H. Brown and Corey Rosen
Keeping Hometown Businesses At Home By John H. Brown and Corey Rosen In the typical community, about half of all employees work for mid-sized companies owned by baby boomers, most of whom are thinking
More informationHow to Maximize the Value When Selling Your Management Company
WHITE PAPER How to Maximize the Value When Selling Your Management Company INSIDE THIS REPORT Rational for Selling Management Company Valuation Acquisition Deal Structure Tips to Optimize Your Exit Value
More informationHow to Exit your Business Without Getting Clobbered by Taxes: Different Paths, Values and Taxes
How to Exit your Business Without Getting Clobbered by Taxes: Different Paths, Values and Taxes Exiting Your Business Without Being Clobbered by Taxes This session is eligible for 1.5 Continuing Education
More informationMANAGING WEALTH FROM A LIQUIDITY EVENT Pre, During, and Post Transaction Considerations
MANAGING WEALTH FROM A LIQUIDITY EVENT Pre, During, and Post Transaction Considerations + INTRODUCTION Entrepreneurs and corporate executives put an immeasurable amount of time and energy into building
More informationDIMENSIONS Spring 2012
DIMENSIONS Spring 2012 Understand Your Contracts: Right Cost Language Can Mean More Profitable Jobs Project owners today are more concerned about reducing construction costs than at any time in the recent
More informationRepresentations & Warranties Insurance. Gallagher Management Liability Practice
Representations & Warranties Insurance Gallagher Management Liability Practice JULY 2017 Representations & Warranties (Reps & Warranties) insurance is designed to provide insurance coverage for breaches
More informationRIA Wholesaling Best Practices: A Qualitative Approach to Effective Distribution GDC Research
RIA Wholesaling Best Practices: A Qualitative Approach to Effective Distribution GDC Research The RIA market is a growing opportunity but can be a challenging marketplace to access and requires a distinct
More informationAlan Taylor. Partner Bowling Green, KY BKD, LLP.
ESOPs: Creating a Legacy June 28, 2012 Alan Taylor Partner Bowling Green, KY BKD, LLP ataylor@bkd.com To Receive CPE Credit Participate in entire webinar Answer polls when they are provided If you are
More informationSuccession & Estate Planning Opportunities: Creating a Company Legacy
Succession & Estate Planning Opportunities: Creating a Company Legacy Presented by: Patricia Quintana-Perron, CPA, CHBC, CFP, PFS Cara Benningfield, CPA May 12, 2011 To Receive CPE Credit Participate in
More informationThe Role of the Financial Advisor in an M&A Transaction. Andrea Foti 16 October, 2017
The Role of the Financial Advisor in an M&A Transaction Andrea Foti 16 October, 2017 My background 2017 Investment Banking Advisory Milan 2013 Investment Banking Advisory Milan 2004 Investment Banking
More informationESOP 101 WHAT/WHY/HOW
ESOP 101 WHAT/WHY/HOW A JOINT PRESENTATION BY EMPIRE VALUATION CONSULTANTS, LLC ESOP PLUS : SCHATZ BROWN GLASSMAN KOSSOW LLP CAPITAL TRUSTEES, LLC JUNE 25, 2015 DISCLAIMER THE OPINIONS EXPRESSED IN THIS
More informationWorking With a Family Wealth Director
The Business Owner 2 Morgan Stanley As a business owner, you have devoted your career to building your enterprise. Now it is time to plan for what comes next: enjoying the substantial rewards, spending
More informationTax Increases and the ESOP Alternative: Motivation for Close Corporation Owners
ESOP Independent Financial Adviser Insights Tax Increases and the ESOP Alternative: Motivation for Close Owners David Burdette Significant increases in capital gain tax rates are expected in 2011. An employee
More informationRepresentations and Warranties Insurance
Representations and Warranties Insurance Gaining Traction in the 2014 Marketplace April 2014 Lockton Companies Risk allocation lies at the heart of every transaction. Representations and Warranties Insurance
More informationThe Board s Role in Merger and Acquisition Transactions
The Board s Role in Merger and Acquisition Transactions American Bankers Association Annual Convention Director Boot Camp Nashville, Tennessee October 16, 2016 John J. Gorman, Esq. Lawrence M. F. Spaccasi,
More informationJanuary 20, for. Acme Distribution. Prepared for: Tim Mills. Prepared by: Tom MacPherson
CALCULATION OF VALUE January 20, 2016 for Acme Distribution 182 First Avenue, Charlotte, NC Prepared for: Tim Mills Prepared by: Tom MacPherson Summit Acquisitions Group, LLC 4200 Settler Heights Drive,
More information9/3/2014. Let s Make a Deal: The Evolution of an ESOP Transaction. 19 th Annual Multi State ESOP Conference. September 17, 2014.
Let s Make a Deal: The Evolution of an ESOP 19 th Annual Multi State ESOP Conference September 17, 2014 Gregory J. Hogan, ASA SC&H Capital, LLC Merri E. Ash First Bankers Trust Services Steven B. Greenapple
More informationIS AN ESOP RIGHT FOR YOU?
FEBRUARY 2018 Greg Daugherty 614.227.2005 gdaugherty@porterwright.com A guide to understanding employee stock ownership plans In recent years, ESOPs have become an increasingly popular business succession
More informationCritical Factors in Valuing and Selling an Architectural Firm
Critical Factors in Valuing and Selling an Architectural Firm Copyright 2007 Darrell V. Arne All Rights Reserved Presented by: Darrell V. Arne CPA, ASA, CBI Arne & Co. Table of Contents I. Critical Factors
More informationRENEWABLE ENERGY TRAINING PROGRAM FINANCING RENEWABLE ENERGY PROJECTS. Finance Basics
RENEWABLE ENERGY TRAINING PROGRAM FINANCING RENEWABLE ENERGY PROJECTS Finance Basics Kate Baragona Senior Infrastructure Finance Specialist Financial Solutions Sameh I. Mobarek Senior Counsel Energy, LEGPS
More informationFrom downturn to upside
New thinking on business succession for today s economy Today s business conditions may be challenging, but they could represent the business succession opportunity of a lifetime. A white paper from RBC
More informationA Succession Plan is Critical
B.O.S.S. Workshops (Business Owner Strategy Sessions) A Succession Plan is Critical You will Exit your business. Who will be in control? March 17, 2011 www.bossworkshops.com B.O.S.S. Workshops (Business
More informationHIGH-NET-WORTH BUSINESS OWNERS AND CORPORATE EXECUTIVES
2014 U.S. TRUST INSIGHTS ON WEALTH AND WORTH HIGH-NET-WORTH BUSINESS OWNERS AND CORPORATE EXECUTIVES Highlights Business owners and corporate executives are a significant source of wealth creation. As
More informationESOP Sponsor Company Stock Valuation and Independent Financial Advisor Due Diligence Procedure Checklist
ESOP and ERISA Valuation Analysis Thought Leadership ESOP Sponsor Company Stock Valuation and Independent Financial Advisor Due Diligence Procedure Checklist Valuation analysts ( analysts ) and independent
More informationAn Overview CYPRESS ASSOCIATES LLC 52 VANDERBILT AVENUE NEW YORK, NY Tel: Fax:
An Overview CYPRESS ASSOCIATES LLC 52 VANDERBILT AVENUE NEW YORK, NY 10017 Tel: 212.682.2222 Fax: 212.682.2221 contact@cyprs.com www.cyprs.com Member FINRA/SIPC Table of Contents Introduction 3 I. Mergers
More informationTransaction Advisory Services. Exceptional attention to detail. Personal service.
Transaction Advisory Services Exceptional attention to detail. Personal service. Services for Growing Companies, Financial Sponsors and Lenders Business owners and investors consistently face challenges
More informationBuying An Existing Business
Buying An Existing Business For Sale 1 Key Questions to Consider Before Buying a Business Is the right type of business for sale in the market in which you want to operate? What experience do you have
More informationMaximizing Your Business s Value How Presale Tax Planning Increases Your Return
Maximizing Your Business s Value How Presale Tax Planning Increases Your Return By Bill Nicholson and William J. Butler In working with individuals who have sold or are contemplating the sale of their
More informationSELLING A BUSINESS UNDERSTANDING THE PROCESS AND AVOIDING COMMON MISTAKES
SELLING A BUSINESS UNDERSTANDING THE PROCESS AND AVOIDING COMMON MISTAKES William C. Staley Attorney LAW OFFICE OF WILLIAM C. STALEY www.staleylaw.com 818 936-3490 Scott Berejikian Principal CENTERPOINT
More informationANSI Standards Development Policies
ANSI Standards Development Policies Orig. Date: 07-28-06 Revision: 0 Page: 1 of 8 Ethleen M. Howell 07-28-06 Carl E. Smith 07-28-06 Standards Coordinator Date GEI Executive Director Date On-File 07-28-06
More informationGrowing Strategically through Business Acquisition. Monday July am 12 pm
Growing Strategically through Business Acquisition Monday July 16 11 am 12 pm On the line Jessica Fialkovich, Co-Founder & President Transworld Business Advisors Rocky Mountain Jessica Stutz, Special Markets
More informationREPRESENTATIVE INVESTMENT OPPORTUNITY
Income-Producing Commercial Real Estate Partnerships REPRESENTATIVE INVESTMENT OPPORTUNITY [Insert Property Address Here] OVERVIEW OF THE COMPANY AND OPPORTUNITY What We Do [Company Name] places capital
More informationExit Baby Boomers, Enter a New Generation of Owners
February 2016 Exit Baby Boomers, Enter a New Generation of Owners By Timothy J. Iszler, CPA, and Larry A. Mackowiak, CPA Audit Tax Advisory Risk Performance Over the next 10 years, tremendous value will
More informationKey Elements of Effective Business Planning. September 12, 2017
Key Elements of Effective Business Planning September 12, 2017 Did you know? Did You Know? 28 million privately held businesses in the US; employing 56.8 million employees (SBA 2015) Small businesses account
More informationESSENTIALS OF ENTREPRENEURSHIP AND SMALL BUSINESS MANAGEMENT 6E Chapter 7: Buying and Existing Business
7-1 Key Questions to Consider Before Is the right type of business for sale in the market in which you want to operate? What experience do you have in this particular business and the industry in which
More informationWarranty and Indemnity Insurance
Warranty and Indemnity Insurance Mrs. Ariane Brohez Partner ariane.brohez@loyensloeff.com Warranty and Indemnity Insurance Mrs. Bénédicte Deboeck Counsel benedicte.deboeck@loyensloeff.com Mr. Wim Vande
More informationValuation of Entrepreneurial Ventures
Part IV Growth Strategies for Entrepreneurial Ventures C H A P T E R 14 Valuation of Entrepreneurial Ventures 2009 South-Western, a part of Cengage Learning. All rights reserved. PowerPoint Presentation
More informationPrivate Equity in the Environmental Services Industry. Environmental Services Industry Perspective
Private Equity in the Environmental Services Industry Environmental Services Industry Perspective History & Evolution Founded in 1984, HEPACO, LLC is a leading provider of emergency response, remediation,
More informationRecourse vs. Nonrecourse: Commercial Real Estate Financing Which One Is Right for You?
The following information and opinions are provided courtesy of Wells Fargo Bank, N.A. Recourse vs. Nonrecourse: Commercial Real Estate Financing Which One Is Right for You? 1 2 2 3 3 4 Commercial real
More informationCase Study: Life Cycle of a Successful VC- Funded Global High-Tech Venture
Case Study: Life Cycle of a Successful VC- Funded Global High-Tech Venture 2015 Bierce & Kenerson, P.C. CASE STUDY Life Cycle of a Successful VC-Funded Global High-Tech Venture or How a small, privately
More informationBusiness Valuation: Unlocking the Value of Your Biggest Asset. Report for Business Owners
Report for Business Owners Business Valuation: Unlocking the Value of Your Biggest Asset Is now the right time for a professional valuation of your company? Understanding the method of valuation that is
More informationTennessee Consolidated Retirement System
Tennessee Consolidated Retirement System Private Equity Investment Guidelines Approved by: David Lillard, Jr., State Treasurer Michael Brakebill, Chief Investment Officer Table of Contents A. Introduction............
More informationRISK MANAGEMENT DUE DILIGENCE FOR MERGERS & ACQUISITIONS
DUE DILIGENCE due dil i gence noun Research and analysis of a company or organization done in preparation for a business transaction, particularly for mergers and acquisitions. RISK MANAGEMENT DUE DILIGENCE
More information