There is no doubt that exit planning and its execution are complex and challenging. Exit planning is critical and can save the seller a significant amount of funds. With a fifteen-month plan to exit your business, proper planning and execution can allow the seller to add another 30% to their net proceeds. This is possible because it:
Provides you with the time to properly “clean-up” the balance sheet.
Eliminates unnecessary costs. Every dollar you save or add can generate a significant result over the next 18 months. For example, if the company has a valuation multiple of 6, then every dollar improvement in EBITDA generates 6 dollars for the owner. This is a strong ROI. A common pitfall is that there are “too many sacred cows.”
Allows inventory to be optimized.
Assures you have the right team. Many low- and middle-market companies lack bench strength once the owner leaves. Sometimes the bench strength comes from family members, which is risky. Develop a team that understands both short-term and long-term strategies and share upside opportunities with them. If done properly, these key individuals will generate savings several times the cost.
Incentivizes all key players to ensure everyone is aligned.
Gives you time to meet with your tax advisor early in the process to minimize tax exposures and obligations. Ensure your tax advisor is an expert in M&A transactions, as this is a very complex set of transactions. After all, this business sale may be the most important financial transaction of your life.
From a tax perspective, the owner should have a solution to the following issues:
What type of entity to use to conduct your business.
Is a tax-free deal possible?
Are you selling assets or stock?
Allocation of purchase price.
Other payments to sellers, including personal goodwill.
Installment sales (seller financing) and escrows.
Earnout/contingent payments.
Outstanding stock options.
State and local tax issues.
Pre-sale estate planning.
