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Upsize on Tap: The scoop on M&A

Jay Sachetti joined Jeff O’Brien, partner at Husch Blackwell and Dyanne Ross-Hanson, president of Exit Planning Strategies talked about the market for mergers and acquisitions, exit planning opportunities for companies that don’t end up for sale and how companies can maximize their eventual sale price during an early October panel at the first Upsize on Tap event at Summit Brewing Co. in St. Paul.

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by Andrew Tellijohn
April 2008

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Upsize Stages: Setting a timet

UPSIZE STAGES: EXIT STRATEGIES

01 :: Setting a timetable

Don?t wait for
outside forces
to dictate a sale


You?re at the doctor?s office because it?s the one time you thought you could get away from the office.

The news isn?t good. Your health has become a problem and the doctor is recommending you take it easy for awhile. No problem, you think. You?ll sell your business. But are you prepared?

Too often retirement, health issues, lack of capitalization, or major family or industry changes creep up on business owners and force them to consider unloading their businesses. With the economy, your own health and other factors affecting what might be the opportune time to sell, it?s important that entrepreneurs not wake up one morning and suddenly decide they want out.

Entrepreneurs should start planning an exit strategy, with some factors such as business structure, the day before they open their doors. They should have a succession plan in place the day they start, and if they have partners, they should have a buy-sell agreement, backed with life insurance to finance a buyout. The plans can change over time, but they?re necessary in case something unexpected happens.

Serious planning should begin three to five years in advance of when you plan to put the business on the market. You don?t have to hold yourself to this date ? plans can always change. And be it retirement or another business opportunity, you need a good reason to sell your company.

 Planning allows you to control the timing. Giving yourself that much time will allow you to weather economic up and downturns, set personal and financial objectives and fix any weak points in the business, as potential buyers generally want to see the business on an upswing.

So the first thing you want to do is find a broker or other adviser who can help you work through your own goals, walk you through the sale process and ultimately help solicit offers and work through the terms of a deal. Business owners suggest interviewing at least a few and choosing one that convinces you that your best interests come first.

Discuss your goals for a sale with that person. They can help ensure that you make as much money on a sale as possible, but also take into account the needs of your family, your partners and your employees.
Giving yourself a few years also gives you a chance to discuss your family?s wishes for the company?s future, such as whether they wish to participate. Planning allows you to take steps that can help maximize the value of a potential sale. The shorter your timetable, the less control you have over those factors.

But the biggest thing to remember is that, much like when you started the business, you shouldn?t try to create your exit strategy in a vacuum. In addition to the business broker, you?ll want to put together a team ? similar to the one that helped you start the business ? that can help you maximize that deal.

You?ll want a team consisting of at least an accountant, and a business lawyer with experience in mergers and acquisitions to help answer your questions and work through tax and legal ramifications of a sale. You?ll also want to meet with a financial adviser who can help determine how much you need to make on a sale, what kind of tax ramifications you?ll be up against and how to do some estate and financial planning.

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