 |
Exit Planning - Always a Timely Subject
While your primary concern these days may be just surviving the current business cycle, this might actually be a good time to start thinking about the transition to the next generation of owners.
A graceful exit is one of the most challenging tasks you’ll face as a business owner. That’s especially true in the construction industry, where high risk and low margins can make buyers scarce.
Even if you pass on ownership to family members or senior managers, the absence of a market for your business makes it difficult to place an accurate value on the company’s assets. Without this accurate valuation, objective decision-making often gives way to subjective guesswork about how much your equity is worth, and how best to finance the transition to new owners.
The industry’s unique capital structure further complicates exit planning. Lenders and surety companies understandably prefer to see you leave greater equity in the business – at the very time you are trying to take equity out. You’ll need to balance these conflicting priorities while still maintaining crucial financial relationships. That requires clear communication, careful planning, and adequate time for a smooth transition.
You also need time to groom successors. Start by delegating greater responsibilities to potential successors, and mentor young leaders in decision-making. They might make a few not-so-great decisions, but these can become powerful teaching moments.
Review your incentive programs as well. Deferred compensation plans give key employees substantial incentives to stay with the company. A phantom stock plan (a contractual agreement that mimics actual stock ownership) can give employees a vested interest in the company’s success without diluting ownership.
Another option is an Employee Stock Ownership Plan (ESOP), a tax-qualified employee retirement plan that allows you to sell your stock to your employees as you gradually step out of the company. ESOPs carry heavy administrative burdens and other challenges, though, so get qualified professional help and investigate carefully.
So when should you start? Sooner is better. In fact, some say you should start planning how to get out of your company the day you open its doors. At a minimum, allow at least two or three years – longer if you can – to get the business in shape, identify new owners, and get the deal done.
You have much to gain by planning early, and much to lose if you start too late.
|
|
 |
| Planning - The Key to Continuity
Construction is inherently a high risk business, so allowing control of a company to pass to a risk-averse owner can be disastrous.
It’s all too common to see a surviving spouse, burdened by the challenges of ownership, struggling to make confident decisions. Soon the company loses momentum, revenue and market share, and often fails to survive. It’s even worse if the Internal Revenue Service takes a large share due to inadequate estate planning.
One way to prevent such outcomes is to complete a continuity plan or buy-sell agreement, which addresses what happens in the event of your death or disability. In fact, your bank or surety company may require that you have such a plan in place. In addition to identifying a successor, a buy-sell agreement should cover the following subjects:
- Triggering events – What occurrences (death, disability or retirement, for example) would cause the agreement to go into effect?
- Valuation – What valuation formulas will be used to assess the assets and liabilities of the business?
- Funding – How will the purchase be financed? Installment payments, a bank loan, or a life insurance policy on the owner can provide cash to fund a buyout and keep the company going.
Because companies change over time, you should review a buy-sell agreement periodically. Contact your financial advisors to make sure yours is up-to-date. |
|
| |
 |
| Q. |
If I’m passing my company on to my family or a group of employees, why do I need a professional valuation? Isn’t that an unnecessary expense?
|
| A. |
The benefits of a professional business valuation go beyond determining the fair market value of your company. In fact, as critical as it is, fair market value alone should not be construed as the selling price, but rather as a benchmark from which to work. |
| |
If you’re transitioning to family members or an insider group, as is often the case with construction businesses, your strategy will likely involve transferring part of the business at the lowest possible value in order to save taxes. The value of a minority interest in your company would be substantially discounted, often by as much as 25 percent to 50 percent, due to lack of marketability. Part of the business valuation expert’s job is to determine the amount of that discount.
Armed with the fair market value of your company, you can also make more informed decisions about your next steps, and design the transition of the company in a way that maximizes value and minimizes taxes. In addition, a professional valuation can open your eyes to other crucial business information including your relative position in the market, potential risks, and current industry and market trends. |
|
|
|
|
|
Compliments of:
Hutchinson and Bloodgood LLP is a founding member of ProfitCrew™ Inc. Our commitment to client service and innovation has won us
local and national acclaim and consistently exceeds industry standards for
financial reporting quality. |
|
| |
Hutchinson and Bloodgood LLP is pleased to present this audio seminar, “Rich Contractor, Poor Contractor”, with Lanny Herer, vice president of FMI. Lanny has been advising contractors how to improve their company’s performance for over 35 years. He’s helped numerous clients develop and implement practical strategic plans resulting in improved financial performance, competitive position and teamwork.
The construction industry climate is changing fast, and it doesn’t allow for business as usual. Will your company be a casualty of outdated management practices or a leader in shaping the new marketplace? In this seminar, Lanny focuses on characteristics and practices used by best-in-class contractors to compete successfully in today’s environment.
|
Get the full results of the ProfitCrewTM Best Practices
for Operational ExcellenceTM survey.
Visit www.profitcrew.com to request
your free copy.
|
|
| |
Who’s Who in ProfitCrew
Peter D. Weir, CPA
Who: Peter D. Weir, CPA, Partner and Executive Committee member with Hutchinson and Bloodgood LLP and a founding member of ProfitCrew™, an association of public accounting firms that specialize in serving construction companies.
What he does best: Pete’s focus is on creating a positive experience for clients from strategic business planning to complex tax planning issues. He is committed to providing first-class service based on a thorough understanding of the client’s goals and needs. Pete specializes in the areas of financial reporting, tax planning and compliance, business consulting, litigation support services, construction and real estate. He has assisted many of his clients in increasing operational efficiencies and has provided management and ownership with valuable guidance in those areas.
Pete leads the firm’s litigation support team. His litigation support services have included forensic assignments and services related to claims analysis on various levels. He has provided clients with expert testimony at mediation, arbitration and trial. His litigation experience includes both Federal and State courts, with clients and projects located throughout the United States. In addition, he has participated with and advised both client and counsel on issues related to case strategy and dispute resolution.
Education: Pete graduated from the University of California, Santa Barbara, with a Bachelor of Arts in Business Economics. He is a member of the California Society of Certified Public Accountants and has served as a board member to various local non-profit organizations.
|
|
|
 |
| |
" It's not a question of
who's going to throw the first stone; it's a question of who's
going to start building with it. "
|
Sloan Williams |
|
|
|
|
Have a question for
Hutchinson and Bloodgood LLP
and the ProfitCrew™ team?
Send it to Hutchinson and Bloodgood LLP
Look for answers in a future issue of ProfitClue™ |
| |
|
|
|
|
| CONFIDENTIALITY NOTICE: This message and any attachments has been generated and/or transported through the use of E-mail Services provided by ProfitCrew and is intended for use only by the individual or entity to which it is addressed. This message and/or its attachments may contain information that is privileged or confidential and is not intended for transmission to, or receipt by, anyone other than the named addressee (or a person authorized to receive and deliver it to the named addressee). If you have received this transmission in error, please delete it from your system without copying or forwarding it, and notify ProfitCrew by return E-mail to webmaster@profitcrew.com. Any dissemination, distribution or copying of this communication by anyone other than the named addressee is strictly prohibited.
INTELLECTUAL PROPERTY RIGHTS: This message and its attachments may be protected by intellectual property rights asserted by the sender and/or ProfitCrew (http://www.profitcrew.com). Recipients who are not currently employees of ProfitCrew or one of its Member Firms may not reproduce, retransmit, distribute, disseminate, sell, publish, broadcast or circulate these materials without prior written permission of the copyright owner(s).
|
|