Selling your business to a key employee, or a group of employees.
Assuming that all of the purchase price is to come from the key employee (s), you can help the purchase, by (a) using a stock dividend distribution, or (b) bonus of money to the employ, such as a bonus executive program. (See Restricted bonus agreement).
It is important that the company have consistent cash flow, (discretionary cash flow;) to use for this purpose. (This is the cash generated by the company which is not needed to run the operations, for debt service or capitalization of the business).
Planning for the sale of the stock to insiders, and cash flow;
It is important to have a accurate idea of the yearly cash flow. For example, if the discretionary cash flow is $1 million a year. You might commit 10% of the company, or $100,000 a year to help pay for stock. Continue reading “Creating Cash Flow In Your Business”
A chief concern for many business owners is how to arrange the orderly transfer of business to the next generation of family members or key employees. By far the biggest concern is how to keep the family business and the family. It is estimated that more than 70% of family-owned businesses do not survive the transition from the founder to the second-generation.
There are essentially three levels of the business succession plan.
Management; this is day-to-day management of the business which can be left to one person, one child or a group of children. Also, this group might not be active in the business. This group could also include key employees rather than family members
Ownership; most owners would prefer to leave their businesses to the children that are active in the business. However, not all the children might be involved. Owners would still like to treat their children fairly, but not necessarily equally. Consequently, if the business interest is not left to a group of children, some other value would be left to the non-business children. A subset of this topic is whether the business owner will need a continued economic benefit from the business after the transfer. Also, will the business owner continue to control the business after the transfer is complete.
Transfer taxes; estate taxes can erode business value. The question would be is there enough liquidity to take on the debt and keep the business going? This is truly a challenge to high-value business especially with a estate tax being a moving target as to the exemptions and percentage of taxations.
Level I management
It might take many years for an owner to train the successor management team so that the business can run automatically. This allows the owner to walk away from the day by day operations. To do this the owner must give up control and tasks in which they ordinarily controlled. This is easier said than done. Whether the owner creates a management team with the next generation, or a key group of employees, the owner must learn to delegate important tasks.
Continue reading “The Complexities and Issues of Business”
There are business partners who at their death, want their family to continue to own their shares even though the family member will not be actively involved with the business. We see this with businesses that are expected to grow significantly. Each owner wants their family to share in the future growth even if they should die prematurely.
A no-sell buy/sell agreement has a fairly simple structure. The management and the voting stock all remain with the surviving owner. The deceased’s ownership interest remains with his family. We take each owner’s interest in the business and divide into voting and nonvoting stock. Upon the death of one of the owners, the deceased’s voting interest is bought by the surviving owner per the terms of the buy/sell agreement. The non-voting interest of the deceased owner remains with his family. This way, if the business does grow significantly, the family of the deceased will share in the growth. The control of the business remains in the hands of the surviving owner. The family of the deceased owner has non-voting interest in the business only and cannot expect to see any money out of the deal unless, and until, the business is sold. Continue reading “What If I Want A No-Sell Buy / Sell!”
In my last newsletter I discussed the three exit strategies business owners can use when they decide to sell their business. As a review they are; outside sale, inside transition sale, and passive ownership. Of course there is the liquidation sale which happens when there is no future planning. Liquidate and see what you can get, however I do not consider this an exit strategy.
So what does a blueprint for exiting your business look like?
First: You must influence your personal company culture. Employees need to know the values and principles you have formed over the years of your business life so they understand the mission. What needs to be communicated is how you started the company and how you built it up. The values behind all that effort needs to be communicated to your employees, vendors, and anyone who will listen, especially potential purchasers of your business. By doing so you will gradually build a strong culture in your own organization that will remain in place whether you’re planning on being absent for a long period of time, or just a short period. A healthy culture makes your company more attractive to buyers and sets the course for more options such as inside sale, or passive ownership.
Continue reading “Exiting Your Business- What You Need To Know and Do!”