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The future of the business

How to prepare for a sale and other exit strategy options

Parting with your family-owned business is no less difficult than the artist parting with a great work. It is your masterpiece and your life’s dedication. With some planning, you can help position your business to attract buyers. In this installment of our eight-part series, “Pivotal moments for family enterprise,” we’ll chart a path of things to consider when trying to get a fair value for your business and protect wealth for future generations.

When you create something great, it can be tough to let it go. Many artists struggle with the thought of selling their work, and some have even gone so far as refusing to sell to someone they didn’t think valued it as much as they did.

It’s a conundrum familiar to many family business founders, who have worked so hard to realize their vision and can’t imagine it in the hands of someone outside the family. In our global survey of family enterprises, only one in 10 respondents saw an outright sale to a third party or an initial public offering as preferred options for executing their company’s leadership succession. In a separate Deloitte survey, 63% of next-generation family business leaders surveyed said it was “very important” or “fairly important” for the family business to own intellectual property.

But the life cycle of family business ownership is complex, and decisions to exit, in whole or in part, are often driven by individual family members’ wants and needs. The next generation may not be interested or prepared to take over. There may be multiple partners or family members involved, many with different aspirations. Some might want to keep growing the business, while others seek to cash out their stakes.

If a sale is in a family enterprise’s future, its level of preparedness to sell will likely impact the level of interest, valuation, and terms it receives. Fully understanding the options and opportunities can put shareholders in a position to choose the route that is best for the business and their individual needs.

In past publications, we have underscored the importance of building internal alignment between the family strategy and the business strategy to create a shared view of the future. This process may become even more complicated when considering succession along with a liquidity event. There are often only a few candidates from the family who are realistically able to move into leadership and sustain multi-generational success. Understanding who is ready and willing to step up well ahead of time can help the family start the succession process by developing future family leaders.

But it’s also valuable to consider if non-family partners will likely be needed one day, whether it’s to provide liquidity to a family founder, infuse cash into the business to accelerate its growth, or help the family diversify its investment portfolio. There are a host of reasons why a family enterprise might need access to outside capital—and plenty of options for accessing it without ceding control.

“Family business owners who balk at the idea of selling their businesses might find there are other options that enable them to access the capital or liquidity desired with far less dilution or even no dilution,” says Max Hughes, managing director of Deloitte Corporate Finance LLC. “You’re limited only by your ultimate goals and imagination.” For example, family leaders wanting to retain control might consider taking on additional debt, with investors receiving a fixed return and only board observation rights or limited board representation.

Even when it comes to equity investments, there are different ways to structure the transaction (e.g., convertible preferred, participating preferred, or minority equity), which can allow the family to retain control while raising capital for growth or family liquidity.

Click here to view an overview of equity alternatives

When family members express an interest in divesting the company or just their stakes, it’s beholden on the rest of the family to better understand their reasons for wanting to sell. Sometimes a third-party intermediary can help the family explore their individual needs, look across the capital structure, and offer a perspective of what could be possible based on the amount of liquidity everyone needs. One of the most difficult stages of this process tends to be balancing larger and smaller distributions among shareholders, which typically requires reallocating equity relative to the unequal distribution of the proceeds. This could be why many families in this situation often have buy-sell agreements in place that designate prices for the internal transfer of equity.

Once the possibility of a sale is on the table, the next step is putting the company in the best possible position to receive a strong offer. Many family businesses have experience as acquirers but may not have as much on the other side of the table, says Jake Wise, managing director at Deloitte & Touche LLP. “This might be the first time they’ve gone through the selling process, so they may not know what they should know,” Wise says.

Specifically, family enterprises need to be prepared to address any issues that might have an impact on the valuation prior to the transactional due diligence and consider how the proceeds can build multi-generational wealth for the family. Here are four preparatory steps family business leaders may want to take before considering a whole or partial sale.

  1. Adopt a buyer's pers
  2. Focus on quality of earnings
  3. Get ahead of tax issues
  4. Take steps to protect your proceeds

All this preparation will help the family present the business in the best light to ensure they ultimately realize as much value as possible and achieve all their objectives in a sale. “It’s really a question of how you can best position yourself for the process and put your best foot forward when presenting to buyers,” says Wise.

A sale is a big decision for any enterprise, but for families running a business together it can be especially emotional. For many, there’s a deep and rich history that got them to this point, and the prospect of stepping away from their creation can be distressing. This makes it that much more important to bring a fact-based, disciplined evaluation to the process. Just a little preparation can go a long way in helping family businesses paint the pictures they envision.

Future of the business questions for consideration

Questions to ask when considering a sale or other capital-raising transactions

  • Are we aligned as a family to handle the capital needs related to ownership succession?
  • What have we tried to present as options to any family members who are unclear about the merits of selling the family business?
  • Have I or another family member considered selling a minority interest in the company to meet the enterprise’s liquidity and/or growth needs?
  • Do we have a firm grasp of what aspects of the company’s earnings are repeatable and which will be viewed by a buyer as likely nonrecurring?
  • How confident are we that our financial reporting and analysis capabilities would be able to generate the kind of information we would need to furnish to a seller?

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