Buyouts: Success for Owners, Management, PEGs, ESOPs and Mergers and Acquisitions (Wiley Finance)

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Product Description

The definitive guide to best practices for mastering techniques of the insider-led transition planning

A must have book for business owners, key employees, and their advisors who need to be aware of the full spectrum of succession options, Buyouts provides objectives, advice, steps, and a host of examples on the full spectrum of insider-led buyouts. A road map for CPAs, it presents the parameters for many of the major industry segments, techniques for managing risk, providing retention and performance incentives for key personnel and insights into getting deals financed.

• Features advice and examples of insider led buyouts
• Essential guidance on succession options for business owners, key employees, and their advisors
• The 411 on selling your company for a fair price, maintaining control over the process, and realizing lifelong goals

Transition planning is becoming a hot business topic as millions of business owners head into retirement. The fact is that only a limited number of privately held companies will be successfully sold to third parties. A road map for CPAs, Buyouts presents the parameters for many of the major industry segments, techniques for managing risk, providing retention and performance incentives for key personnel, as well as insights into getting deals financed.

Buyouts: Success for Owners, Management, PEGs, ESOPs and Mergers and Acquisitions (Wiley Finance) Review

In the 50 business acquisitions that I have been involved, I've often been amazed by the degree of unpreparedness of the seller. Many seem unsure of their selling options or procedures. Many seem unprepared to give away the company they started from scratch. Many have not thought much about retirement and how they will maintain their standard of living.

To fill this void, Delafield's Scott Miller has written "Buyouts." It's a book that should be read by every business owner over the age of 50 - and by the lawyers and accountants who advise them.

Miller presents a stunning scenario: (a) the financial meltdown of 2008 and subsequent recession have pinched commercial credit for business sales; (b) there's a wave of "boomers" who own businesses coming to retirement age and (c) federal taxes will change materially and adversely after Jan. 1, 2013.

"Buyouts" is mandatory reading for every "boomer" business owner looking for an exit strategy.

Buyers with cash ready to buy a business have substantially disappeared since 2008. Instead, Miller advises owners to proactively investigate options, including selling to the company's managers, key employees, family members, employee stock ownership plans (ESOP) or private equity firms in concert with managers.

Miller, a nationally-recognized expert on ESOPs, presents the pros and cons of various acquisition plans. Each type of business sale is presented from the viewpoint of the buyer and seller. For instance, he notes how stock sales are advantageous to sellers and assets sales benefit buyers because of current tax laws.

The focus of Miller's book is various strategies for selling to the company's managers and employees, the hard-working already involved. These are the people who helped create the business and would jump at an opportunity to become equity owners. Miller states the importance of starting early to prepare these managers and employees ready for an ownership role and assure they are part of the succession plan.

This is a book that every business owner should read now. It will guide the owner toward a realistic valuation of his company and a thoughtful choice of professional advisors. It will also make the owner appreciate how his flexibility as seller may be imperative to close a transaction. The owner may need to retain some vestiges of ownership for a few years and take a portion of the sale proceeds as deferred compensation, non-competition or consulting agreements, or a role as a paid director.

Miller is a joyful celebrant of ESOPs - which offer more flexibility and tax advantages than any other business transfer. His arguments are persuasive and highly readable.

Here's a hint to the lawyers and accountants who advise these "boomer" owners. Check to see if they have heard of "Buyouts" yet. If not, the professional advisor should buy a copy and present it to the client. The advisor will look smart for doing this, the client will be grateful, and, with a bit of luck, the successor owners will turn to these same professional advisors for their counsel in the future.

(The reviewer, Paul Kritzer, is the former editor and publisher of the Waukesha (WI) Freeman and general counsel for Journal Communications, Inc., Milwaukee. He is now Of Counsel with the Bucher Law Group, LLC, Delafield, WI.)

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