

Preface
Acknowledgments
Disclaimer
Foreword
Introduction: The Challenge of Exiting Your Business
Three Overarching Themes
A Few Words of Advice
PART I
Business Exit Planning
CHAPTER 1
An introduction to Business Exit Planning
Ways to Exit Your Business
What is Business Exit Planning?
Evidence on Why Business Exit Planning is Necessary
Understand Your Motives
The Special Case of Retirement
CHAPTER 2
Begin with the Endgame in Sight
Develop a Game Plan
Value Systems and Visualizing the Endgame
CHAPTER 3
Exit Options
Intergenerational Transfer
Initial Public Offering
Merger
Hiring Professional Management
Management Buyout
Refinancing
Employee Stock Ownership Plan
Liquidation
Choosing the Right Exit Option
CHAPTER 4
Building Your Team to Assist Your Exit
Reasons for Building a Team
Composition and Role of Your Team
Selecting Advisors: An Overview
Your Advisors’ Ethical Standards
CHAPTER 5
Building a Business with Sustainable Value
Look at Your Business from an Investor’s Perspective
Clarifying and Adjusting Corporate Strategy
Corporate Governance, Systems, and the One-Man Show
Pre-Transaction Restructuring
Identify and Manage Risks
Operational Improvements to the Business
Non-Arm’s-Length Situations
CHAPTER 6
Business Plan and Valuation
Reasons for Making a Business Plan
Should You Perform a Valuation of Your Business?
Recasting Financial Statements
Building a Business Plan
Introductory Comments on Valuation
Types of Valuation
Adjustments to Valuations
CHAPTER 7
Tax Planning, Estate Planning, and Insurance
Tax Planning
Estate Planning
Use of Insurance in Your Exit Strategy
CHAPTER 8
Finalizing Your Exit Strategy
What Type of Investors Should Be Targeted?
Should There Be a Listing or Asking Price?
Should There Be a Competitive Process?
Why Use a Competitive Process in Selling a Business?
What Are the Possible Drawbacks of a Competitive Process?
Timing Your Exit
Communicating with Other Shareholders
Your Contingency Plan
Business Exit Planning Report
PART II
Managing the Transaction
CHAPTER 9
The Transaction Process
Overview of a Competitive Process
Confidentiality through a Transaction Process
Involving Company Staff in the Transaction Process and Communications with Investors
Marketing Your Opportunity: From Long List to Short List
The Information Memorandum
Nonbinding Offers
Due Diligence
Binding Offers
Exclusivity
Transaction Structuring
Head of Agreement
Sale and Purchase Agreement
Closing the Transaction
Noncompetitive Processes
CHAPTER 10
Negotiating a Transaction
Get to Know Your Negotiating Partner
Let Your Negotiating Partner Make the First Offer
Concede in Small Increments
After Asking a Crucial Question, Hold Your Tongue
Every Term of the Deal Also Depends on Every Other Term
Be Prepared to Walk Away from the Deal
Know Your Best Alternative
CHAPTER 11
Cross-border Transactions
Why Don’t More People Market Their Companies Internationally?
The Challenges of Cross Cultural Negotiations
Conclusion: The Only Question with Wealth Is, What Do You Do with It?
Revisiting the Three Overarching Themes
You Have Raised Your Cash. What Next?
The Macroeconomic Effects of Succession Failure
Notes
Glossary
References
About the Author
Index
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