The Early Exits Workshop Agenda

This is the agenda is for the full day Exit Strategies Workshop. The half day version covers most topics but in less detail and the half day workshop is less interactive.

This workshop builds on the information in the Exit Strategies workshop, but it is not necessary to attend that workshop first.

Videos from previous Exits Execution and Exit Strategies Workshops are available online here.

Section 1: Why only 25% of Saleable companies successfully exit

  • Yes, even after entrepreneurs and investors build a saleable company (i.e. a company that could be sold)
  • 75% of the time we blow it - and fail to execute a successful exit
  • Even worse, when a company misses the optimum time to exit, there is a terrifying probability it will fail - completely
  • This is a new observation and you won't hear this discussed in other workshops
  • You'll learn why this happens and
  • Much more importantly, learn what you can do to prevent this from happening to your company

Section 2: The Selling Process

  • Learn how to prepare and what the steps are in the selling process
  • Getting your company ready
  • Building the financial model and will you need an audit?
  • What is a Quality of Earnings Report and why are they so expensive?
  • Preparing your selling document
  • The selling documents you'll need
  • Record keeping and information management
  • The sales funnel for your exit
  • The Hell of Due Diligence
  • The buyers will know more about your business than you do

Section 3: Exit Timing

  • Riding it over the top - The most heartbreaking mistake entrepreneurs make
  • Where our human nature defeats us
  • Why most boards wait too long to start the exit
  • Watch out for "Waves of Consolidation"
  • Getting some advice on timing your exit
  • How long should it take?
  • All of the steps in the exit process
  • What if one firm says they can do it faster?

Section 4: Case Studies: Accidental Exits

  • Three case studies of BC technology company exits
  • The common element is that these were all happy exits – but also unplanned exits
  • About half of exits are “accidental” - more by serendipity than by strategy and planning
  • Many exits are missed because boards and CEOs fail to recognize the opportunity
  • We’d have more happy exits if more companies had exit strategies and plans

Section 5: Your Probabilities of Success

  • One of the dirty secrets is how often transactions fail
  • There are no statistics and nobody talks about this
  • The most likely reason for failure is “seller communications”
  • One firm said publicly that only 8% of attempted exits close
  • Some good firms brag about their 30% success rate
  • The most controllable factor is the quality of the M&A advisor
  • The lawyer can also make or break a transaction
  • It’s hard to describe a “save” if you haven’t seen one

Section 6: IPOs

  • How to know if an IPO is right for your company
  • How do IPOs differ from other exits?
  • What are the steps to have a successful IPO
  • The costs and how long it will take
  • Planning for success after your IPO

Section 7: Tax Planning

  • Tax Planning - Should Start Years Before the Exit
  • This is an incredibly complicated topic
  • But can legitimately save millions of dollars
  • Only in Canada - The Personal Capital Gains Tax Exemption
  • If you use options - why the new tax laws could kill your deal
  • Asset vs. share sales
  • New tax rules
  • The additional complexity and opportunity of cross border transactions

Section 8: Your Exit Team and What They Will Cost

  • The probability of selling depends on two factors
  • A good team will increase the chance of success
  • The ideal team
  • The M&A advisor’s functions
  • Why CEOs should not lead the exit
  • Selecting your M&A advisor
  • Every deal needs a very good bad guy
  • M&A advisory fees and how fees correlate to deal quality and price
  • Lawyers - you need a specialist
  • Legal and accounting fees
  • Exits are an enormous amount of work

Section 9: Buyers Today

  • Who are the buyers for companies like yours?
  • The number of buyers is increasing
  • Why these buyers have so much cash
  • How many companies is $1 trillion?
  • New types of buyers you haven't heard of
  • Private equity funds, boomer buyers, others
  • Increasing numbers of international buyers
  • What you can to do capitalize on these trends

Section 10: Deal Terms

  • The major legal elements in an asset or share purchase agreement
  • The importance of using an M&A NDA
  • The letter of intent, offer, deposit and exclusivity
  • Hold backs
  • Vendor notes (or take backs)
  • Earn outs and other contingent payments
  • Cash vs. shares
  • Employment contracts

Section 11. Legal Preparation for Your Exit

  • Legal considerations that you should address long before your exit
  • Why some of these requires many months
  • What could happen if you aren't prepared
  • Who you need to help

Section 12: Fear the Reps and Warranties

  • You may have never given a personal guarantee while you were operating the business
  • Now that you're selling you'll be asked to personally guarantee a larger amount than the sale proceeds
  • Why that's fair
  • What you need to know to protect yourself and your family
  • Why most investors refuse to sign
  • What if your wife is a shareholder?

Section 13: How to Sell for 50% More

  • This is a complex topic that could take an entire day
  • This is the best overview available anywhere
  • Inefficient markets
  • Illuminating strategic value
  • Multiple bidders
  • Some M&A advisors will get you more

Section 14: Valuation - How Much Can You Sell For?

  • How much can you sell for?
  • Valuation Methodologies
  • Please don't pay for a valuation
  • Factors that affect your valuation
  • Things you can do now to increase value
  • How patents factor into valuation
  • How valuable is first mover advantage?
  • Why did company X sell for so much?

Section 15: Valuation - Exercise and Case Studies

  • How much can you sell for?
  • Valuation Methodologies
  • Financial versus Strategic value
  • Factors that affect your valuation
  • Things you can do now to increase value

Section 16: Panel Discussions

  • This is a very interactive workshop
  • There are four panel discussions during the day
  • Where you can ask experts anything you'd like related to selling your company