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Archive for December, 2008

Protecting Your Company’s Value In A Recession

The Exit Planning Review™ Bi-Monthly Newsletter

In the previous issue of this newsletter, we talked briefly about how owners can and do build the value of their companies — even during a recession. Some owners will take that approach, but all owners should be, at a minimum, protecting the existing value of their companies.

This issue is devoted to explaining a few of the ways you can do exactly that by concentrating on specific items taken from a fiscal year agenda that we use with many business owners. (Meeting annually with your advisors before your fiscal year-end is a great way for all of you to keep your planning on track.) If you would like a copy of the entire outline, please contact us.

Minimizing Tax Exposure

You and your advisors should begin any discussion about minimizing your tax exposure with a review of your current business income tax status. From there, your CPA or CFO should be able to prepare an initial estimate of the company’s and your income tax liability.

You should then review what you are currently doing to reduce income tax liability. One of the purposes of ongoing tax planning is to avoid extreme peaks or valleys in corporate taxable income. By anticipating increased taxable income, through proper tax planning there is much you can do to minimize the actual tax costs. These methods include:

  • Shifting income taxation from one year to the next.
  • Implementing tax reduction devices, such as qualified retirement plans, medical expense reimbursement plans and the payment of large bonuses.
  • Increasing deductible payments to shareholders, such as renters for equipment or buildings that may be owned individually by the business owner and leased to the business.

After reviewing what you are doing to minimize taxes, turn your attention to your advisors’ suggestions of new ways to reduce tax liability. For example, you might consider (with the input and counsel of your advisors) the new tax credits and incentives for “small businesses” promised by the new Obama administration.

Business Contraction

During a period of contraction, most business owners dig themselves into a deeper hole, not by cutting expenses too rapidly, but by hanging on too long to the existing operation, primarily because of pride or a deep aversion to laying off loyal employees. Business owners also don’t like to admit they are cutting back; the American Way is to grow, grow, grow. Yet we’ve all seen businesses that spend themselves into bankruptcy.

One of your most important goals must be to preserve value for the business in difficult times. Your advisory team demonstrates its greatest value when it helps you face hard facts and then helps you translate your decisions into action.

As you weigh the choices you face, use your advisors’ expertise to make decisions and to execute them in a manner that is legally correct and minimizes the affect on the remaining employees’ morale. For example, it may be better to reduce staff and overhead as you would remove a bandage: quickly. Moving slowly through all-but-inevitable cutbacks just prolongs the “Am I next?” period for employees.

Other Corporate Considerations

If you haven’t made an annual pre-fiscal year-end review part of your standard operating procedure, there are a few more items on that agenda that you might want to review.

  • Business Continuity. Does your existing buy-sell agreement take into account a decrease in current value?
  • Employee Considerations. Are your key employees contractually bound to restrict competition and protect trade secrets? Are their compensation structures defined in writing?
  • Business Contracts. Are your existing contracts and forms up to the challenges of a tougher economic environment? When did you last review your property, casualty and liability policies to determine not only if there are ways to save money, but also if you and your company are adequately protected?

Individual Planning Considerations

You should also be talking with your advisors about your own income tax status. Is this the time to leave income in the company or take it out? If you take it out, there are a number of techniques you can use to reduce taxation at the individual level.

Finally, meet with your advisors to see how increased taxation, business contraction or a reduction in business value will affect your financial planning and estate planning goals.

While there are few silver linings in a recession, one is that a recession tests the mettle of your advisors. While they aren’t magicians who can make a recession disappear in a poof of smoke, they should bring you ideas and strategies to help you protect, if not build, value during difficult times.

Subsequent issues of The Exit Planning Digest discuss all aspects of Exit Planning. The provider of this Newsletter (Holly Magister, CPA, CFP®) offers you unbiased information about what you may need to know. Subscribe to our free Exit Planning educational newsletter to learn more about how to grow and/or plan for your business exit.

Keeping the Fire in Your Belly as the Economy Cools

The Exit Planning Review™ Bi-Monthly Newsletter

Faced with a barrage of bad economic news, business owners wonder first how they will survive in what promises to be a tough environment and then, if they’ll be able to leave their companies when they planned. Before we can help owners to answer that question, let’s look at their three options: (1) hunker down until the market recovers; (2) actively work to build business value; or (3) sell now for whatever you can get.

Before we look at the pros and cons of each option, remember that there is no “right” or “one-size-fits-all” answer. You and your advisors need to sit down and look at your particular circumstances before choosing the path that is right for you.

Option One: Batten Down the Hatches

  • How old are you and how long do you want to work?
  • To whom did you plan to transfer your company: a third party? children? key employees?
  • Exactly how much money do you need from the sale of your company to support a comfortable retirement?

These are the questions that you and your advisors must answer as you analyze whether this strategy is the right one for you.

We find that owners who have time on their side (they are nowhere near retirement age) are looking at this option as their best one. Before you join them, we hope you’ll finish reading this newsletter.

How long do you want to work?

If your original exit plan was to transfer your company to your children and they are approaching transfer age, you may wish to move your exit date forward. As the value of your company falls (on paper) it is a perfect time to consider beginning a gifting program and to transfer the company to your children while still reaching your financial and other objectives. A lower business value reduces gift tax complications and income taxes if you decide to sell part of the business to children. Additionally, simply transferring part of the business to children need not ultimately reduce the amount of money you receive from the business.

To whom do you plan to transfer your company?

If your original goal was to transfer your company to your employees, this is an optimal time to begin that transfer. For example, a lower stock value means lower overall taxes in a well-designed transfer because more of the company’s cash flow can be paid directly to you rather than being used by the employee to buy your stock.

This number varies from owner to owner depending on the type of retirement one chooses (annual world cruises or a simpler lifestyle) and on the value of the owner’s other assets (real estate, retirement plan accounts, stock portfolios, etc.). Another variable among owners is the type of assumptions they made about growth and income in their investment portfolios. If your original assumptions need to be a little more conservative, remember that you will need more money/capital from the sale of your company.

How much money do you need from the sale of your company to retire?

Option Two: Build Business Value

In boom times, building the value of a company drives every business owner. What many owners don’t recognize, however, is that tough times provide no reason to abandon that goal in favor of riding out the storm. In its recent study of 400 companies, Diamond Management & Technology Consultants looked at what led to success or failure during the last recession (1998-2004).

Diamond found that just over half improved their gross profit margins because they:

1) made targeted rather than blanket cost-cuts; 2) were smart about automation, customer relationships and investments; 3) managed vendors to reduce and variabilize their costs; and 4) focused on core strengths. (“Don’t Waste A Crisis: Emerge a Winner by Applying Lessons From the Last Recession,” Diamond Management and Technology Consultants, Chicago, IL, October 13, 2008).

  • Is this the time for you to cut back or to commit additional resources to marketing?
  • Could your company benefit from hiring the top-notch talent that is becoming increasingly available as your competitors downsize?
  • Is this the time to acquire smaller, less adaptable, less capitalized or less well-managed competitors? In this buyer’s market we see not only lower purchase prices, but also much more attractive seller-based financing and earn-outs.
  • Have you designed incentive plans for your management team that reward long-term employment and provide short-term incentive to increase your bottom line? There are many ways to structure incentive standards so that they support your goals in a changing business environment.

These are the questions you and your advisors must ask and answer as you decide how to proceed.

Option Three: Sell Now

There are several types of owners who are choosing to sell their companies today rather than hunker down or actively build value. These include:

  • Owners who just don’t have the fire in the belly to go to work each day ready to fight another battle.
  • Owners who have “sale-able” companies that if sold at today’s less exuberant multiples, will support a comfortable retirement.

If you recognize yourself in either of these two categories, you will want to read the last issue of this newsletter series, “Should You Sell Your Company Now?” In it, we will look at what makes your company valuable to buyers in today’s Merger & Acquisition market.

Subsequent issues of The Exit Planning Digest discuss all aspects of Exit Planning. The provider of this Newsletter (Holly Magister, CPA, CFP®) offers you unbiased information about what you may need to know. Subscribe to our free Exit Planning educational newsletter to learn more about how to grow and/or plan for your business exit.

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