Hi, thank you for tuning into today’s Emerald GEM, which stands for Get Educated in Minutes. I’m Stuart Smith, national director of Business Value Strategies for Wilmington Trust Emerald Family Office & Advisory® and your host for today’s podcast. In today’s GEM I’m going to answer the question: What professionals should help me sell my company?
“This ain’t my first rodeo”—it’s a colloquialism that seems like it has been around forever. In reality, it appears to have come into the American lexicon in the past 30 to 40 years with two decidedly different origin stories. For the precise-minded, Vern Gosdin, a country music singer, released a song entitled “This Ain’t My First Rodeo” in 1990. A country song about rodeos? That makes sense, so that must be where the expression came from. Case closed.
Not so fast…there is another equally interesting story that stretches back to the 1981 movie Mommie Dearest which chronicled the career of legendary actress Joan Crawford. Late in the film, various corporate board members suggest that Crawford should give up her board seat in the wake of her husband’s death. Not to be patronized, Crawford pushes back furiously before icily saying, “This ain’t my first time at the rodeo.” The wording differs slightly from Gosdin’s song, but Crawford’s message is no different:
I’m experienced. I’m capable. I’m unafraid.
This imagery is always top of mind when I’m helping business owners make a range of important decisions leading up to their business transitions. For many entrepreneurs, selling their business is uncharted territory. It really is their first rodeo, so getting them properly prepared is vital. Not surprisingly, engaging the right team of experienced advisors with relevant skills and knowledge—professionals who have been to many rodeos—takes on paramount importance. Here are the key players to have on hand:
Legal Counsel – A business sale typically requires an extensive array of legal documents, so owners frequently believe that their longtime attorneys should lead this charge. To be clear, intimate knowledge of a company usually makes the incumbent attorney invaluable, but mere tenure should not be the principal reason for putting them in charge of transaction documentation. Depending on the size and type of business, a transaction can require a broad range of legal expertise with corporate law, securities law, tax law, environmental law, and intellectual property law being regular examples. Understanding the potentially diverse legal needs and ensuring that counsel has the resident expertise to address each of them is the first step toward building a team to navigate all legal aspects of the sale process.
Accounting Advice – As with long-serving attorneys, business owners trust the accounting professionals who prepare their financial statements and advise on tax strategy. This trust is well-earned over years of providing sound advice in a normal operational framework. When a business owner contemplates a transition, the accounting and tax needs shift to a transactional basis. Both contexts are important. The company’s longstanding accounting records are bedrock. Positioning that information for and advising on a transaction rest on that foundation. Perceptive owners can appreciate that difference and involve transaction-oriented accounting and tax expertise to complement the historical accounting work.
Investment Banker – Virtually every business owner—and particularly a first-time seller—is typically well-served to retain an investment banker to manage the sale process. It is a labor-intensive journey with its own set of customs and practices. Because these processes generally follow a highly consistent path, an advisor’s proven execution ability can often be the defining factor in a successful deal. With innumerable, well-qualified investment bankers serving all levels of the market, selecting the right advisor can be daunting. To ensure a good fit, it’s wise to interview a few candidates. Understanding their industry knowledge, years of experience, firm resources, typical transaction types and sizes provides a good barometer of how they’ll perform in a particular business transition.
Building the right transaction team is a thoughtful process aimed at maximizing the likelihood of transaction success….of “winning.” It’s best done intentionally with clear goals, rather than reactively when a transaction opportunity happens to arise. Like any team, it’s sensible to consider several players at each position before establishing the starting lineup. In what is frequently a once-in-a-lifetime transaction with their most valuable asset, wise business owners take a clear-minded approach to recruiting—and paying for—the right talent to enhance their chances of success. They view talent as an investment, not an expense. They understand what a longtime mentor once advised me, “don’t let an advisor earn their varsity letter on your deal.” In other words, they get people who have been to the rodeo.
Thanks again for joining us today. Please contact your Wilmington Trust advisor if you have any questions about how to navigate hiring the right advisors for a business transition. We would be glad to help you.
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