Core Decisions
Six decisions that shape every business exit.
The economics of a business exit are set years before the deal closes. These are the decisions that determine how much of the enterprise value you actually keep, and what the transition feels like on the other side.
Valuation and value drivers
Most owners have a number in mind. It is almost always wrong, in one direction or the other. A market-supported valuation starts with the right multiple for the industry and adjusts for the specific attributes of the business: customer concentration, recurring revenue, management depth, documented systems, capital intensity, and growth trajectory. The gap between a business with owner dependency and one with a functioning management team often shows up as a meaningful multiple expansion. Identifying the drivers that move the multiple, and the ones that cap it, is the work that happens three to five years before a sale rather than in the final quarter. We work with owners to understand where their business actually sits in the valuation range and which operational changes have the largest enterprise-value impact per unit of effort.
Deal structure: asset sale, stock sale, or installment
Deal structure changes the tax answer, the risk profile, and the timing of cash in the owner's hands. Asset sales often favor the buyer on depreciation and generally result in ordinary-income treatment on a portion of the consideration, depending on the asset mix and entity type. Stock sales tend to favor the seller on capital gains treatment but may limit the buyer's step-up in basis. Installment sales can spread the gain across multiple tax years but introduce buyer credit risk. Earnouts, rollover equity, and seller notes each shift some of the economics from certain to contingent. We work alongside the owner's CPA and transaction attorney to model the after-tax economics of competing structures before the letter of intent is signed, not after.
Exit path: strategic buyer, PE, management, family, or ESOP
The buyer type changes almost every variable in the deal. Strategic buyers typically pay for synergies and are willing to stretch on price when the fit is right. Private equity pays for cash flow and growth potential, often with a rollover equity component and a second bite at the apple three to seven years later. Management buyouts preserve culture and continuity but typically require seller financing. Family transitions preserve legacy but rarely optimize price. ESOPs provide tax-deferral benefits for the seller and continuity for employees but add administrative complexity. None of these is universally better. Each fits a different owner profile, business type, and set of personal goals. We help owners think through the trade-offs well before the investment banker is on the phone.
Personal readiness and the Five Capitals
Business readiness is only half the equation. Personal readiness determines whether the exit actually delivers the life the owner imagined. The Exit Planning Institute frames this as the Five Capitals: financial, human, social, structural, and customer. The owner's side of the ledger centers on financial capital (is there enough to replace the business income) and human capital (what do you do on Monday morning after the deal closes). Owners who skip the human-capital work often regret the sale within 18 months. We use the Five Capitals framework as the organizing structure for the planning conversation, and we build realistic models around the financial-capital side so owners walk into a deal knowing what number actually makes them "set for life."
Proceeds planning and the transition to portfolio income
A lump sum of sale proceeds is a different kind of balance sheet than the one the owner has been running for decades. The operating business was a concentrated, high-return, high-risk asset. The portfolio that replaces it needs to generate sustainable income across potentially a multi-decade retirement with a very different risk profile. The first 18 months after a sale are where mistakes concentrate: over-concentrated positions, emotional reinvestment, tax drag from poorly sequenced liquidations, and real estate or alternative investment purchases that lock up liquidity. We build the proceeds allocation, the tax-year sequencing, and the income plan before the wire comes in, not after.
Estate plan and wealth transfer coordination
A business exit almost always requires an estate plan rewrite. The asset that dominated the balance sheet becomes a portfolio of liquid and illiquid investments, and the plan built around the business (buy-sell agreements, entity-level succession provisions, business-specific insurance, and sometimes business-holding trusts) no longer fits. Pre-sale planning also opens windows that close after the deal: gifting interests before a valuation event, freezing estate values through grantor trusts, and charitable structures that reduce the taxable gain while funding long-term philanthropy. We coordinate with the owner's estate attorney to make sure the pre-sale and post-sale estate plans are intentional rather than accidental.