Join Nikki Robar, from PwC, as she sits down with Larry Puddister, Executive Chairman with Pennecon, and Rob Normandeau, President of Seaforth Capital, to discuss how transactions impact the business owner, executive team and staff.

For Nova Scotia lawyers, consider including this course as a CPD learning activity in your mandatory annual Continuing Professional Development Plan as required by the Nova Scotia Barristers’ Society.
FEA designates may earn 7 hours of CE for the entire conference.
CPAs may include this content as verifiable CPD credits.

Introduction by Paul Ryan, Director, Growth & Transition Capital, BDC Capital

The decisions you make today will ultimately impact your business in the future. What are the current economic conditions and market trends that business owners need to consider when thinking about transition? How will interest rates and/or the Canadian dollar impact deal terms and multiples? This macro view of the economy and the M&A environment will put things into perspective so that you can plan for the biggest transaction of your life.

Performance, leadership and culture are the building blocks of all successful businesses.  Understanding how strength in these areas drive the value and potential salability of your business is critical. As a business owner you need to focus on “growth” in all three areas to ensure you have the right team in place, even if you have no plans to sell.

There are different types of buyers: strategic, private equity, management and
family among them. Understanding your potential buyer universe will help
clarify your objectives for selling and what you want success to look like. In
learning about the different classes of buyers and capitalization options, you
will quickly see that it isn’t a one size fits all game. It’s about the best fit for your type and size of business. In this session you will hear from different buyers and bankers on what influences their purchasing decisions. This session will help attendees prioritize which of the breakouts to attend (A1 & A2 ; B1 & B2).

When considering a Management Buyout (MBO), how do you equip your management team to become a credible bidder for the business?  How is your leadership team positioned to perform? Have you effectively replaced yourself with the right skill sets and integrated your best people into the company’s operations, so they are prepared to become owners? Is the team aware of the risks and opportunities involved?

This session will cover:

• When should you begin your succession planning
• How to prepare your senior management team for transition and the shift in leadership roles
• How to ensure your management team is well-advised and independently advised.
• Strategies for partner buyouts
• Different types of financing and strategies to increase cash flow
• Implementing your post-closing transition plan

If intergenerational transition is right for your business how are you professionalizing a family owned and operated firm? How are you supporting this shift in leadership? How are you putting governance in place? Professionalizing your family business is perhaps one of the most complicated change-over options emotionally, as it often involves tough conversations. Building capacity in the next generation needs to begin early on, and you may also need to consider outside, non-family executives.

In this session presenters will share their unique tools and perspectives so that you can successfully plan for your own family business transition.

In this Fireside Chat you will hear the stories from a business owner who has gone through a transition of their business and now have the opportunity to reflect on the deal in the rear-view mirror. How has the transition affected their personal and professional life?  What would they change if they were to do it all again, if anything? Would they negotiate differently, work with different strategic advisors or would they second guess their decision to exit? The discussion will help build and broaden your frame of reference by sharing war stories.

The successful sale of a business involves many moving parts, making it the largest and possibly most complicated transaction of your life. You can’t do this alone, you will need a team of professionals to help you successfully sell your company. The right team will get you the best price, terms and most importantly, ensure that the transaction closes.

After attending this session, you will understand what the ideal exit team looks like and how to select the best advisors for your business. You’ll also learn what your exit team will cost and how they’ll be paid.

There are many reasons involved in looking outside the ranks of your firm or family to find a potential suitor for your business. Depending on the size and type of business that you operate and your own personal circumstances, positioning your company to strategic, financial or other types of buyers including private equity, might be your most lucrative exit strategy. This session will dive into the mechanisms of selling your business to a third party for the best price and terms.

Through an interactive discussion you’ll learn:

• Which types of third party buyers are potential suitors
• How to decide on the breadth and nature of a sale process
• Why timing and creating deal tension matters
• Terms that affect price and those that don’t
• How to prepare your management team for transition
• Building and managing an advisory team

Hear from a panel of business owners and experts who have gone through transition with their businesses and now have the opportunity to reflect on the process in the rear view mirror. The panel will share insights on what they wish they had known at the beginning of their transition journey and key learnings they have taken into their next endeavours.  What would they change if they were to do it all again, if anything? Panelists will help build and broaden your frame of reference by sharing their own war stories and tales from the trenches.

“How to Maximize The Selling Price of Your Business and Protect Yourself In The Process”

A not-to-be-missed educational workshop for business owners who are serious about maximizing the proceeds of an eventual sale.

In this two-part, half-day workshop we’ll take a deep dive into operational and financial engineering that can take years to execute – guaranteed to increase the value of your business and improve the probability of finding buyers when the time is right.  We’ll show you which areas of your business buyers value most (and why), and explain how to manage personal and corporate risk.

(Only 50 seats available. Business owners only. Workshop is an additional charge.)

• Value assessment: What is your company worth? Common methods of assessing value will be addressed.
• Operational and financial bootcamp.  What areas of your business should you focus on to increase value + surprising areas of your business that can destroy value.
• What buyers are looking for and why some businesses are considerably more attractive than other businesses.
• The competitive sale process: Learn how a competitive sale process works, and why it is the best way to maximize price and terms of an eventual sale.

• How to protect yourself from unexpected business risk prior to a transaction
• How to prepare your company (and you personally) for a successful sale.
• Learn what risks should be addressed, including subtleties of legal agreements, non-compete clauses, wills that misalign with shareholder’s agreements, powers of attorney and more
• There are several ways to structure the sale your company (including how and when you get paid). What are your options?
• Learn how to manage confidentiality and protect yourself against rogue competitors, suppliers, employees or customers.
• Tactics to avoid major post-sale surprises
• Shrewd buyer tactics that you need to know about

The business decisions you make now during the COVID transition period will ultimately impact your business tomorrow and into the future.  This opening session will provide real insights into a macro view of the economy while better understanding the economic impact from this pandemic, how organizations can prepare for the future and how to mitigate risk.  This session will also address the expected timeline for different sectors to recover.   

Negotiating the sale of your business can vary significantly, not only between bidders but also with any particular potential buyer. The process selected and terms dictated by the seller in a transaction will impact the “price” paid. It is fundamental to understand how the selling process will impact what you receive for your company. The panel will discuss and elaborate on best practices, industry myths and misconceptions, and alternatives for consideration in designing a process to structure your transaction for a fair price.

How has the role of an investment banker, lawyer and accountant changed post COVID? Will your advisory team help you streamline your business prior to selling and ultimately gain a bigger selling price at the finish line?  This session will help you better understand the role each advisor plays and where they can make the difference as you look to transition.

 How will the new normal post COVID work environment and structure affect how you run your business?  This discussion with a small-medium size business owner will look at how business plans and strategies for growth have been impacted since the onset of COVID-19, what challenges and opportunities have presented themselves, and how plans and strategies moving forward have been impacted as a result of COVID-19.   

Private Equity, institutional and private money, is currently sitting on $1.2 trillion and looking to invest over the next 6 to 24 months.   What is investment looking for today when looking for businesses to acquire and how does this compare to private or institutional investment?

COVID-19 has not just changed the world but also the DNA of our workplace ecosystem in many ways.  What are the key steps you need to take to effectively adjust, re-build, and grow your team and business?  How open and transparent have you been with your team during the pandemic? This session will address numerous questions that entrepreneurs are asking themselves today and provide practical and proven approaches for how they can be effective leading their teams to renewed success.

While COVID-19 caused a dramatic slowdown to the deal making boom of the last several years as many businesses were forced to put transactions on hold and instead focus on shoring up operations, we expect to see a resurgence in M&A activity as dry-powder from financial sponsors searches for returns and strategic buyers look for opportunities to adapt, take market-share and take advantage of a new perspective on future prospects.  How do buyers get comfortable completing deals in a non- face-to-face environment?  How is due diligence being conducted?  How are deals being financed?  What technologies and solutions are being used to overcome logistical obstacles?  This panel discussion will consider these questions and more on how to get a deal done during COVID-19.

How has the pandemic affected family business and what strategies has your family initiated to manage the heightened emotional rollercoaster? Family businesses can be challenging to manage at the best of times. Some see these difficult times to make the necessary structural changes to allow the business to prosper for many years to come. This panel will discuss many strategies that should be considered to effectively position your business post COVID.

Hear from a panel of business owners who have experienced COVID -19 but also previous business downturns including GFC and 9/11.  The group will share real life experiences from the trenches and how they navigated through different market downturns.  The panel will also share the personal side of how they managed themselves through COVID-19.

This conference is broken down into two areas: process and transaction. The first part of the day will focus on the processes integral to planning for transition, while the second part of the day will help you navigate and understand the ‘ins and outs’ of transactions. 

What do economic conditions and market trends look like in a world recovering from COVID? How has the pandemic affected your business and will the economy rebound to pre pandemic numbers? This session will provide insights into both a macro view of the economy, as well as provide insights on regional and industry sector differences. You will also get an understanding of the current mergers and acquisitions environment and factors which might impact it in the future. 

Whether the sale of your business is on the horizon or many years away, most experts agree that it can take years to structure a company to increase the probability of a successful sale. Operating your business like you are getting ready for a buyer will help you optimize for success, even if you have no plans to sell. You never know if, or when, there may come a knock on your door? What exactly should you be doing now in order to get your business ready?  

This session will provide you with an understanding of the extensiveness of the process and how much advanced planning is required so that you can build your own roadmap with exactly what you need. You will walk away with: 

• A step-by-step overview of the mechanics of selling and/or transitioning a business 
• Tactical information to help you identify at what stage should you be considering hiring advisors or other transition experts  
• The knowledge you need to mitigate risk and maximize reward in or to successfully exit your business with confidence 

What do buyers look for when assessing a potential acquisition? Growth prospects, financial health, management team, COVID impacts and strategic fit are just a few of the considerations.  

In this panel strategic buyers and private equity purchasers will discuss the metrics that matter most to them, lessons they have learned along the way and what to consider if you are just looking for liquidity options (ie, you just want to take some cash off the table). 

Putting an emphasis on systematically growing your business could be your secret weapon when looking to attract the right type of buyer for your business. Increasing revenues, market share or scaling operations will help make your business that much more attractive to potential acquirers. Learn what steps you should be taking to be in the driver’s seat of your sale. 
 
This session will explore the necessary steps to maximizing business value before you engage the sale process including strategies, tactics and metrics you can put to work right away that will have immediate  

COVID has prompted a surge in non-traditional M&A deal structures and accelerated deals. There are a number of transaction structures that aren’t  reliant on a large amount of cash, and can take a variety of different forms, such as a management buyout or buy-in (MBO/MBI), acquiring minority stakes or entering cooperative arrangements through joint ventures, alliances, or partnerships as a success strategy. 

This session will cover: 

• When should you begin your succession planning 

• How to prepare your senior management team for transition and the shift in leadership roles 
• Strategies for partner buyouts 
• Different types of financing and strategies to increase cash flow 
• Implementing your post-closing transition plan 

Negotiating the sale of your business can vary significantly, not only between bidders but also with any particular potential buyer. The process selected and terms dictated by the seller in a transaction will impact the “price” paid. It is fundamental to understand how the selling process will impact what you receive for your company.  

This panel will dive into best practices, industry myths and misconceptions, and alternatives for consideration in designing a process to structure your transaction for a fair price.  Through an interactive discussion you’ll learn: 

• How to decide on the breadth and nature of a sale process 
• Why timing and deal tension matters, and how to create it 
• Which terms have an impact on price, and which do not 

• The role advisors can play through the sale process, and when and how to manage them

When you sell or transition your business you may face a significant tax bill. If you’re not careful, you could find yourself with less than half of the purchase price in your pocket. Fortunately, with the right preparation and enough time to implement, there are a number of opportunities to limit or even eliminate tax. This is the ideal session for CEO’s and CFO’s to attend. 

This session will look at real-world examples: 

• How to structure your company well in advance of a potential sale or recapitalization 
• What options to consider to reap the benefits and avoid pitfalls 

• Tactics to avoid major post-sale surprises 
• Options for how to manage what are no longer business expenses in your life post-transition  

In order to attract a wide range of financial and/or strategic buyers, you must identify the areas of risk within your business well in advance. Potential buyers and their advisors will be on the lookout for red flags and trouble spots once an offer is on the table; this is your chance to learn about “deal breakers” that work within your business so that you and your advisors can prepare. Common challenges that will be discussed include: 

• Working capital and tax structure issues 
• Declining company or economic performance during the process 
• Unsophisticated legal counsel 
• How to maintain confidentiality during the deal 
• Delays in obtaining third-party consents 
• “Deal fatigue” 

Both buyers and sellers recognize that human capital is one of the most important assets in a company, but will it be preserved during the transition of a merger or acquisition? Strategies for talent retention, HR due diligence, structuring deals to keep people post deal, communication to staff, surviving general HR trends (like the Great Resignation) should be addressed long before a deal hits the table.  It takes time to build a strong corporate culture and an acquirer wants to know that it is resilient enough to fit into a new mother ship and talent won’t peel off with a sale? 

This session will cover issues such as: 

• Retention strategies 
• Timing: when/ how to tell staff re: transition 
• Building a resilient culture and trust on your team when an M&A deal is on the table.  
• The importance of integration and instilling an agile mindset in leaders and their teams after a merger.  
• Accessing senior management for due diligence

Hear from a panel of business owners who have gone through transition with their business and now have the opportunity to share their tales from the trenches.  This panel will share insights on: 

• What they wish they had known at the beginning of their transition journey and what would they have done differently 
• Did they get the price they asked for based on timing and deal terms 
• Key learnings they have brought into their next endeavours 
• The personal side of post-transition 

What would they change, if anything, if they were to do it all again? These business owners will help build and broaden your frame of reference by sharing their own war stories and tales from the trenches.    

(add-on, half day workshop for entrepreneurs) 

“How to Maximize The Selling Price of Your Business and Protect Yourself In The Process” 

A not-to-be-missed educational workshop for business owners who are serious about maximizing the proceeds of an eventual sale. 

In this two-part, half-day workshop we’ll take a deep dive into operational and financial engineering that can take years to execute – guaranteed to increase the value of your business and improve the probability of finding buyers when the time is right.  We’ll show you which areas of your business buyers value most (and why), and explain how to manage personal and corporate risk. 

(Only 50 seats available. Business owners only. Workshop is an additional charge.) 

The secret to succession planning success is to be ready to sell, even if your business is not for sale. By being proactive, you’ll maximize the value of your business when the time, buyer and terms are right.  Selling or otherwise exiting a business is, by far, the most complex transaction that most entrepreneurs will ever undertake.  Detailed planning is instrumental and ideally begins long before any decision to sell.  Starting your transition checklist is key to the end result.  

Some general key points to include: 

• Define overarching goals – Self-assessment of primary reasons for transition: When is the right time to transition or otherwise exit? 
• Plan for successors 
• Explore tax opportunities and maximize retirement income 
• Effectively communicate your succession plan 
• Build a contingency plan 

• Value assessment: What is your company worth? Common methods of assessing value will be addressed.
• Operational and financial bootcamp.  What areas of your business should you focus on to increase value + surprising areas of your business that can destroy value.
• What buyers are looking for and why some businesses are considerably more attractive than other businesses.
• The competitive sale process: Learn how a competitive sale process works, and why it is the best way to maximize price and terms of an eventual sale.

The successful sale of a business involves many moving parts, making it the largest and possibly most complicated transaction of your life. You can’t do this alone. You will need a team of professionals to help you successfully sell your company. The right team will get you the best price, terms and most importantly, ensure that the transaction closes. 

After attending this workshop, you will understand what the ideal exit team looks like and how to select the best advisors for your business. You’ll also learn what your exit team will cost and how they’ll be paid. 

While the idea of providing unfettered access to the confidential information pertaining to your business may sound scary, it is standard operating procedure when it comes to transitioning your business to an outsider. Learn about ways to maintain control of process without impeding success. While you may only go through the process with a buyer who you believe is qualified and fully committed to completion, many deals collapse at the due diligence stage. Buyers and their advisors will be on the lookout for red flags and trouble spots. This is your opportunity to learn about common “deal breakers” so that you and your advisors can prepare for them and maintain momentum during this crucial phase.