Why Every Business Owner Needs to Have an Exit Strategy

Welcome back to CFO Weekly, where we're talking with financial leaders about how to build efficiency in their teams, create time for strategy, and ultimately get results. With your host, Megan Weis. Let's jump right in.

Megan Weis: Today, my guest is Marvin L. Storm. Marvin has more than 30 years of experience in multi-location operations management, mergers, acquisitions, and developing and executing business exit strategies. After receiving his BS in accounting, he spent his early career with a Big Four accounting firm. Since then, he has launched and acquired businesses, worked with executive teams nationwide designing and implementing business growth and exit strategies, is a host for the Business Exit Stories Podcast, and is currently writing a book on the art and science of executing successful business exit strategies. Marvin, thank you for joining me today.

Marvin L. Storm: It's great to be here. I am looking forward to chatting about this. I am passionate about this topic, so it should be an interesting chat.

Megan: Yes, it's an honor to have you on the show. Today, we're going to be discussing exit strategies and why every business owner needs to have one. Marvin, you've not only learned lessons from your own exits, but as a podcast host yourself, you've interviewed plenty of M&A advisors, investment bankers, and business brokers to uncover the good, the bad, and the ugly when it comes to making deals. I'm excited that we get to learn from all you've learned along the way, so let's get started.

Marvin: Okay, great.

Megan: First, tell us a bit about yourself and how you got to where you are today.

Marvin: Well, I'm not probably a whole lot different than you are actually. I took a right turn. Well, you probably took a left because I got my degree in accounting and worked for one of the Big Four accounting firms back when I was a young whippersnapper and was playing a weekly pickup basketball game with a group of guys. One of the later rivals to that group became good friends with and we got to chatting.

I grew up in an entrepreneurial home. My dad had his own business and so I saw the peaks and the valleys of entrepreneurship. I guess it was in my genes. Before I knew it, we had turned in our resignations and opened up shop and our own business. We had a 300-square-foot office with two desks that faced each other and a telephone. We were in business and we had a good run. We partnered for about 10 years.

As business partnerships go, his goals and aspirations changed. The market changed a little bit. My interests waned to an area he wasn't all that interested in. We shook hands and struck out on our own after that. One thing led to another. I got involved in a couple of more businesses over my career and, a few years ago, stepped away from one of those businesses and had an exit. It was an experience different than my other exits that I've been involved in, which were of a smaller scale.

This last exit involved outside capital, private equity, and boards of directors and bankers, and attorneys as such. I just wasn't as dialed in as I should have been. I thought I knew a lot, but sometimes you don't know what you don't know. After I did step away from that business, I reflected on it. I thought I would just fade away and fade to black as they say and enjoy life. When you spent so many years in the fast lane, being in the slow lane or pulled over to the side of the road isn't all that exciting. I got to thinking about my last exit.

If I had been more knowledgeable, more insightful, had been through it at this level before, I could have done better and that was without question. I listen to podcasts all the time and I said to myself that there's probably a lot of other people out there in the entrepreneurial environment that have their own businesses that have scaled and grown them. At some point in time, they're going to step back and sell and go do something else or retire or whatever the situation is.

They probably could use some insights. That's how I got going down this path of developing a podcast. I just decided I was going to do it. I took a little bit different orientation instead of interviewing the actual entrepreneurs that have exited. There are several podcasts out there that do that. I decided I would actually talk to the dealmakers, the people that facilitate transactions that help entrepreneurs exit their business.

As you said, these are M&A advisors, mergers-and-acquisition people, business brokers, CPAs, wealth managers, investment bankers, anyone that's involved in the transaction flow. They just come to the podcast and talk a little bit about their stories, the good ones that worked out really well and the bad ones that didn't go so well, and why they did or why they didn't, and a few unfortunate stories that are really heartbreaking that the entrepreneurs spent their entire career or life building up a business.

On that last lap, they dropped the baton and didn't have a great exit, and sometimes almost got nothing for their business just because they didn't plan or prepare or up circumstances beyond their control. Most of the time, that doesn't have to happen. My podcast and the things that I feel really passionate about is that entrepreneurs, people that spend decades sometimes building a business, they want to be able to monetize all that hard work and do it well. That's a little bit of my path to where I'm at today.

Megan: Yes, I'm sure. Some of those people spend their entire lives like you said and put their whole heart and soul into building a business. To have it end badly has got to be heartbreaking.

Marvin: Well, most of the time, it doesn't have to happen if some thought is put into it. Entrepreneurs are really good at doing what they do. They do it really well because they practice it and they execute on it every day. A good entrepreneur that has honed those skills becomes an expert at their business, their product, or the service they're offering. Sometimes this can-do attitude where they just figure it out on their own because they're that type of personality that gets energized by problem-solving and tackling challenges and, through the sheer force of their will, make things happen.

Sometimes they get into the frame of mind that when it comes time to sell, they're going to do the same thing. They're just going to make things happen. The data, however, doesn't support that theory. Data will suggest that entrepreneurs that show up at the last minute unprepared for an exit generally don't optimize the value of their business. That's just flat-out facts. If they just took a little bit of time to think about it and put some balls in motion before they arrived at the finish line, they would create substantially more value at the time of exit than if they don't.

Megan: You've maybe mentioned a couple of them. As you look back on your career, are there any turning points that really stand out in your mind as changes in your career's path?

Marvin: Well, yes, I think every person that's had their business or been reflective on the ups and downs and the winding road that they take, especially if you launched or started or bought a business, there are challenges. I can remember wondering, and I'm sure all entrepreneurs are going to relate to scratching their head and painting yourself in the corner, not knowing how you're going to make payroll, and then just figuring it out.

The turning points in my career. I think one was early in my career after I had mentioned that my partner and I went different ways. I had gotten involved in another business, so it involved retail locations. I opened up a retail location and it did really well. Things were going well and so I decided I was going to expand and open up other locations. I found three other locations within about an 18-month period of time and one of them was a brand new location.

It was a strip center and I was able to get a marquee, a prime space within that center. I spent a lot of money building it out and tricking it out to make it my premier type of location. It was on a busy street. I did all the things I thought I should be doing, counting traffic, and looking at the demographics in the area. I thought it was pretty cool. I was able to maneuver the landlord and negotiate a good lease and have him cover some of the leasehold improvements.

I was feeling pretty full of myself quite frankly. One thing I didn't take into consideration because I didn't come from this world. I was new to the retail space. I didn't grow up in it. I saw an opportunity and I seized it. I didn't know what I didn't know. One of the things that wasn't obvious to me, even though there was 90,000 to 100,000 cars drove by this location every day, these people were going someplace. Generally, two were from work or I wasn't really a destination location.

I chose this location because of this visibility, because of this traffic count, because of the demographics of the area. I didn't understand the idea of being a destination-oriented business, which the traffic really doesn't make that much difference. People came to my location because they had a problem to solve and they would seek me out, not because they drove by and saw it. 18 months after I opened up that location, I locked the door for the last time and walked away because I was losing my shirt on it.

Megan: Wow.

Marvin: That was a pivotal point in my career because I then realized that I wasn't as smart as my press clippings indicated. My other locations were going great and they were less of a marquee location. They were second and third-tier locations and the rent was obviously lower, but they were killing it. This location that was so high visibility, brand new location, a lot of money spent in the leasehold improvements and I lost my shirt. Fortunately, I was able to sublease it but walked away wounded financially.

I approached decisions in the future much more humbly. That was a really painful but a necessary education for me as I approach. That business decision saved me a lot of money in the future, how I approached other decisions down the road. That was a turning point in my life is that my first business was successful. This business was headed in the right direction and then I stumbled. That stumbling ended up being a lesson that cost me money but saved me a lot of grief and pain down the road and a lot more money than I lost. That's for sure.

Megan: Yes, wow. Like you said, you don't know what you don't know. Do you think it's necessary to fall on your face sometimes like that or is there some way you could have avoided that looking back?

Marvin: Well, yes, I could have avoided it if I have surrounded myself with the right type of people that had had experience in that world. I just found this location on my own. I didn't have a real estate professional helping me out where I would outline and that's what I did in the future actually. That outlined what my business proposition was, the type of customers, the type of locations that I really needed. I got caught up in the location itself without evaluating the type of location that I really needed. I got blinded by my ego basically.

What I took away from that is that if you surround yourself with the right type of advisors that have experience where you don't, generally, that works out pretty well for you. I think any entrepreneur out there that's got their own business, sometimes they think they can figure it out, but they're probably better off when surrounding themselves or bringing in the right type of people that have been down that road before. I never made that mistake again. I had a lot of other locations and I never made that mistake again. I certainly had locations that were better than others, but I never had one that I belly-flopped on like that one.

Megan: Your podcast is called the Business Exit Stories. What exactly inspired you to create this podcast? Maybe you touched on it a bit, but let's dwell into it.

Marvin: Yes, it's just the fact that coming back to this painful lesson when I decided to step away from this business, I brought in outside capital, private equity. What I didn't really appreciate when you bring in an outside investor into your company, you've basically started a time clock. I understood that, but I didn't really grasp the significance of that because private equity is simply a fund generally that some general partners or directors of that fund attract investments from either wealthy people or institutions that you're going to go out and invest in other companies.

There's an expectation of a certain internal rate of return to that invested capital and that there's a time window. Generally, five to seven years. Maybe 10 years for those funds. The motivation of the promoters of that fund, the partners in that fund, is that they need to show their own investors in that fund and other future investors that they can execute at a high level. The way that they show that is liquidation events or monetization events.

When they make an investment in a company, they're on a timeline if they need to monetize that investment. They will, at some point in time, require you to sell, buy them out, or liquidate or sell the company. In my situation, sell the company because that's how they realize their return. That return becomes important to them because they will raise other funds in the future and approach other investors. They're going to point to their past successes of how they acquired ABC company for X. Seven years later, five years later, they sold it for 3X and that generated a return in their fund.

That return then, they take the track record of that fund and they go to raise money for the next fund. Although I intellectually understood that, the reality of it is when things were going well and you're building your business and you got your nose to the grindstone and you can see that path to doubling or tripling your business and you're sitting on a board meeting and the discussion turns to, "We need to start talking about an exit here," and I thought, "What do you mean? Things are going well. We wait another couple of years. We'll do so much better."

Well, that's true, but our fund is winding down and we need to sell by this date. That can be very sobering because being an entrepreneur, you're so used to controlling your own destiny and making your own decisions. All of a sudden, you have to comply with the covenants that you brought these investment dollars in. It worked out fine, but that's one of the things I really didn't understand.

When you talk about, "Why did I start the podcast?" is, well, those types of situations, just like me. I didn't quite get it. Understood it but didn't quite get it. I thought these types of insights are really valuable for people like myself that have either bought or started a business and are growing it and scaling it. What are they going to need to know when it comes time to step away from their business?

Who better to tell those stories than people that do this for a living every day? They have a whole treasure trove of these deals that they've worked on and how they unfolded and what were the problems along the way. I've had people that have listened to the podcast saying, "Geez, I'm so glad I watched or listened to that episode." It sound just like me. His exit didn't turn out well at all and I was headed down the same path. I'm glad that I listened. I'd go, "I'm going to do things differently now."

That's very gratifying to know that you've been able to pass it forward and keep someone from making a very crucial mistake that may affect their family and may affect their retirement, decades of hard work just from having a little bit of insight, and how things can go or not go well or not so well. It's just been exciting. I've just thoroughly enjoyed the process. I wish I have had the podcast to listen to before I sold my business. That's for sure.

Megan: I'm sure you've saved many people from tears and heartbreak. Speaking of heartbreak, you mentioned having heard some heartbreaking stories. What's one that stands out in your mind as an exit that went badly and why do you think that it went that way?

Marvin: Well, I'm going to share two stories with you. One where we had an individual that was just a real expert in his field. He had a personal services business provided expertise and consulting and was really at the top of his field and his game. He got to the point where he had some health issues. He decided he was going to wind down his business. Since it was a personal services business, he really didn't think he had a lot to sell.

He was just going to sell off his hard assets and walk away from it. I got introduced to him and we started chatting. I realized very quickly that he had a lot of intellectual property that had a lot of value. He was just going to kind of put it up on the shelf and walk away from it because he didn't see a lot of value in that, what he had created. He estimated that he might have gotten $20,000 or $30,000 on the liquidation basis selling off of the hard assets.

We're able to position that business and approached some other people in the industry. He got nearly 10 times that amount out of his business because it was worth hundreds of thousands of dollars that he never saw the value to what he had. Because he haven't been through it before, he had never sold the business before. He didn't know really what the process was and what was a value and what wasn't a value.

On the other side of the coin was a story that an entrepreneur had built up, in the manufacturing field, the business he had built over a period of nearly 30 years. Very trusty guy, kind of a machinist type of person that started on the floor, a machinist, and found a specific niche and built up his business. His business is probably worth $5 million. At the time, he decided he was going to step away from it and he had an offer.

He worked with an investment advisor and had an offer on the table within that $5 million range. Some of the terms he didn't like, he actually didn't like the company that was acquiring him. He didn't get along with them and had a difference of opinions on certain things that brought into the negotiation process. He had a cash deal on the table and turned it down. Not because there was anything really wrong with the deal, he just didn't like the people that were buying the business and just decided not to do the deal.

Megan: Wow.

Marvin: Less than two years later, he went out of business bankrupt because that company came in and acquired another company and poured their infinite resources into competing with him. He basically went out of business and had very little value when he tried to sell it. There wasn't a whole lot of value there because he was leveraged. The business did sell, but it went to pay off debt and creditors and things of that nature to have him exit the business.

Those types of stories, a bird in the hand sometimes is better than you really think it is. [chuckles] It's because of his personality and because he let emotions drive his decisions instead of following the advice of people that he had brought in to help him exit his business. He did not listen to their advice. The whole sad outcome of that, totally preventable. It's just sad. This is really sad because it had a profound impact on him emotionally and upon his family, the type of retirement he had, what he envisioned.

Megan: I'm sure. To go from a business that you could have sold for $5 million to nothing just a couple of years later, that is a crazy story.

Marvin: Yes, and totally preventable. Totally preventable.

Megan: I'm also sure that some of the stories you've heard are happy endings. What do you see as common characteristics in the deals that go well and the business exits that are successful?

Marvin: Well, this is something that most entrepreneurs especially kind of bristle forward. I remember years ago, I was in a mastermind roundtable discussion. There was a bunch of peers, people that had their own businesses. I was kind of the younger ones at the time. There was a guy there that had a lot of gray hair and been very successful in his business. We got into discussing selling businesses and valuation of businesses.

He just flat-out said, "If you run a good business and pay attention to building a business, the exit will take care of itself." I always remembered that. Quite frankly, I sort of bought into it. Made sense to me. Why would you want to spend any time thinking about selling business years or a decade before that time is coming? Just focus on the core business and the exit will take care of itself.

Unfortunately, the data doesn't support that. It just doesn't flat out. Those people that show up and, generally, events drive a decision to sell. It may be a health issue. It may be a partner issue. You're getting burned out. The economy or a competitor enters or the technology changes. It's all these things that you may not control, a force, or get an entrepreneur thinking about selling his business.

Generally, when that is the driving force into selling your business, you've already peaked or you've already passed the point where you're going to be able to optimize the valuation of your business because you have a limited time. Generally, if it's event-driven, you have a limited time to sell the business, six months, a year, a year and a half, whatever that time frame is.

When you do that, you take away the biggest advantage of being able to strategically think about how you're going to exit and controlling more of the events and components of an exit, then showing up because you now feel that it's necessary for you to exit in a specific time frame. Generally, it happens when your sales have peaked and you've plateaued in your sales growth or your profitability.

You may have even started to lose some momentum on sales and profits. That opens up a Pandora's box for the buyer. Why are you selling? Two years ago, three years ago, you were at, I'm just going to pick out some numbers here, $2 million in sales, and then you went to $2.5 million. Now, you're at $2.2 million and you're trending this year for $1.9 million. That's not the way to optimize the valuation of your business.

If you think about it, if you were buying your business and you saw that trend, you would want to know why. Generally, you're going to hedge your bets by a lowball offer or providing terms in the agreement that protects your investment on being able to reignite growth or profitability. You put yourself behind the eight ball. What you want to do is that you want to position your business where the new buyer has a lot of runway.

He has some considerable upside and you've had those years-after-year sales growth. You can paint a picture then of why there's so much more growth in the future and how they can recapture their investment. If not a risky investment for them, it's an opportunistic investment to be able to grow the company. It doesn't take a lot of time or planning actually to put that type of situation in motion.

If you don't do the thinking and you don't do the planning, you may get lucky. There are people that get really lucky. Timing works in their favor, being in the right place at the right time, but the probability is that is a rare and exceptional situation than a more normal frequent one. The good exits to answer your question, the good exits that turn out well are those that the ball has been put in motion and some thought put behind it before the time arrives. That's the bottom line.

Megan: Don't wait until your hands are tied. As a business owner on an upward trajectory, it must be hard to discern when you've reached the peak or when you're nearing the peak. How do you do that?

Marvin: Well, you don't try. It's like timing the stock market. You don't try to time your exit at the peak. In the ideal situation, if I were in an MBA class and lecturing on this topic and had a bunch of entrepreneurs in the class, I would say, you don't want to try to time the peak because you're probably not going to hit it. Just put yourself in the buyer's chair. Pretend you're the buyer of your own business.

What would you want to see from your business to be able for you to optimize that value and get the buyer to offer what you're asking or even maybe more? If you do it right, you can get a lot more. Sometimes spectacularly more than you ever thought you could get through your business if you orchestrate the exit well and target a strategic buyer instead of a financial buyer.

I have some great stories on the podcast where a buyer gets 10x return. They thought they were going to sell it for X and they got 10x. It was because they visioned their business. They went for a strategic. They were able to get multiple people at the table for their business. The company that ended up buying them was strictly a strategic acquisition and primarily to keep the company from falling into the hands of the competitor.

They were willing to box out the competitor and pay a lot more for the company than it was worth, so the competitor didn't get it. They certainly had a use for the products and services that the company offered and they would get a good return, but they just certainly didn't want the competitor to buy it. That was their main motivation to box somebody else out. If you can create an environment and a situation like that, you can get a lot more for your company.

Just put yourself in the chair of the buyer and what would they like to see in your business. If you can position your company to show the buyer that there's a lot more opportunity in the market and that you don't believe that you have the energy, the time, or the skills to take it to the next level. That's why you're selling and the company you're selling to has the ability to take it to the next level. It's common sense.

Why wouldn't they buy it and why wouldn't they pay for your company what you're asking for if the opportunity is there? If you're at the peak and the buyer sees that you maxed out the market and there's not a lot more market share to capture, the opportunity isn't there. Why would they pay up for it? I just think the whole process and thinking that goes behind exiting is something that entrepreneurs just don't take any time to think about.

If they did and started a few years in advance, then they strategically do things to position their business for an exit when the time comes. It doesn't mean that they have to exit when that time comes. It just means that they're ready. I'm actually writing a book, generated really from the interest from the podcast. It's going to be called Pack Your Parachute. It's really based on the metaphor that a pilot doesn't pack his parachute when the engines are on fire and he's losing altitude.

That parachute's already packed and he's ready to go. He may never need it, but it's ready if something unexpected happens. If you use that metaphor to a business and if you do the right things, you should always be somewhat prepared to sell your business because of an unexpected event that you didn't plan for. As I said before, that may be health-related. That's the most common thing is that you get a bad diagnosis from your doctor, and then it's all hands on deck.

You got to figure out what you can do with the business because you're so crucial to the business. If you've done the right things and your parachute is packed, then you just take the parachute and you can move to the exit much quicker. You know when you jump, the parachute's going to open instead of trying to pack it at the last minute. That's generally not the way to optimize the value of your business.

Megan: What are your top tips for maximizing price? In other words, how do you create a strong negotiating position and maybe bring multiple buyers to the table?

Marvin: It's a great question. It's a long answer. Generally speaking, the place where most entrepreneurs don't do the right things, and that is, I'll just give you three. One is the concentration of revenue, people or employees, or vendors. There's some component of their business where there's an over-reliance on a specific aspect of your business that creates risk for the buyer. Whenever there's perceived risk by a buyer, they will hedge that risk. That's generally with terms or a reduced price.

Second is the entrepreneur is really the focal point of the business. Nothing happens unless he's there. You just limit the type of people that are going to be interested in your business. If the type of person that's going to buy your business is someone that is going to be there every day and making all the decisions like you're making the decision, there's a relatively small universe of people out there that fit that bill, that profile.

However, if you've replaced yourself and you have a good management team and you're not required to make every decision in the business, the universe of people that are interested as far as private equity and family offices and investment groups and management teams, there's a whole new world of the buyers out there that would be interested in that type of business, so making yourself non-essential to the business.

Finally, the ability just to have the metrics of your business nailed down so that when it comes time to show the financial performance on your business, how it's doing, that you have adequate reliability in those financial reports and metrics that are bulletproof, it's all backed up with tax returns and financial statements. They're accurate and dependable.

Someone doesn't have a second guess or try to interpret what's not there. This is a discussion that could go on for the next hour or two, but those are three of the components of optimizing or maximizing value. It really all comes back to risk. The more risk you remove from someone else stepping in and buying your business, more attractive it's going to be for someone to write you a check.

Megan: I imagine that making yourself non-essential to the business is maybe an area that a lot of entrepreneurs struggle with.

Marvin: That's because of who they are.

[laughter]

Marvin: It's their personality profile. That's why they're in business. They want to control their own destiny. It's really hard to let go. Once an entrepreneur crosses that chasm and realizes that in order to scale his business and if you're thinking in terms of an exit and able to optimize the value of an exit, he has to be non-essential.

Megan: That's great advice. If our listeners remember just one thing from this conversation, what would you want it to be?

Marvin: Have your parachute packed. Don't wait till the last minute. That's when the sad stories happen. That's when a lifetime and decades of hard work just do not translate into a monetization event that you were expecting. I remember seeing a cartoon a long time ago that has a rainbow and a guy walking down the street. He gets to the rainbow and he looks down to the pot of gold and it's just little-- [chuckles] There's not much gold in that cup and he said, "Man, I've worked for 30 years and this was the pot of gold at the end?" Sometimes that actually is what happens, but it doesn't have to.

It shouldn't happen. That's the thing. It's not that you have to spend a lot of time thinking or doing about it. It's not the work of planning an exit. It's more of a mindset. It's more of a thought process that you go through and how you make decisions in your business. Some of those decisions you make early or years before you exit can have a profound impact on the value you're going to get out of it because the decisions created risk or contractually obligated you beyond what you thought. You weren't thinking about an exit when you made those decisions. Three, five years before, you start making decisions and look differently.

Megan: Where can our listeners go to learn more and to start the process of thinking about their exit?

Marvin: Well, what I've actually done and maybe some of your listeners would like to, certainly, listen to the podcast. I think any entrepreneur out there would find value in the stories because every week, every podcast episode has four transactional stories, too good, too bad, and the takeaways. For those out there that would like to-- a little bit of insight. What you need to do is start thinking about it.

I've created a report. You just go to businessexitstories.com/report and download the report. It's a quick read. It's 10, 15 pages long. It'll just give you kind of the big picture view. You can get the podcast at Apple Podcasts or Spotify, wherever you get your podcast. Just subscribe to the podcast and download the report if you think it's something that might be of benefit to you.

Megan: Yes, that sounds great. I hope some of our listeners will take advantage of those resources. Marvin, thank you so much for being my guest today.

Marvin: It's been delightful. I get really charged up and talking about this because anyone out there that has a business should want to monetize all this hard work, the blood, sweat, and tears that goes into it. It's not that hard if you just do the right thing since it's kind of the point.

Megan: Yes, start planning early. I've really enjoyed speaking with you and hearing about your experiences and the resulting insights. You've given us some really great advice today and probably saved some of us from some unnecessary heartache. To all of our listeners, please tune in next week. Until then, take care.

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