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It's never too early to plan for the sale of your business

Contributor: Wayne Carew, Prinicpal & Senior Advisor, MRSB Mergers & Acquisitions

When you are in the thick of business ownership it can be difficult to put yourself in the mindset of someone ready to sell. After all, you have a general idea of when you’ll be ready and, right now, being at the helm feels pretty great.

Not to be contradictory, but it’s actually never too early to plan certain aspects of selling your business. Even if you are years away from moving on, there are steps you can take now that will make the eventual transition faster, easier and definitely more profitable for you.

The emotional factor

Think you care about the well-being of your business now? Wait until you’re facing the prospect of seeing it in someone else’s hands. As noted by a Harvard Business Review article in November, the difference between M&A success and failure often has more to do with relationships, culture and emotion than with strategy or finances. Much of the emotional impact of a sale rests with the seller – you – who may not even realize what the business truly meant until the transaction is underway, or completed. Even if you’ve dreamed for years of relinquishing the time commitment of being an owner and moving on to that yacht, cabin or snowbird lifestyle, your business has likely become a significant part of who you are. This sense of loss can impact the value you attribute to the company, if not on paper, then in your own mind.

One way you can prepare for the emotional impact of selling is to have a clear exit strategy in place long before the deal gets underway. Even if you plan to leave your business to family, mapping out a thorough succession plan can provide security and make the eventual transition more a reality than a possibility. It’s also important to think about what you’ll do after you sell. Will you invest the money realised? Use it as your pension? Travel ‘til your heart’s content? Whatever you decide to do with your newfound wealth, the sooner you have a plan, the better you’ll feel about moving on.

The sale of your business affects others besides you, and emotion can come into play when talking about the impact on employees. According to a 2013 report by consultancy theStorytellers, ‘the successful integration of people and culture is seen as one of the most important factors in making an M&A transaction a success’, ranking second in importance next to ‘Integrating systems and processes’. If your prospective buyer plans on keeping your staff in place post-sale, you’ll want to ensure goodwill is maintained and that dedicated staff feel there is a support system in place so they can transition smoothly. 

Tax planning

The Capital Gains Tax is paid by every Canadian business owner who sells his or her business for more than was originally paid. If you bought your business 15 years ago for $180,000 and are now selling for $250,000, technically you are obligated to declare a $70,000 capital gain in the current tax year. Luckily in Canada we are privy to several exemptions that may reduce the amount of capital gains you must claim.

One exemption that applies specifically to business owners is the Lifetime Capital Gains Exemption, which as of 2013 stood at $750,000 and increased to $800,000 in 2014. As a Canadian who owns an active business that is based primarily in this country, you are entitled to this reduction in capital gains upon selling shares of your business, or farming/fishing property.

There are a couple of provisions to keep in mind that can further enhance the capital gains exemption. While your personal exemption is limited to the total gains on qualifying property over the course of your life, you aren’t required to claim the exemption all at once. Also, to be able to claim the exemption, you or a relative must have owned the shares for two years prior to sale. And during those two years, more than 50 per cent of the company’s assets must have been used in an active Canadian business or invested in other, small corporations. If you own investments or other assets that aren’t used in the active business, you should consider setting up regular withdrawals to remove the excess cash and assets, as an unexpected event like the death of a shareholder could trigger the sale of the shares for tax purposes.

Having your spouse or adult children own shares in the company can increase the available exemption. Consider a family trust as a way of doing this, so that family members can take advantage of their exemptions when the time comes. 

Intellectual capital

Imagine a seasoned business owner, Mr. Booker, is selling you his 25 year-old printing and design business, along with his warehouse full of paper stock, various industrial printers and a decade’s worth of invoicing and tax filings, all stored in an internal computer system. While you have experience as a graphic designer and plan to hire an operations manager, you have little hands-on knowledge of running a company of this size or of the high-tech machinery involved. The day of the sale, Mr. Booker congratulates you, hands you the keys and drives away, never to be heard from again. It’s pretty obvious what’s missing from this (slightly far-fetched) equation; Mr. Booker has provided you with no training, coaching or know-how in actually running the business. In other words, you didn’t purchase any intellectual capital along with the tangible assets.

If you are selling a complex business that requires knowledge above and beyond the normal scope of ownership, you should consider staying on to help with training and to assist in relationship building between the new owner and existing clientele. Apart from helping to ensure the business you’ve built continues to thrive, sharing your intellectual capital can increase the value of the business and therefore the sale. The possibility of spending six months to a year with the business after it is sold is something you should take into account well before you sell, as it will affect your plans to retire or move on to another venture.

Selling your business can be joyful, nerve-wracking, liberating or a time of contemplation about your future. The more you can plan for an eventual sale now, the more mentally and emotionally prepared you’ll feel down the road. Feel free to contact me with questions at wayne.carew@mrsbgroup.com or call 1-902-368-2643.

 

Exciting 2015 funding opportunities for small and medium-size businesses

MRSB Senior Consultants Brenda Wedge and Cathy McPhail review some current government funding options that might boost your business this year.

If you are a business in PEI seeking government financing, funding, advisory services or other assistance there is good news, and what we’ll call a ‘word to the wise’. The good news is there are a lot of business assistance programs available. The Atlantic Canada Opportunities Agency, NRC’s Industrial Research Assistance Program, Agriculture and Agri-Food Canada, Export Development Canada, Business Development Canada, Innovation PEI, Skills PEI and Finance PEI (to name just a few!) offer various types of repayable and non-repayable assistance to eligible applicants. Some programs focus on recruiting and training your human resources, some on enhancing your ability to export and achieve export success, some on improving your company’s productivity, efficiency and use of innovation, some on acquiring new equipment, some on expanding your business and some on starting a new business. 

This takes us to our ‘word to the wise’: With so many programs and types of programs available, finding the one that is the right fit for your business can mean more research and planning than the average owner or manager has time for. This is where an experienced business consultant can help. For instance, our team stays abreast of new programs and services and are knowledgeable of program guidelines, eligibility criteria and application and approval processes. We also know who to talk to for further information on the various programs. 

If we’ve piqued your interest and you’d like to learn more about potential funding for your organization, below are introductions to a few newer programs, as well as details on changes to a couple of programs that have been around for a while. One of them might just be the right fit:

Are you involved in commercializing bioscience-based products and services?

EMERGENCE, an initiative of the PEI BioAlliance, provides multi-stage assistance to entrepreneurs and businesses. Emergence staff assess your business and the program helps you obtain the skills and resources you need.

Are you an entrepreneur with a product and/or service with potential to be sold outside of PEI?

IGNITION, an initiative of Innovation PEI awarded through a competitive process, provides seed capital of up to $25,000 for start-up funding. 

Are you an export-ready company willing to collaborate with others?

The BUSINESS CLUSTER DEVELOPMENT PROGRAM, an initiative of Trade Team PEI, provides support to groups of export-ready companies located within close geographical proximity to one another. Support is provided to establish ways of collaborating to improve companies’ collective ability to pursue international market opportunities.   

Are you a small business having difficulty obtaining financing?

The PEI ENTREPRENEUR LOAN PROGRAM, administered through Finance PEI, may be able to assist and has increased the maximum loan amount from $50,000 to $100,000. 

Do you have a research and development (R&D) initiative with strong commercialization potential?

The ATLANTIC INNOVATION FUND, managed by the Atlantic Canada Opportunities Agency (ACOA), has changed from a call for proposal approach at a specified time to a year-round intake process. They have also lowered the threshold for eligible projects from $1 million in AIF request to $500,000.

Government recognizes that small- and medium-sized businesses are critical to PEI’s economy and demonstrates this recognition with various business assistance programs and services. With lower energy prices, a strengthening US economy and a lower Canadian dollar, and with consumer confidence remaining steady, now may be the best time for you to leverage available programs and start, grow or expand your business.

 

The Act of Giving - Ways to Donate in 2015

HR Manager Kathryn Mills provides ideas on how you can diversify - or start - your charitable giving this year.

Compassion is one of our leading human instincts, and it is through our compassion that we can act with empathy and altruism. Empathy being more related to the emotional side of giving, altruism is the unselfish act of caring for others through actions that benefit someone else. For example, the act of making a donation to a cause.

Giving to charities and NPOs is a highly personal decision and there are almost countless options. Luckily, there have been some interesting developments in the charitable giving sector, and we now have more choice than ever as to how we want to give.

1. Cash

Maybe it's because I've been doing it for so long, but an old-fashioned cash donation can sometimes be the quickest, easiest way to give. Why not surprise your local food bank or children's charity by delivering an envelope to their director or front desk? How can they not be pleasantly surprised?!

2. Social media

Twitter and other social media sites are making it easier than ever to promote widescale giving campaigns, sometimes with startling results.

For example, a young Toronto woman recently stirred up controversy when she started her own campaign, asking people to post photos of themselves giving pizza to homeless people, using the hashtag #PassThePizza. 

3. Through a third party

There are businesses popping up that make the process of donating more transparent for individual and corporate donors. Vancouver organization Chimp pairs donors with NPOs and charities; in 2014 they ran a campaign called Ignite Giving that raised over $540,000 for charities across Canada. They also paired up with Hootsuite to cover donor admin fees, allowing for a much higher than usual percentage of donations to reach their intended recipients.

4. Donating shares

We recommend seeking professional advice first, but donating shares instead of cash is growing in popularity, and can offer better tax savings than traditional methods.

5. Donating items

How about donating products, like gently-used clothing or non-perishable food items? Consider all the organizing, planning, expense and generosity involved in shipping containers of household items to communities around the globe ravaged by fierce weather events.

6. Giving your time

Of course, one of the most important methods of donating is to give a few hours of our time through volunteering. Tutoring, cleaning up your local park or beach, spending time with animals in need, bagging goceries...there is truly an option for everyone.

 

May your 2015 be personally enriched through the act of giving;

And may the benefits of your generosity be endless.

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