undefined cover
undefined cover
The Founder Bottleneck is Real: Building a Team to Sell Your Business (with Craig Dickens) cover
The Founder Bottleneck is Real: Building a Team to Sell Your Business (with Craig Dickens) cover
The KeyHire Small Business Podcast

The Founder Bottleneck is Real: Building a Team to Sell Your Business (with Craig Dickens)

The Founder Bottleneck is Real: Building a Team to Sell Your Business (with Craig Dickens)

36min |09/10/2024|

161

Play
undefined cover
undefined cover
The Founder Bottleneck is Real: Building a Team to Sell Your Business (with Craig Dickens) cover
The Founder Bottleneck is Real: Building a Team to Sell Your Business (with Craig Dickens) cover
The KeyHire Small Business Podcast

The Founder Bottleneck is Real: Building a Team to Sell Your Business (with Craig Dickens)

The Founder Bottleneck is Real: Building a Team to Sell Your Business (with Craig Dickens)

36min |09/10/2024|

161

Play

Description

Welcome to The KeyHire Podcast, where we dive deep into the strategies for building, scaling, and selling your small business. In this episode, your host Corey Harlock, Principal Consultant at KeyHire Solutions, sits down with Craig Dickens, Chairman of Merit Investment Bank, to discuss the critical steps in assembling a winning team for a successful business exit.


Craig shares his insights from years of experience in mergers and acquisitions, walking us through how a well-structured team can significantly enhance your business's value when it’s time to sell. Whether you're planning to exit soon or just starting to think about your long-term strategy, this episode offers invaluable tips on preparing your company for sale, aligning your team’s goals, and maximizing your return.


📈 Key Topics:

- Why the right team is key to a successful exit

- How to prepare your leadership team for the sale process

- The role of a Chairman in the sale of a business

- Common mistakes small business owners make during an exit


🔔 Don’t forget to subscribe for more expert advice on scaling and selling your business!


Learn more about Craig: https://www.craigdickens.com

Schedule a free call with Corey: www.keyhire.solutions/consultation


Hosted by Ausha. See ausha.co/privacy-policy for more information.

Transcription

  • Speaker #0

    As a business owner, are you thinking of exiting your company? Are you thinking, what do I need to do, sell at the end of the day? Do you have a horizon? Do you have a timeline? And are you the reason you won't be able to sell your company or get the multiple you're looking for? Welcome to the Key Hire Small Business Podcast, your go-to resource for tackling challenges and empowering small business owners to scale successfully. Our mission is to help unlock their businesses full potential. My name is Corey Harlock and I'll be your host. Welcome to episode 27 of the Key Hire Small Business Podcast, where we cover the issues that help small business owners scale their business. I'm Corey Harlock, creator of Key Hire Solutions, where we help companies grow with our talent and I'll be your host today. Our guest today is Craig Dickens. He's the chairman of Merit Investment Bank. I think he's up in... Seattle or something. Let me see. Where are you? Washington, up in Washington. And Merit Investment Bank raises capital. They buy and sell companies. So he knows what he's talking about. He's walked the walk as a serial entrepreneur. He's had eight. He started eight companies. He's acquired seven companies and added 20 plus bolt on or add on companies to increase the value of those companies for resale, I'm sure. He's an expert in assessing management teams, which is exciting. We'll get some of that insight today. And on a personal note, he's got five kids, so he's a busy guy. He's managed to get three of those kids out of the house and two of them are still in there. But today we're going to be talking with Craig about the founder bottleneck, how to build your team so you can sell your company. So Matt, let's bring Craig on to the show. Hey, how are you doing?

  • Speaker #1

    Hey, Corey, how are you? Good to see you. I'm doing great.

  • Speaker #0

    I'm good man. How is the weather up in Washington right now?

  • Speaker #1

    Man, it's been fantastic. This is a time of year we live for, although today's a little bit overcast, but yeah, it's been good. No complaints.

  • Speaker #0

    You could be in Houston where every day the low is 78 and the high is 100 right now.

  • Speaker #1

    Exactly. And you have to change your shirt every 20 minutes, right?

  • Speaker #0

    It doesn't even matter. When I used to live up in Canada, if you had some, you know, sweat spots on your shirt you used to be really self-conscious about it down here in Houston it's just it's part of the uniform man those you know the wet spots on your shirt absolutely absolutely awesome well hey um I want to talk to you today I'm super excited because first of all you kind of come from that um are we calling it a family office are we calling it PE what is you know where what space are you dabbling in I think you're low to middle market right

  • Speaker #1

    Yeah, absolutely. And I kind of wear two hats, right? So running an investment bank for the last dozen or so years, right, we help clients buy and sell businesses, prepare management teams for succession. And then also I do a little bit of buying for our private equity family office and make direct investments. So I wear both hats. Predominantly on the investment banking, it's selling businesses. And then obviously on the private equity side of things, we buy businesses.

  • Speaker #0

    And so part of selling those businesses. is don't get mad at me like broker in a sense like people will come to you and say i'm thinking of selling so you would go in and do the the due diligence and and run it and come back and say and give them the news that here's what your company's worth and then watch them go no it's 10 times then yep

  • Speaker #1

    yep that's that's a common uh the number one deal killer is seller expectations everybody thinks their business is worth you know 10 times what the market will pay for it but The good news is, is there's usually a path to increase that value. And a lot of that has to do with the management team and the quality of the management team. I forget whether it's Charlie Munger or Buffett. You know, what are the three most important things in the deal? Management team, management team and management team. Right.

  • Speaker #0

    Location, location, location.

  • Speaker #1

    Exactly.

  • Speaker #0

    So we're going to get into this a bit, which I think is an amazing topic for. So. We always try to look at it through the lens of I'm a business owner. Maybe it's a generational business and there's no one coming up that wants to take that over. Or maybe it's I've been running this business and it's tired or we've never been busier. I want to take some cash off the table, whatever it could be. So let's talk through. We're talking about the owner bottleneck, right? And. and most people that do what we do, you look, you go in and you're always trying to find the constraints. What, what is, I always look at operational constraints, what's holding you back from delivering. And I always look at that from the talent aspect, right? But for you, walk us through, and maybe that's, you know, what is it, right? What is the owner bottleneck and what are you looking at in terms of evaluating and putting a price on and reselling a company? What do you go in and evaluate? What constraints are you looking for within a business?

  • Speaker #1

    Yeah, great question. I think there's multiple facets to it.

  • Speaker #0

    It's a big one.

  • Speaker #1

    Yeah, it is. And I think, look, most people, and let's just say I'm a welder. right i started off as being a welder i got a reputation for being a good welder and then at some point i decide that well i can do this myself i can do it better than you know my boss maybe so those people that start off and start a company it starts as a lifestyle company you know and they take their skills to the next level and they reach a certain growth in that business typically and it's mostly on their back right being the founder or being the owner the buck stops here right but ultimately when companies grow to a point where you know that owner becomes the main constraint if they're touching everything if they're having to make decisions on everything and they talk to their banker and they hire people and they deal with insurance and all the things a lot of entrepreneurs don't like to deal with you know that takes away or can distract from their growth and certainly it takes a different mindset to actually scale your welding business right so that you're not also you know doing payroll and doing the welding right so you have to scale So you really have to be able to look at the business as something more than just a lifestyle and a passion and something that you started, but bring on critical resources and critical people, not only do the work, but also to maybe take away the things that are not adding to your genius or adding to your passion that don't fill your cup, right? It's a very touchy feely, you know, it's not filling my cup. I hate doing insurance, but I have to be the guy that does it. So, you know, at some point you have to trust. And a lot of founders and owners are hard driving type A. I built this thing from the ground up. And the word is I, I, I. It needs to turn into we, we, we. Right. So, you know, that that's always the conundrum. And as as you go to exit your business, those things that helped you grow it and make you successful in the grit and drive can almost be a negative when you go to step out. And so we call it owner dependent. us, right? So a buyer will look at your business and how dependent are the key customer relationships, who owns them? Is it with a salesperson or a sales team, or is it with the owner? And if I pay the owner a bunch of money, millions of dollars, and all of a sudden he goes away, do I now have a problem that those relationships also go away? So that's through the lens that we look at through that owner dependence and how well that owner has mentored his team. actually gone on vacation 30 days and not checked in every day, right? Take a 30-day vacation. That's our litmus test. If you can't do that, you have owner dependence.

  • Speaker #0

    Get out there, right? Yeah. And so you bring up a couple of really good points. And, you know, the arc of a small business is, you know, we take this welder and they, you know, they start a welding business and it starts going. So they hire their neighbor to help out and then they hire their neighbor's buddy and they build a team of. people who want the business to be successful. And that is how 98% of small businesses get started, right? Not very few businesses put a plan together and then go to a VC company and get seed money, right? That just, that doesn't happen. And so you build this leadership team of people who are all doing the best job they can and helping out wherever. help is needed. And then at a point, what you've referenced is they hit that ceiling where, and I talk about this all the time because it's really important. And when I talk to business owners, I say this, the hardest decision they will ever make in their entire career of owning the business is when they realize that crew of people that gave them blood, sweat, and tears and got them where they are, have now become the constraint. to the business growing beyond. And often that is because that owner has been doing the same. They're kind of dipping their toe in everything. And that person did not start a welding company because they love to hire and do HR, all the same procedure, and, you know, search benefits and go out and shop their benefit program. negotiate insurance contracts and put health and safety process and procedure in place and get OSHA certified. They love the wealth. And that what you're identifying is that crux where they have to say, okay. We need to go get experts. And then the other thing you said that I would tack on to from the capital standpoint is the human capital standpoint is you need to bring people that have that capacity that can say, OK, we're doing 10 million now. You want to get to 30. Well, don't hire someone from another $10 million a year company. Hire someone from $50 million a year company. Pay them because they can build the process and procedure that will enable you to grow responsibly into. where your goals are, right? To help you meet your goals.

  • Speaker #1

    Exactly. Yeah. I think, you know, if you think about it and this is this distinction owners need to make at some point when they're thinking about liquidity, you know, most of us, we start a company because we either have a passion or an idea or we think we can do it better. We grow the company and then it provides the things that we wanted it to provide, right? The toys in the garage, the boat on the lake. the second house, maybe put the kids through college, all of these lifestyle attributes. But it truly is an investment. And if you want to get to investment grade and get someone to pay you for your business and the value that you've created, you have to invest in those people. And to your point, most company owners, they had a $5 million, $10 million, $15 million business. Well, they're always at the peak of their learning, right? Because they've never run. 15 million, 10 million, 5 million until they did it themselves, right? So one of the secrets of private equity, for example, I mean, what do they bring? They bring capital. So you mentioned the bootstrapping of the company. They bring know-how, right? Because they've done it a hundred times, or they have people in their Rolodex that have done it a hundred times. And ultimately, they bring human capital that has done it at a level. They've gone through the lifestyle to institutional, further professionalizing. Or, you know, having grown the business and scaled it, they know what's going to work. So a lot of times what they're doing is they're doing what's called top grading of talent. Right. And saying, all right, what got us here may not necessarily get us to our next set of goals. And that is you're absolutely right. That's a tough that doesn't mean you need to let let go of, you know, your neighbor that you hired to do a certain job. But the job may change and somebody else may be better suited for that job. And, you know.

  • Speaker #0

    or they might get someone hired under them with with the hope and goal of being mentored and trained so down the road maybe they're they are now able to go into leave that company and go to another company and have value in what they do absolutely

  • Speaker #1

    yeah and i think the critical component there is to think about you know there's one key hire in the evolution of going from growth to scale is just as you mentioned finding that you know, to IC, that second in command. Because if you do get hit by a bus as the owner, you want somebody to be able to, on behalf of your family, right, to be able to run that and pick it up and so that you can actually go on vacation. And then to your point, building up that mentorship of the rest of the management team. So it's not just concentrated on one person, whether it's yourself or your second in command.

  • Speaker #0

    And so that leads nicely into the mistakes. The thing we always like to talk about are in your experience. What are the common mistakes an owner will make to them being the constraint of getting a cash event or getting an investment or selling or getting the multiple they want for their business? What are the most common mistakes they make?

  • Speaker #1

    Yeah, I think, you know, from a human capital perspective, reinvesting in people. you know, it's kind of contrary. If I bring on a CEO or a vice president of operations, that's going to cost me, pick a number, $200,000, $250,000 a year, all in, fully burdened, right? Plus some bonus, or maybe they want some equity. So that's going to hurt my earnings. It's going to hurt my lifestyle. But like anything with people, it is an investment. And you should get an ROI on that investment, right? So if I have to pay someone to come in and do a job for, let's make the math easy, for $200,000, and I want a three times return on my money, that person should contribute to the value over time $600,000 plus, right? So if you think about it mathematically, it takes some of the emotion out of it. You're really making an investment in the thing that you know best, which is your company. Right.

  • Speaker #0

    And that return can be in revenue and or cost saving, correct?

  • Speaker #1

    Absolutely. It's usually a combination of both, right? If you bring somebody that knows the efficiencies and yeah. And I would say another mistake that we see is, you know, just like every owner has a life cycle in their business. Every business has a life cycle. And if you've been fairly mature in your business, i.e. you've been running it a long time, you know, your risk tolerance goes down, your desire to reinvest in technology and, you know, look at AI. It's, you know, everybody's talking about it. Well, if you're that old line business that doesn't invest in a young whippersnapper who knows AI and can save you a million bucks over the next two years by making your business more efficient, you're going to lose out and your lifestyle. your life cycle curve is going to go down even faster and you're going to be less competitive in the market. So I guess we could put that in the bucket of being penny wise, pound foolish. And that's a mistake. We see some people, you know, they want to ride it out, whereas you really have to keep reinvesting in people and systems and processes to be really marketable.

  • Speaker #0

    So what I think I heard you say was stay current, stay on top of technology and don't just say, well, you know, we're we're. 20 million dollar your business right now we're profitable to the tune of you know 25 so what's five million dollars a year um you know i should get 10x on my business so i should be able to sell this for 25 million dollars or whatever it is i don't know if my math is there no did i say five 50 million 50 million right but then you come in and go you're for us to modernize your business is going to cost us a couple million and then we have to play a little catch up because you're already on the decline in terms of capability.

  • Speaker #1

    Yep. Yeah. And bringing on the talent, you know, so could you learn AI as a founder? Could your director of operations learn how AI can affect your business? Pick something else if you don't like AI and it's too topical and nobody knows whether it's real or not, right? Whether I'm actually going to save some money, you know, an ERP system.

  • Speaker #0

    is a big one. Yeah,

  • Speaker #1

    remanufacturing. Yeah, all of those things that, you know, it's usually easier to hire expertise. You can even do it on an outsource basis until you're ready to take on that role. But it's usually easier to get the expertise versus train the expertise because your competitors, time is your enemy, right? Because if they do it faster than you are, you're going to start losing some business. So really, you have to see that as an investment. And also measure it from an ROI standpoint. Am I getting the ROI on the high? And usually if you're a great person, the ROI is the easy part.

  • Speaker #0

    And there's a way I ask my business owners to look at that. You know, you can hire for experience or you can hire for potential. And potential is the young whippersnapper, as you mentioned. They're going to be cheaper in the door, but the ROI is long tail. because they don't have the experience capacity. So you're going to have to give them that to them and mentor them. So you have to make sure you have something in place to kind of maximize that ROI. But let's call it 12, 18, 24 months before they're paying for themselves, not paying you back in multiples, right?

  • Speaker #1

    Yep.

  • Speaker #0

    But you can go ahead and get experience and that's expensive. But your ROI should be almost immediate if you get the right person. And you should be paying. at the end of year one, you should have recouped that investment and you should be on the way to being profitable again.

  • Speaker #1

    Yep. Absolutely. Yeah. So it's investment mindset.

  • Speaker #0

    Yeah. In my experience, the mistake a business owner will make is they'll try to split the baby and they'll try to find that young up and comer whippersnapper that they think they can convert to get that quick return on investment. And that's Like that's just playing the long odds, right? That's like going to the Kentucky Derby and taking, betting a thousand bucks on the horse with the biggest odds. The chances of them winning are slim and none, but if they do, it's a huge payoff, right? But is that how you want to run your business? Like, do you want to play odds or do you want to make sure, go through the process of identifying your needs and hiring that right experienced person who can walk in on day one and say, nice to meet you now. Can you please excuse me? I have work to do. and they start you know i have a client who brought someone in and it was my favorite line ever he said i don't expect you to make changes quick too quickly but if you could start before lunch that would be great yeah yeah there's something to be said for when expertise shows up um it

  • Speaker #1

    should be a relief and for a lot of founders right it's our way of doing it uh no no our company's different well you know i'm a professional in my space and I've run a $50, $100 million company, I think I have a pretty good idea. So one of the things that, you know, it's hard to coach this, but as a founder, you have to be able to let go of it, right? You have to be able to say, Hey, I understand my way was the way that got us here, but... Let's trust your way to get us to the next level. Right. Letting those things in touch.

  • Speaker #0

    Not just the founder, but the founders could be best friend who's going to be working under this person. It takes a lot of humility. And this is where I always get super cautious because business owners bust their butts to get where they are. Then someone comes in and says, oh, your baby's ugly. We're going to change everything. And there needs to be a callback or some recognition of, look, you've done a great job to get here. And whenever we bring experience in, we always have that conversation with that talent that's coming in saying, it's super important you understand. They've done a great job to get where they are. And you can't just go in and say, what are you guys doing? This isn't how you run a business. And you kind of upset everyone. And, you know, everyone, people always say, I love change. What they forget to say is.

  • Speaker #1

    unless it involves me yeah everyone else's job but i'm really good you don't need to touch what i do yeah well and i'm sure in your work you do a lot of work you know in terms of not just the quantitative yes i've come in and i've grown revenue or i've grown ebitda or i've you know saved 20 on the operating side of the business but there's that eq and that management capability that mentoring it's really hard to screen for if you will you have to have conversations you have to really you know check those references and you know a great hire is one that can come in and honor your culture while at the same time getting the rest of the team galvanized around what the future can look like right and that's they're hard to find because like you said some people come in and bull and china shop i'm going to change everything tomorrow and that doesn't go well usually i think it's a skill set in itself to understand what needs to be changed and to make

  • Speaker #0

    to change things quickly, but also making people feel like you're bringing them alongside and they've had a say in that. And it really is a skill set. And the last thing I think, you didn't mention it, but... Hey, it's Cory. And if you like what you're hearing, give this episode a thumbs up and subscribe or follow to get reminders of new episodes of the Key Hire Small Business Podcast. You probably were going to is the owners who... There's no documentation. There's no delegation. Right. When when you're buying a business and the business is the owner, the value goes down really quickly. Correct.

  • Speaker #1

    Yeah. Systems and processes. And, you know, as it relates, I'm sure you get involved with writing job descriptions. Right. Because there is no documentation of the job description. The other. Yeah. The other thing that, you know, the founder will do is put on the lens of here's the job. today and they can articulate the job today and maybe even craft a job description that's compelling but also accurate. But what about the job tomorrow, the next year, right? You want that to be aspirational, not only to attract the right candidates, but to say this is the trajectory we're on and these are the skill sets that we need, right? We don't need yesterday is where we were. We need tomorrow where we're going. So that's definitely a mistake we see.

  • Speaker #0

    one of the biggest mistakes they make is hiring for today's needs and not future needs, right? And that's a big part of what we do is build capacity into those roles and make sure they understand why we're bringing people in.

  • Speaker #1

    So those are great. That's a great word, building capacity, right? Building capacity in. I love that because as it goes back to what we were talking about earlier, you know, everybody's usually at the top of their game. That's why you hire them. But unless they've done more and they can bring that skill set. back into your company, that's where you really get that multiplier effect.

  • Speaker #0

    Correct. Yeah. So I think we identified three main ones. It was, you know, not hiring the right leadership and talent and, and, um, cheaping out or trying to bargain hunt on people hiring for today's needs instead of future needs. Not keeping up with, with the times, whether it's technology or innovation or whatever it is, and just kind of thinking. We own this market. We're good. And not remembering there's always someone coming up behind you who's who's trying to knock you off your off your pedestal. And then the third one was, you know, owners not thinking about documenting. Another big one I know is getting your finances, your financials in order. Right.

  • Speaker #1

    Oh, absolutely. Top grading. But you said something that really struck a chord with me and it reminded me. of something relative to, you know, from a top grading standpoint. The second I mentioned, you know, seller expectation as a deal killer and owner dependence, but that financial accuracy and acumen, you know, if a lot of entrepreneurs are growth focused, they don't tend to be bean counters. Right. But really having someone in that role that is really good, not only from a cash flow and closing out your financials, but really thinking about the financial acuity of your firm. I mean, that's huge because folks will walk away from messy QuickBooks and, you know, just because it's too much to correct, too much to fix, and you can't rely on it. So that's definitely a hire that makes a lot of sense. And one last thought, and this is the one that really kind of struck me. Along the lines of the changing personnel landscape, we're seeing a lot of companies make a hire. of a data scientist or a FP&A analyst or even a sales analyst, because nowadays, I don't care, let's use our welder example, right? You think of welding as a services business and an online business, but they're also usually distributing products and doing other things. But really, in today's data-driven world, you have to be open to new hires and hires that aren't on the org chart. What does the business need to compete? compete in the next two, three, four years. And that may be something entirely different than what you have on your org chart today.

  • Speaker #0

    Yeah, that's a great point. And that's a good segue into your advice. So based on the mistakes people are making, or if there's a business owner out here who's thinking, yeah, selling in the next three, five, 10 years is on my horizon. It's something I want to do. what are the top three things, three to five things you would recommend they start doing right now to better position themselves to get a fair multiple? I'll caution that by saying not the multiple they want, because that's probably 50% more than the right multiples in some cases. So what would you kind of advise them to start looking at and getting an order now to prepare for a sale? or an acquisition?

  • Speaker #1

    Yeah, great question. I think there's a few things that come to mind. The first of which is you got to have great advice. And that advice comes from the people that you're probably leaning on to help you grow the business. So start with intent and sharing with your close advisors that you're starting to think about this. So tell your attorney and say, hey, I'm thinking about exiting my company. I know it's a... a process, not an event. And then I'm going to have to do some preparatory work. So on your personal side, do you have an estate plan? Do you have a tax plan? Do you have all those things as an entrepreneur that you need so that it's not how much you sell it for? It's how much you keep, right? So let's be smart. Let's play a little defense. Let's do some preparation. Then go to your CPA and say, CPA, I know I'm running the boat and the country club and all these other fun things because I get to take advantage of tax rules and save some taxes by having a... private company, but I'm thinking of selling in the next few years. How should I be structuring my finances, my accounting controls, all of those things, and my taxes to be able to coordinate that? So now you have an attorney and a CPA, right, that are on your team and know your goal. And then talk to an investment banker or a business broker, depending upon the size of your business, and say, okay, I need you, Mr. Investment Banker, to not only tell me what I'm worth today, but tell me what I have to do to make, A, my business sellable, and B, get the multiple that I want. And then once you have that conversation with the investment banker, they can give you some tangible advice on a timeframe and tell you where the bang for the buck investments are. Now, if you want to stick around and be a minority shareholder and work for another five years, there's one set of rules for that. But if you want to walk away the day of the sale, right, you got to do some other preparatory work to make sure that that, you know, you can meet your goals there. And then lastly, once you've got your attorney and CPA and your investment banker giving you all of this advice and it comes with, you know, hard fought, you know, experience, then go to your wealth manager and say, OK, these guys are telling me that today I'm worth 25 million.

  • Speaker #0

    I'd like to get it to 30 so I can probably do some things that they recommended to get it to 30. Is 30 enough to meet my personal goals and to live on and all of that? And they can craft a plan so that when you go into that sale process, you're not nervous. You're not wondering. You know what you're worth. You know what the market can bear. You know what your number is. I'm going to sell for this and not a penny less. And, you know, give or take a couple million bucks. And then and then I know that my family's set or that my financial goals are going to be met. So, I mean, that's the process. And if you try to do that two months before you're ready to go to market, it's not going to go well. I would suggest a couple of years getting those people aligned and on your team. Yep.

  • Speaker #1

    What's that lead time? And the other you brought up something I think is worth making a distinction between. So if you're being acquired as a bolt on or an add on, there is a chance you can walk.

  • Speaker #0

    Right. Yeah. Especially by a strategic buyer that already has knowledge and understanding and all the people back at HQ to do your job and others, right? Yeah.

  • Speaker #1

    But if you're being purchased as a platform, you'll probably be expected to go through an earn out. So my understanding of an earn out is like, you're going to be here for five years. Here's what we're going to pay you. And at the end of the five years, we're going to assess the company and you're going to get another payout. So we're going to give you.

  • Speaker #0

    this much cash now and then there's more cash coming at the end which is probably more than if you just took the buy correct uh yeah it can be for sure you get that famous second bite of the apple but i would just add one other element to what we call deal structure so if you're if you're being purchased as a private equity platform and someone's going to grow your company by further professionalizing it giving you additional capital, maybe making some acquisitions, you will be expected to stick around for a while and or have a very clear succession plan. All right, you want to exit in two years. We'll allow that. We got to hire a CEO and you're going to be very involved in that process. The other thing in that environment, in addition to a potential seller note or earn out, they will likely ask you to roll some equity. So if the number is 30 million, you might be expected to roll. you know, 3 million back into NUCO for the next five years. So you'll be an investor as well as maybe an employee, or if you're not an employee, at the very least, you're going to be an investor. So it's hard getting out of your company and nobody lets you, you know, kind of walk away, so to speak. It's very rare that someone has 100% cash. Here you go, right? Have a great life. So you just have to be prepared for that. And I think your investment banker can outline what we call the universal buyers. of who's the most likely acquirer for your type of company and and that may you might say i don't want to talk to that group because i don't want what comes with that you know the five years hanging around or rolling equity i just want to talk to strategics right that'll give me that exit path but i guess i'll i'll end with this thought the um the definition of a truly valuable company is one that doesn't need you in it so you want to increase your walk away odds Make sure that you've got a management team that have rock solid, that you don't own any of the relationships. You're just showing up to board meetings and reviewing monthly financials. If you can get to that state, then you're in tall cotton.

  • Speaker #1

    And you said your acid test is, can you take a 30-day trip and the building doesn't burn down?

  • Speaker #0

    Yeah, we do that for two reasons, right? So can you relinquish control without checking in and putting your thumb on it, on the scales? And... This is interesting because we find, especially with three, four months away or less control, companies sometimes flourish, which proves that the owner was the bottleneck. And so they even surprise themselves and say, well, I thought nobody does it as good as I can do it. Well, your team, you've done a good job preparing them. Maybe you do have some more flexibility and freedom in your life than you thought you did.

  • Speaker #1

    They come to the realization, maybe I am in the pain in the ass here. I'm really not.

  • Speaker #0

    Exactly. My way is not always the scalable way, right?

  • Speaker #1

    So, Craig, if someone's listening to this thinking, man, I have been thinking about selling my business and, you know, I'd like to pick Craig's brain and learn a little bit more about him and what Summit does. How can we get in touch with you?

  • Speaker #0

    Yeah, I think, you know, Merit Investment Bank, our website has our investment bank name in it. So you can show up on SEO. I'm on LinkedIn. I've got a lot of folks that are followers on LinkedIn and we put out some publications there that could be helpful. And our blog talks all about the things you should do to get prepared. And certainly feel free to... reach out via email. It's craig.dickens at Merit Investment Bank. There you go. Got it right there. Happy to have a conversation and see if we can help you achieve your goals.

  • Speaker #1

    Very cool. And we'll put all those contacts in the liner notes. My bad. Merit Investment Bank. Hey, thanks so much for your time. This has been enlightening. It's been a great conversation. I think there's a lot of value there for anyone really who just wants to understand a bit the finances of owning and running a business. Thanks for your time.

  • Speaker #0

    Absolutely, Corey. It's been great. Enjoyed it.

  • Speaker #1

    Yeah, thanks so much. Appreciate it.

  • Speaker #2

    Thank you for tuning in to today's episode. We appreciate your support. If you enjoyed the show, we would love it if you could take a moment to leave us a review. And don't forget to subscribe or follow to stay up to date with all the latest episodes as they're released. Discover how key hires support small business owners with talent planning and acquisition by exploring our YouTube channel or LinkedIn page. For comprehensive information, visit our website at www.peahire.solution where you can also sign up for a complimentary consultation to discuss any talent, experience, or capacity problems that keep you awake at night. Until next time, stop grinding and start grinding.

Description

Welcome to The KeyHire Podcast, where we dive deep into the strategies for building, scaling, and selling your small business. In this episode, your host Corey Harlock, Principal Consultant at KeyHire Solutions, sits down with Craig Dickens, Chairman of Merit Investment Bank, to discuss the critical steps in assembling a winning team for a successful business exit.


Craig shares his insights from years of experience in mergers and acquisitions, walking us through how a well-structured team can significantly enhance your business's value when it’s time to sell. Whether you're planning to exit soon or just starting to think about your long-term strategy, this episode offers invaluable tips on preparing your company for sale, aligning your team’s goals, and maximizing your return.


📈 Key Topics:

- Why the right team is key to a successful exit

- How to prepare your leadership team for the sale process

- The role of a Chairman in the sale of a business

- Common mistakes small business owners make during an exit


🔔 Don’t forget to subscribe for more expert advice on scaling and selling your business!


Learn more about Craig: https://www.craigdickens.com

Schedule a free call with Corey: www.keyhire.solutions/consultation


Hosted by Ausha. See ausha.co/privacy-policy for more information.

Transcription

  • Speaker #0

    As a business owner, are you thinking of exiting your company? Are you thinking, what do I need to do, sell at the end of the day? Do you have a horizon? Do you have a timeline? And are you the reason you won't be able to sell your company or get the multiple you're looking for? Welcome to the Key Hire Small Business Podcast, your go-to resource for tackling challenges and empowering small business owners to scale successfully. Our mission is to help unlock their businesses full potential. My name is Corey Harlock and I'll be your host. Welcome to episode 27 of the Key Hire Small Business Podcast, where we cover the issues that help small business owners scale their business. I'm Corey Harlock, creator of Key Hire Solutions, where we help companies grow with our talent and I'll be your host today. Our guest today is Craig Dickens. He's the chairman of Merit Investment Bank. I think he's up in... Seattle or something. Let me see. Where are you? Washington, up in Washington. And Merit Investment Bank raises capital. They buy and sell companies. So he knows what he's talking about. He's walked the walk as a serial entrepreneur. He's had eight. He started eight companies. He's acquired seven companies and added 20 plus bolt on or add on companies to increase the value of those companies for resale, I'm sure. He's an expert in assessing management teams, which is exciting. We'll get some of that insight today. And on a personal note, he's got five kids, so he's a busy guy. He's managed to get three of those kids out of the house and two of them are still in there. But today we're going to be talking with Craig about the founder bottleneck, how to build your team so you can sell your company. So Matt, let's bring Craig on to the show. Hey, how are you doing?

  • Speaker #1

    Hey, Corey, how are you? Good to see you. I'm doing great.

  • Speaker #0

    I'm good man. How is the weather up in Washington right now?

  • Speaker #1

    Man, it's been fantastic. This is a time of year we live for, although today's a little bit overcast, but yeah, it's been good. No complaints.

  • Speaker #0

    You could be in Houston where every day the low is 78 and the high is 100 right now.

  • Speaker #1

    Exactly. And you have to change your shirt every 20 minutes, right?

  • Speaker #0

    It doesn't even matter. When I used to live up in Canada, if you had some, you know, sweat spots on your shirt you used to be really self-conscious about it down here in Houston it's just it's part of the uniform man those you know the wet spots on your shirt absolutely absolutely awesome well hey um I want to talk to you today I'm super excited because first of all you kind of come from that um are we calling it a family office are we calling it PE what is you know where what space are you dabbling in I think you're low to middle market right

  • Speaker #1

    Yeah, absolutely. And I kind of wear two hats, right? So running an investment bank for the last dozen or so years, right, we help clients buy and sell businesses, prepare management teams for succession. And then also I do a little bit of buying for our private equity family office and make direct investments. So I wear both hats. Predominantly on the investment banking, it's selling businesses. And then obviously on the private equity side of things, we buy businesses.

  • Speaker #0

    And so part of selling those businesses. is don't get mad at me like broker in a sense like people will come to you and say i'm thinking of selling so you would go in and do the the due diligence and and run it and come back and say and give them the news that here's what your company's worth and then watch them go no it's 10 times then yep

  • Speaker #1

    yep that's that's a common uh the number one deal killer is seller expectations everybody thinks their business is worth you know 10 times what the market will pay for it but The good news is, is there's usually a path to increase that value. And a lot of that has to do with the management team and the quality of the management team. I forget whether it's Charlie Munger or Buffett. You know, what are the three most important things in the deal? Management team, management team and management team. Right.

  • Speaker #0

    Location, location, location.

  • Speaker #1

    Exactly.

  • Speaker #0

    So we're going to get into this a bit, which I think is an amazing topic for. So. We always try to look at it through the lens of I'm a business owner. Maybe it's a generational business and there's no one coming up that wants to take that over. Or maybe it's I've been running this business and it's tired or we've never been busier. I want to take some cash off the table, whatever it could be. So let's talk through. We're talking about the owner bottleneck, right? And. and most people that do what we do, you look, you go in and you're always trying to find the constraints. What, what is, I always look at operational constraints, what's holding you back from delivering. And I always look at that from the talent aspect, right? But for you, walk us through, and maybe that's, you know, what is it, right? What is the owner bottleneck and what are you looking at in terms of evaluating and putting a price on and reselling a company? What do you go in and evaluate? What constraints are you looking for within a business?

  • Speaker #1

    Yeah, great question. I think there's multiple facets to it.

  • Speaker #0

    It's a big one.

  • Speaker #1

    Yeah, it is. And I think, look, most people, and let's just say I'm a welder. right i started off as being a welder i got a reputation for being a good welder and then at some point i decide that well i can do this myself i can do it better than you know my boss maybe so those people that start off and start a company it starts as a lifestyle company you know and they take their skills to the next level and they reach a certain growth in that business typically and it's mostly on their back right being the founder or being the owner the buck stops here right but ultimately when companies grow to a point where you know that owner becomes the main constraint if they're touching everything if they're having to make decisions on everything and they talk to their banker and they hire people and they deal with insurance and all the things a lot of entrepreneurs don't like to deal with you know that takes away or can distract from their growth and certainly it takes a different mindset to actually scale your welding business right so that you're not also you know doing payroll and doing the welding right so you have to scale So you really have to be able to look at the business as something more than just a lifestyle and a passion and something that you started, but bring on critical resources and critical people, not only do the work, but also to maybe take away the things that are not adding to your genius or adding to your passion that don't fill your cup, right? It's a very touchy feely, you know, it's not filling my cup. I hate doing insurance, but I have to be the guy that does it. So, you know, at some point you have to trust. And a lot of founders and owners are hard driving type A. I built this thing from the ground up. And the word is I, I, I. It needs to turn into we, we, we. Right. So, you know, that that's always the conundrum. And as as you go to exit your business, those things that helped you grow it and make you successful in the grit and drive can almost be a negative when you go to step out. And so we call it owner dependent. us, right? So a buyer will look at your business and how dependent are the key customer relationships, who owns them? Is it with a salesperson or a sales team, or is it with the owner? And if I pay the owner a bunch of money, millions of dollars, and all of a sudden he goes away, do I now have a problem that those relationships also go away? So that's through the lens that we look at through that owner dependence and how well that owner has mentored his team. actually gone on vacation 30 days and not checked in every day, right? Take a 30-day vacation. That's our litmus test. If you can't do that, you have owner dependence.

  • Speaker #0

    Get out there, right? Yeah. And so you bring up a couple of really good points. And, you know, the arc of a small business is, you know, we take this welder and they, you know, they start a welding business and it starts going. So they hire their neighbor to help out and then they hire their neighbor's buddy and they build a team of. people who want the business to be successful. And that is how 98% of small businesses get started, right? Not very few businesses put a plan together and then go to a VC company and get seed money, right? That just, that doesn't happen. And so you build this leadership team of people who are all doing the best job they can and helping out wherever. help is needed. And then at a point, what you've referenced is they hit that ceiling where, and I talk about this all the time because it's really important. And when I talk to business owners, I say this, the hardest decision they will ever make in their entire career of owning the business is when they realize that crew of people that gave them blood, sweat, and tears and got them where they are, have now become the constraint. to the business growing beyond. And often that is because that owner has been doing the same. They're kind of dipping their toe in everything. And that person did not start a welding company because they love to hire and do HR, all the same procedure, and, you know, search benefits and go out and shop their benefit program. negotiate insurance contracts and put health and safety process and procedure in place and get OSHA certified. They love the wealth. And that what you're identifying is that crux where they have to say, okay. We need to go get experts. And then the other thing you said that I would tack on to from the capital standpoint is the human capital standpoint is you need to bring people that have that capacity that can say, OK, we're doing 10 million now. You want to get to 30. Well, don't hire someone from another $10 million a year company. Hire someone from $50 million a year company. Pay them because they can build the process and procedure that will enable you to grow responsibly into. where your goals are, right? To help you meet your goals.

  • Speaker #1

    Exactly. Yeah. I think, you know, if you think about it and this is this distinction owners need to make at some point when they're thinking about liquidity, you know, most of us, we start a company because we either have a passion or an idea or we think we can do it better. We grow the company and then it provides the things that we wanted it to provide, right? The toys in the garage, the boat on the lake. the second house, maybe put the kids through college, all of these lifestyle attributes. But it truly is an investment. And if you want to get to investment grade and get someone to pay you for your business and the value that you've created, you have to invest in those people. And to your point, most company owners, they had a $5 million, $10 million, $15 million business. Well, they're always at the peak of their learning, right? Because they've never run. 15 million, 10 million, 5 million until they did it themselves, right? So one of the secrets of private equity, for example, I mean, what do they bring? They bring capital. So you mentioned the bootstrapping of the company. They bring know-how, right? Because they've done it a hundred times, or they have people in their Rolodex that have done it a hundred times. And ultimately, they bring human capital that has done it at a level. They've gone through the lifestyle to institutional, further professionalizing. Or, you know, having grown the business and scaled it, they know what's going to work. So a lot of times what they're doing is they're doing what's called top grading of talent. Right. And saying, all right, what got us here may not necessarily get us to our next set of goals. And that is you're absolutely right. That's a tough that doesn't mean you need to let let go of, you know, your neighbor that you hired to do a certain job. But the job may change and somebody else may be better suited for that job. And, you know.

  • Speaker #0

    or they might get someone hired under them with with the hope and goal of being mentored and trained so down the road maybe they're they are now able to go into leave that company and go to another company and have value in what they do absolutely

  • Speaker #1

    yeah and i think the critical component there is to think about you know there's one key hire in the evolution of going from growth to scale is just as you mentioned finding that you know, to IC, that second in command. Because if you do get hit by a bus as the owner, you want somebody to be able to, on behalf of your family, right, to be able to run that and pick it up and so that you can actually go on vacation. And then to your point, building up that mentorship of the rest of the management team. So it's not just concentrated on one person, whether it's yourself or your second in command.

  • Speaker #0

    And so that leads nicely into the mistakes. The thing we always like to talk about are in your experience. What are the common mistakes an owner will make to them being the constraint of getting a cash event or getting an investment or selling or getting the multiple they want for their business? What are the most common mistakes they make?

  • Speaker #1

    Yeah, I think, you know, from a human capital perspective, reinvesting in people. you know, it's kind of contrary. If I bring on a CEO or a vice president of operations, that's going to cost me, pick a number, $200,000, $250,000 a year, all in, fully burdened, right? Plus some bonus, or maybe they want some equity. So that's going to hurt my earnings. It's going to hurt my lifestyle. But like anything with people, it is an investment. And you should get an ROI on that investment, right? So if I have to pay someone to come in and do a job for, let's make the math easy, for $200,000, and I want a three times return on my money, that person should contribute to the value over time $600,000 plus, right? So if you think about it mathematically, it takes some of the emotion out of it. You're really making an investment in the thing that you know best, which is your company. Right.

  • Speaker #0

    And that return can be in revenue and or cost saving, correct?

  • Speaker #1

    Absolutely. It's usually a combination of both, right? If you bring somebody that knows the efficiencies and yeah. And I would say another mistake that we see is, you know, just like every owner has a life cycle in their business. Every business has a life cycle. And if you've been fairly mature in your business, i.e. you've been running it a long time, you know, your risk tolerance goes down, your desire to reinvest in technology and, you know, look at AI. It's, you know, everybody's talking about it. Well, if you're that old line business that doesn't invest in a young whippersnapper who knows AI and can save you a million bucks over the next two years by making your business more efficient, you're going to lose out and your lifestyle. your life cycle curve is going to go down even faster and you're going to be less competitive in the market. So I guess we could put that in the bucket of being penny wise, pound foolish. And that's a mistake. We see some people, you know, they want to ride it out, whereas you really have to keep reinvesting in people and systems and processes to be really marketable.

  • Speaker #0

    So what I think I heard you say was stay current, stay on top of technology and don't just say, well, you know, we're we're. 20 million dollar your business right now we're profitable to the tune of you know 25 so what's five million dollars a year um you know i should get 10x on my business so i should be able to sell this for 25 million dollars or whatever it is i don't know if my math is there no did i say five 50 million 50 million right but then you come in and go you're for us to modernize your business is going to cost us a couple million and then we have to play a little catch up because you're already on the decline in terms of capability.

  • Speaker #1

    Yep. Yeah. And bringing on the talent, you know, so could you learn AI as a founder? Could your director of operations learn how AI can affect your business? Pick something else if you don't like AI and it's too topical and nobody knows whether it's real or not, right? Whether I'm actually going to save some money, you know, an ERP system.

  • Speaker #0

    is a big one. Yeah,

  • Speaker #1

    remanufacturing. Yeah, all of those things that, you know, it's usually easier to hire expertise. You can even do it on an outsource basis until you're ready to take on that role. But it's usually easier to get the expertise versus train the expertise because your competitors, time is your enemy, right? Because if they do it faster than you are, you're going to start losing some business. So really, you have to see that as an investment. And also measure it from an ROI standpoint. Am I getting the ROI on the high? And usually if you're a great person, the ROI is the easy part.

  • Speaker #0

    And there's a way I ask my business owners to look at that. You know, you can hire for experience or you can hire for potential. And potential is the young whippersnapper, as you mentioned. They're going to be cheaper in the door, but the ROI is long tail. because they don't have the experience capacity. So you're going to have to give them that to them and mentor them. So you have to make sure you have something in place to kind of maximize that ROI. But let's call it 12, 18, 24 months before they're paying for themselves, not paying you back in multiples, right?

  • Speaker #1

    Yep.

  • Speaker #0

    But you can go ahead and get experience and that's expensive. But your ROI should be almost immediate if you get the right person. And you should be paying. at the end of year one, you should have recouped that investment and you should be on the way to being profitable again.

  • Speaker #1

    Yep. Absolutely. Yeah. So it's investment mindset.

  • Speaker #0

    Yeah. In my experience, the mistake a business owner will make is they'll try to split the baby and they'll try to find that young up and comer whippersnapper that they think they can convert to get that quick return on investment. And that's Like that's just playing the long odds, right? That's like going to the Kentucky Derby and taking, betting a thousand bucks on the horse with the biggest odds. The chances of them winning are slim and none, but if they do, it's a huge payoff, right? But is that how you want to run your business? Like, do you want to play odds or do you want to make sure, go through the process of identifying your needs and hiring that right experienced person who can walk in on day one and say, nice to meet you now. Can you please excuse me? I have work to do. and they start you know i have a client who brought someone in and it was my favorite line ever he said i don't expect you to make changes quick too quickly but if you could start before lunch that would be great yeah yeah there's something to be said for when expertise shows up um it

  • Speaker #1

    should be a relief and for a lot of founders right it's our way of doing it uh no no our company's different well you know i'm a professional in my space and I've run a $50, $100 million company, I think I have a pretty good idea. So one of the things that, you know, it's hard to coach this, but as a founder, you have to be able to let go of it, right? You have to be able to say, Hey, I understand my way was the way that got us here, but... Let's trust your way to get us to the next level. Right. Letting those things in touch.

  • Speaker #0

    Not just the founder, but the founders could be best friend who's going to be working under this person. It takes a lot of humility. And this is where I always get super cautious because business owners bust their butts to get where they are. Then someone comes in and says, oh, your baby's ugly. We're going to change everything. And there needs to be a callback or some recognition of, look, you've done a great job to get here. And whenever we bring experience in, we always have that conversation with that talent that's coming in saying, it's super important you understand. They've done a great job to get where they are. And you can't just go in and say, what are you guys doing? This isn't how you run a business. And you kind of upset everyone. And, you know, everyone, people always say, I love change. What they forget to say is.

  • Speaker #1

    unless it involves me yeah everyone else's job but i'm really good you don't need to touch what i do yeah well and i'm sure in your work you do a lot of work you know in terms of not just the quantitative yes i've come in and i've grown revenue or i've grown ebitda or i've you know saved 20 on the operating side of the business but there's that eq and that management capability that mentoring it's really hard to screen for if you will you have to have conversations you have to really you know check those references and you know a great hire is one that can come in and honor your culture while at the same time getting the rest of the team galvanized around what the future can look like right and that's they're hard to find because like you said some people come in and bull and china shop i'm going to change everything tomorrow and that doesn't go well usually i think it's a skill set in itself to understand what needs to be changed and to make

  • Speaker #0

    to change things quickly, but also making people feel like you're bringing them alongside and they've had a say in that. And it really is a skill set. And the last thing I think, you didn't mention it, but... Hey, it's Cory. And if you like what you're hearing, give this episode a thumbs up and subscribe or follow to get reminders of new episodes of the Key Hire Small Business Podcast. You probably were going to is the owners who... There's no documentation. There's no delegation. Right. When when you're buying a business and the business is the owner, the value goes down really quickly. Correct.

  • Speaker #1

    Yeah. Systems and processes. And, you know, as it relates, I'm sure you get involved with writing job descriptions. Right. Because there is no documentation of the job description. The other. Yeah. The other thing that, you know, the founder will do is put on the lens of here's the job. today and they can articulate the job today and maybe even craft a job description that's compelling but also accurate. But what about the job tomorrow, the next year, right? You want that to be aspirational, not only to attract the right candidates, but to say this is the trajectory we're on and these are the skill sets that we need, right? We don't need yesterday is where we were. We need tomorrow where we're going. So that's definitely a mistake we see.

  • Speaker #0

    one of the biggest mistakes they make is hiring for today's needs and not future needs, right? And that's a big part of what we do is build capacity into those roles and make sure they understand why we're bringing people in.

  • Speaker #1

    So those are great. That's a great word, building capacity, right? Building capacity in. I love that because as it goes back to what we were talking about earlier, you know, everybody's usually at the top of their game. That's why you hire them. But unless they've done more and they can bring that skill set. back into your company, that's where you really get that multiplier effect.

  • Speaker #0

    Correct. Yeah. So I think we identified three main ones. It was, you know, not hiring the right leadership and talent and, and, um, cheaping out or trying to bargain hunt on people hiring for today's needs instead of future needs. Not keeping up with, with the times, whether it's technology or innovation or whatever it is, and just kind of thinking. We own this market. We're good. And not remembering there's always someone coming up behind you who's who's trying to knock you off your off your pedestal. And then the third one was, you know, owners not thinking about documenting. Another big one I know is getting your finances, your financials in order. Right.

  • Speaker #1

    Oh, absolutely. Top grading. But you said something that really struck a chord with me and it reminded me. of something relative to, you know, from a top grading standpoint. The second I mentioned, you know, seller expectation as a deal killer and owner dependence, but that financial accuracy and acumen, you know, if a lot of entrepreneurs are growth focused, they don't tend to be bean counters. Right. But really having someone in that role that is really good, not only from a cash flow and closing out your financials, but really thinking about the financial acuity of your firm. I mean, that's huge because folks will walk away from messy QuickBooks and, you know, just because it's too much to correct, too much to fix, and you can't rely on it. So that's definitely a hire that makes a lot of sense. And one last thought, and this is the one that really kind of struck me. Along the lines of the changing personnel landscape, we're seeing a lot of companies make a hire. of a data scientist or a FP&A analyst or even a sales analyst, because nowadays, I don't care, let's use our welder example, right? You think of welding as a services business and an online business, but they're also usually distributing products and doing other things. But really, in today's data-driven world, you have to be open to new hires and hires that aren't on the org chart. What does the business need to compete? compete in the next two, three, four years. And that may be something entirely different than what you have on your org chart today.

  • Speaker #0

    Yeah, that's a great point. And that's a good segue into your advice. So based on the mistakes people are making, or if there's a business owner out here who's thinking, yeah, selling in the next three, five, 10 years is on my horizon. It's something I want to do. what are the top three things, three to five things you would recommend they start doing right now to better position themselves to get a fair multiple? I'll caution that by saying not the multiple they want, because that's probably 50% more than the right multiples in some cases. So what would you kind of advise them to start looking at and getting an order now to prepare for a sale? or an acquisition?

  • Speaker #1

    Yeah, great question. I think there's a few things that come to mind. The first of which is you got to have great advice. And that advice comes from the people that you're probably leaning on to help you grow the business. So start with intent and sharing with your close advisors that you're starting to think about this. So tell your attorney and say, hey, I'm thinking about exiting my company. I know it's a... a process, not an event. And then I'm going to have to do some preparatory work. So on your personal side, do you have an estate plan? Do you have a tax plan? Do you have all those things as an entrepreneur that you need so that it's not how much you sell it for? It's how much you keep, right? So let's be smart. Let's play a little defense. Let's do some preparation. Then go to your CPA and say, CPA, I know I'm running the boat and the country club and all these other fun things because I get to take advantage of tax rules and save some taxes by having a... private company, but I'm thinking of selling in the next few years. How should I be structuring my finances, my accounting controls, all of those things, and my taxes to be able to coordinate that? So now you have an attorney and a CPA, right, that are on your team and know your goal. And then talk to an investment banker or a business broker, depending upon the size of your business, and say, okay, I need you, Mr. Investment Banker, to not only tell me what I'm worth today, but tell me what I have to do to make, A, my business sellable, and B, get the multiple that I want. And then once you have that conversation with the investment banker, they can give you some tangible advice on a timeframe and tell you where the bang for the buck investments are. Now, if you want to stick around and be a minority shareholder and work for another five years, there's one set of rules for that. But if you want to walk away the day of the sale, right, you got to do some other preparatory work to make sure that that, you know, you can meet your goals there. And then lastly, once you've got your attorney and CPA and your investment banker giving you all of this advice and it comes with, you know, hard fought, you know, experience, then go to your wealth manager and say, OK, these guys are telling me that today I'm worth 25 million.

  • Speaker #0

    I'd like to get it to 30 so I can probably do some things that they recommended to get it to 30. Is 30 enough to meet my personal goals and to live on and all of that? And they can craft a plan so that when you go into that sale process, you're not nervous. You're not wondering. You know what you're worth. You know what the market can bear. You know what your number is. I'm going to sell for this and not a penny less. And, you know, give or take a couple million bucks. And then and then I know that my family's set or that my financial goals are going to be met. So, I mean, that's the process. And if you try to do that two months before you're ready to go to market, it's not going to go well. I would suggest a couple of years getting those people aligned and on your team. Yep.

  • Speaker #1

    What's that lead time? And the other you brought up something I think is worth making a distinction between. So if you're being acquired as a bolt on or an add on, there is a chance you can walk.

  • Speaker #0

    Right. Yeah. Especially by a strategic buyer that already has knowledge and understanding and all the people back at HQ to do your job and others, right? Yeah.

  • Speaker #1

    But if you're being purchased as a platform, you'll probably be expected to go through an earn out. So my understanding of an earn out is like, you're going to be here for five years. Here's what we're going to pay you. And at the end of the five years, we're going to assess the company and you're going to get another payout. So we're going to give you.

  • Speaker #0

    this much cash now and then there's more cash coming at the end which is probably more than if you just took the buy correct uh yeah it can be for sure you get that famous second bite of the apple but i would just add one other element to what we call deal structure so if you're if you're being purchased as a private equity platform and someone's going to grow your company by further professionalizing it giving you additional capital, maybe making some acquisitions, you will be expected to stick around for a while and or have a very clear succession plan. All right, you want to exit in two years. We'll allow that. We got to hire a CEO and you're going to be very involved in that process. The other thing in that environment, in addition to a potential seller note or earn out, they will likely ask you to roll some equity. So if the number is 30 million, you might be expected to roll. you know, 3 million back into NUCO for the next five years. So you'll be an investor as well as maybe an employee, or if you're not an employee, at the very least, you're going to be an investor. So it's hard getting out of your company and nobody lets you, you know, kind of walk away, so to speak. It's very rare that someone has 100% cash. Here you go, right? Have a great life. So you just have to be prepared for that. And I think your investment banker can outline what we call the universal buyers. of who's the most likely acquirer for your type of company and and that may you might say i don't want to talk to that group because i don't want what comes with that you know the five years hanging around or rolling equity i just want to talk to strategics right that'll give me that exit path but i guess i'll i'll end with this thought the um the definition of a truly valuable company is one that doesn't need you in it so you want to increase your walk away odds Make sure that you've got a management team that have rock solid, that you don't own any of the relationships. You're just showing up to board meetings and reviewing monthly financials. If you can get to that state, then you're in tall cotton.

  • Speaker #1

    And you said your acid test is, can you take a 30-day trip and the building doesn't burn down?

  • Speaker #0

    Yeah, we do that for two reasons, right? So can you relinquish control without checking in and putting your thumb on it, on the scales? And... This is interesting because we find, especially with three, four months away or less control, companies sometimes flourish, which proves that the owner was the bottleneck. And so they even surprise themselves and say, well, I thought nobody does it as good as I can do it. Well, your team, you've done a good job preparing them. Maybe you do have some more flexibility and freedom in your life than you thought you did.

  • Speaker #1

    They come to the realization, maybe I am in the pain in the ass here. I'm really not.

  • Speaker #0

    Exactly. My way is not always the scalable way, right?

  • Speaker #1

    So, Craig, if someone's listening to this thinking, man, I have been thinking about selling my business and, you know, I'd like to pick Craig's brain and learn a little bit more about him and what Summit does. How can we get in touch with you?

  • Speaker #0

    Yeah, I think, you know, Merit Investment Bank, our website has our investment bank name in it. So you can show up on SEO. I'm on LinkedIn. I've got a lot of folks that are followers on LinkedIn and we put out some publications there that could be helpful. And our blog talks all about the things you should do to get prepared. And certainly feel free to... reach out via email. It's craig.dickens at Merit Investment Bank. There you go. Got it right there. Happy to have a conversation and see if we can help you achieve your goals.

  • Speaker #1

    Very cool. And we'll put all those contacts in the liner notes. My bad. Merit Investment Bank. Hey, thanks so much for your time. This has been enlightening. It's been a great conversation. I think there's a lot of value there for anyone really who just wants to understand a bit the finances of owning and running a business. Thanks for your time.

  • Speaker #0

    Absolutely, Corey. It's been great. Enjoyed it.

  • Speaker #1

    Yeah, thanks so much. Appreciate it.

  • Speaker #2

    Thank you for tuning in to today's episode. We appreciate your support. If you enjoyed the show, we would love it if you could take a moment to leave us a review. And don't forget to subscribe or follow to stay up to date with all the latest episodes as they're released. Discover how key hires support small business owners with talent planning and acquisition by exploring our YouTube channel or LinkedIn page. For comprehensive information, visit our website at www.peahire.solution where you can also sign up for a complimentary consultation to discuss any talent, experience, or capacity problems that keep you awake at night. Until next time, stop grinding and start grinding.

Share

Embed

You may also like

Description

Welcome to The KeyHire Podcast, where we dive deep into the strategies for building, scaling, and selling your small business. In this episode, your host Corey Harlock, Principal Consultant at KeyHire Solutions, sits down with Craig Dickens, Chairman of Merit Investment Bank, to discuss the critical steps in assembling a winning team for a successful business exit.


Craig shares his insights from years of experience in mergers and acquisitions, walking us through how a well-structured team can significantly enhance your business's value when it’s time to sell. Whether you're planning to exit soon or just starting to think about your long-term strategy, this episode offers invaluable tips on preparing your company for sale, aligning your team’s goals, and maximizing your return.


📈 Key Topics:

- Why the right team is key to a successful exit

- How to prepare your leadership team for the sale process

- The role of a Chairman in the sale of a business

- Common mistakes small business owners make during an exit


🔔 Don’t forget to subscribe for more expert advice on scaling and selling your business!


Learn more about Craig: https://www.craigdickens.com

Schedule a free call with Corey: www.keyhire.solutions/consultation


Hosted by Ausha. See ausha.co/privacy-policy for more information.

Transcription

  • Speaker #0

    As a business owner, are you thinking of exiting your company? Are you thinking, what do I need to do, sell at the end of the day? Do you have a horizon? Do you have a timeline? And are you the reason you won't be able to sell your company or get the multiple you're looking for? Welcome to the Key Hire Small Business Podcast, your go-to resource for tackling challenges and empowering small business owners to scale successfully. Our mission is to help unlock their businesses full potential. My name is Corey Harlock and I'll be your host. Welcome to episode 27 of the Key Hire Small Business Podcast, where we cover the issues that help small business owners scale their business. I'm Corey Harlock, creator of Key Hire Solutions, where we help companies grow with our talent and I'll be your host today. Our guest today is Craig Dickens. He's the chairman of Merit Investment Bank. I think he's up in... Seattle or something. Let me see. Where are you? Washington, up in Washington. And Merit Investment Bank raises capital. They buy and sell companies. So he knows what he's talking about. He's walked the walk as a serial entrepreneur. He's had eight. He started eight companies. He's acquired seven companies and added 20 plus bolt on or add on companies to increase the value of those companies for resale, I'm sure. He's an expert in assessing management teams, which is exciting. We'll get some of that insight today. And on a personal note, he's got five kids, so he's a busy guy. He's managed to get three of those kids out of the house and two of them are still in there. But today we're going to be talking with Craig about the founder bottleneck, how to build your team so you can sell your company. So Matt, let's bring Craig on to the show. Hey, how are you doing?

  • Speaker #1

    Hey, Corey, how are you? Good to see you. I'm doing great.

  • Speaker #0

    I'm good man. How is the weather up in Washington right now?

  • Speaker #1

    Man, it's been fantastic. This is a time of year we live for, although today's a little bit overcast, but yeah, it's been good. No complaints.

  • Speaker #0

    You could be in Houston where every day the low is 78 and the high is 100 right now.

  • Speaker #1

    Exactly. And you have to change your shirt every 20 minutes, right?

  • Speaker #0

    It doesn't even matter. When I used to live up in Canada, if you had some, you know, sweat spots on your shirt you used to be really self-conscious about it down here in Houston it's just it's part of the uniform man those you know the wet spots on your shirt absolutely absolutely awesome well hey um I want to talk to you today I'm super excited because first of all you kind of come from that um are we calling it a family office are we calling it PE what is you know where what space are you dabbling in I think you're low to middle market right

  • Speaker #1

    Yeah, absolutely. And I kind of wear two hats, right? So running an investment bank for the last dozen or so years, right, we help clients buy and sell businesses, prepare management teams for succession. And then also I do a little bit of buying for our private equity family office and make direct investments. So I wear both hats. Predominantly on the investment banking, it's selling businesses. And then obviously on the private equity side of things, we buy businesses.

  • Speaker #0

    And so part of selling those businesses. is don't get mad at me like broker in a sense like people will come to you and say i'm thinking of selling so you would go in and do the the due diligence and and run it and come back and say and give them the news that here's what your company's worth and then watch them go no it's 10 times then yep

  • Speaker #1

    yep that's that's a common uh the number one deal killer is seller expectations everybody thinks their business is worth you know 10 times what the market will pay for it but The good news is, is there's usually a path to increase that value. And a lot of that has to do with the management team and the quality of the management team. I forget whether it's Charlie Munger or Buffett. You know, what are the three most important things in the deal? Management team, management team and management team. Right.

  • Speaker #0

    Location, location, location.

  • Speaker #1

    Exactly.

  • Speaker #0

    So we're going to get into this a bit, which I think is an amazing topic for. So. We always try to look at it through the lens of I'm a business owner. Maybe it's a generational business and there's no one coming up that wants to take that over. Or maybe it's I've been running this business and it's tired or we've never been busier. I want to take some cash off the table, whatever it could be. So let's talk through. We're talking about the owner bottleneck, right? And. and most people that do what we do, you look, you go in and you're always trying to find the constraints. What, what is, I always look at operational constraints, what's holding you back from delivering. And I always look at that from the talent aspect, right? But for you, walk us through, and maybe that's, you know, what is it, right? What is the owner bottleneck and what are you looking at in terms of evaluating and putting a price on and reselling a company? What do you go in and evaluate? What constraints are you looking for within a business?

  • Speaker #1

    Yeah, great question. I think there's multiple facets to it.

  • Speaker #0

    It's a big one.

  • Speaker #1

    Yeah, it is. And I think, look, most people, and let's just say I'm a welder. right i started off as being a welder i got a reputation for being a good welder and then at some point i decide that well i can do this myself i can do it better than you know my boss maybe so those people that start off and start a company it starts as a lifestyle company you know and they take their skills to the next level and they reach a certain growth in that business typically and it's mostly on their back right being the founder or being the owner the buck stops here right but ultimately when companies grow to a point where you know that owner becomes the main constraint if they're touching everything if they're having to make decisions on everything and they talk to their banker and they hire people and they deal with insurance and all the things a lot of entrepreneurs don't like to deal with you know that takes away or can distract from their growth and certainly it takes a different mindset to actually scale your welding business right so that you're not also you know doing payroll and doing the welding right so you have to scale So you really have to be able to look at the business as something more than just a lifestyle and a passion and something that you started, but bring on critical resources and critical people, not only do the work, but also to maybe take away the things that are not adding to your genius or adding to your passion that don't fill your cup, right? It's a very touchy feely, you know, it's not filling my cup. I hate doing insurance, but I have to be the guy that does it. So, you know, at some point you have to trust. And a lot of founders and owners are hard driving type A. I built this thing from the ground up. And the word is I, I, I. It needs to turn into we, we, we. Right. So, you know, that that's always the conundrum. And as as you go to exit your business, those things that helped you grow it and make you successful in the grit and drive can almost be a negative when you go to step out. And so we call it owner dependent. us, right? So a buyer will look at your business and how dependent are the key customer relationships, who owns them? Is it with a salesperson or a sales team, or is it with the owner? And if I pay the owner a bunch of money, millions of dollars, and all of a sudden he goes away, do I now have a problem that those relationships also go away? So that's through the lens that we look at through that owner dependence and how well that owner has mentored his team. actually gone on vacation 30 days and not checked in every day, right? Take a 30-day vacation. That's our litmus test. If you can't do that, you have owner dependence.

  • Speaker #0

    Get out there, right? Yeah. And so you bring up a couple of really good points. And, you know, the arc of a small business is, you know, we take this welder and they, you know, they start a welding business and it starts going. So they hire their neighbor to help out and then they hire their neighbor's buddy and they build a team of. people who want the business to be successful. And that is how 98% of small businesses get started, right? Not very few businesses put a plan together and then go to a VC company and get seed money, right? That just, that doesn't happen. And so you build this leadership team of people who are all doing the best job they can and helping out wherever. help is needed. And then at a point, what you've referenced is they hit that ceiling where, and I talk about this all the time because it's really important. And when I talk to business owners, I say this, the hardest decision they will ever make in their entire career of owning the business is when they realize that crew of people that gave them blood, sweat, and tears and got them where they are, have now become the constraint. to the business growing beyond. And often that is because that owner has been doing the same. They're kind of dipping their toe in everything. And that person did not start a welding company because they love to hire and do HR, all the same procedure, and, you know, search benefits and go out and shop their benefit program. negotiate insurance contracts and put health and safety process and procedure in place and get OSHA certified. They love the wealth. And that what you're identifying is that crux where they have to say, okay. We need to go get experts. And then the other thing you said that I would tack on to from the capital standpoint is the human capital standpoint is you need to bring people that have that capacity that can say, OK, we're doing 10 million now. You want to get to 30. Well, don't hire someone from another $10 million a year company. Hire someone from $50 million a year company. Pay them because they can build the process and procedure that will enable you to grow responsibly into. where your goals are, right? To help you meet your goals.

  • Speaker #1

    Exactly. Yeah. I think, you know, if you think about it and this is this distinction owners need to make at some point when they're thinking about liquidity, you know, most of us, we start a company because we either have a passion or an idea or we think we can do it better. We grow the company and then it provides the things that we wanted it to provide, right? The toys in the garage, the boat on the lake. the second house, maybe put the kids through college, all of these lifestyle attributes. But it truly is an investment. And if you want to get to investment grade and get someone to pay you for your business and the value that you've created, you have to invest in those people. And to your point, most company owners, they had a $5 million, $10 million, $15 million business. Well, they're always at the peak of their learning, right? Because they've never run. 15 million, 10 million, 5 million until they did it themselves, right? So one of the secrets of private equity, for example, I mean, what do they bring? They bring capital. So you mentioned the bootstrapping of the company. They bring know-how, right? Because they've done it a hundred times, or they have people in their Rolodex that have done it a hundred times. And ultimately, they bring human capital that has done it at a level. They've gone through the lifestyle to institutional, further professionalizing. Or, you know, having grown the business and scaled it, they know what's going to work. So a lot of times what they're doing is they're doing what's called top grading of talent. Right. And saying, all right, what got us here may not necessarily get us to our next set of goals. And that is you're absolutely right. That's a tough that doesn't mean you need to let let go of, you know, your neighbor that you hired to do a certain job. But the job may change and somebody else may be better suited for that job. And, you know.

  • Speaker #0

    or they might get someone hired under them with with the hope and goal of being mentored and trained so down the road maybe they're they are now able to go into leave that company and go to another company and have value in what they do absolutely

  • Speaker #1

    yeah and i think the critical component there is to think about you know there's one key hire in the evolution of going from growth to scale is just as you mentioned finding that you know, to IC, that second in command. Because if you do get hit by a bus as the owner, you want somebody to be able to, on behalf of your family, right, to be able to run that and pick it up and so that you can actually go on vacation. And then to your point, building up that mentorship of the rest of the management team. So it's not just concentrated on one person, whether it's yourself or your second in command.

  • Speaker #0

    And so that leads nicely into the mistakes. The thing we always like to talk about are in your experience. What are the common mistakes an owner will make to them being the constraint of getting a cash event or getting an investment or selling or getting the multiple they want for their business? What are the most common mistakes they make?

  • Speaker #1

    Yeah, I think, you know, from a human capital perspective, reinvesting in people. you know, it's kind of contrary. If I bring on a CEO or a vice president of operations, that's going to cost me, pick a number, $200,000, $250,000 a year, all in, fully burdened, right? Plus some bonus, or maybe they want some equity. So that's going to hurt my earnings. It's going to hurt my lifestyle. But like anything with people, it is an investment. And you should get an ROI on that investment, right? So if I have to pay someone to come in and do a job for, let's make the math easy, for $200,000, and I want a three times return on my money, that person should contribute to the value over time $600,000 plus, right? So if you think about it mathematically, it takes some of the emotion out of it. You're really making an investment in the thing that you know best, which is your company. Right.

  • Speaker #0

    And that return can be in revenue and or cost saving, correct?

  • Speaker #1

    Absolutely. It's usually a combination of both, right? If you bring somebody that knows the efficiencies and yeah. And I would say another mistake that we see is, you know, just like every owner has a life cycle in their business. Every business has a life cycle. And if you've been fairly mature in your business, i.e. you've been running it a long time, you know, your risk tolerance goes down, your desire to reinvest in technology and, you know, look at AI. It's, you know, everybody's talking about it. Well, if you're that old line business that doesn't invest in a young whippersnapper who knows AI and can save you a million bucks over the next two years by making your business more efficient, you're going to lose out and your lifestyle. your life cycle curve is going to go down even faster and you're going to be less competitive in the market. So I guess we could put that in the bucket of being penny wise, pound foolish. And that's a mistake. We see some people, you know, they want to ride it out, whereas you really have to keep reinvesting in people and systems and processes to be really marketable.

  • Speaker #0

    So what I think I heard you say was stay current, stay on top of technology and don't just say, well, you know, we're we're. 20 million dollar your business right now we're profitable to the tune of you know 25 so what's five million dollars a year um you know i should get 10x on my business so i should be able to sell this for 25 million dollars or whatever it is i don't know if my math is there no did i say five 50 million 50 million right but then you come in and go you're for us to modernize your business is going to cost us a couple million and then we have to play a little catch up because you're already on the decline in terms of capability.

  • Speaker #1

    Yep. Yeah. And bringing on the talent, you know, so could you learn AI as a founder? Could your director of operations learn how AI can affect your business? Pick something else if you don't like AI and it's too topical and nobody knows whether it's real or not, right? Whether I'm actually going to save some money, you know, an ERP system.

  • Speaker #0

    is a big one. Yeah,

  • Speaker #1

    remanufacturing. Yeah, all of those things that, you know, it's usually easier to hire expertise. You can even do it on an outsource basis until you're ready to take on that role. But it's usually easier to get the expertise versus train the expertise because your competitors, time is your enemy, right? Because if they do it faster than you are, you're going to start losing some business. So really, you have to see that as an investment. And also measure it from an ROI standpoint. Am I getting the ROI on the high? And usually if you're a great person, the ROI is the easy part.

  • Speaker #0

    And there's a way I ask my business owners to look at that. You know, you can hire for experience or you can hire for potential. And potential is the young whippersnapper, as you mentioned. They're going to be cheaper in the door, but the ROI is long tail. because they don't have the experience capacity. So you're going to have to give them that to them and mentor them. So you have to make sure you have something in place to kind of maximize that ROI. But let's call it 12, 18, 24 months before they're paying for themselves, not paying you back in multiples, right?

  • Speaker #1

    Yep.

  • Speaker #0

    But you can go ahead and get experience and that's expensive. But your ROI should be almost immediate if you get the right person. And you should be paying. at the end of year one, you should have recouped that investment and you should be on the way to being profitable again.

  • Speaker #1

    Yep. Absolutely. Yeah. So it's investment mindset.

  • Speaker #0

    Yeah. In my experience, the mistake a business owner will make is they'll try to split the baby and they'll try to find that young up and comer whippersnapper that they think they can convert to get that quick return on investment. And that's Like that's just playing the long odds, right? That's like going to the Kentucky Derby and taking, betting a thousand bucks on the horse with the biggest odds. The chances of them winning are slim and none, but if they do, it's a huge payoff, right? But is that how you want to run your business? Like, do you want to play odds or do you want to make sure, go through the process of identifying your needs and hiring that right experienced person who can walk in on day one and say, nice to meet you now. Can you please excuse me? I have work to do. and they start you know i have a client who brought someone in and it was my favorite line ever he said i don't expect you to make changes quick too quickly but if you could start before lunch that would be great yeah yeah there's something to be said for when expertise shows up um it

  • Speaker #1

    should be a relief and for a lot of founders right it's our way of doing it uh no no our company's different well you know i'm a professional in my space and I've run a $50, $100 million company, I think I have a pretty good idea. So one of the things that, you know, it's hard to coach this, but as a founder, you have to be able to let go of it, right? You have to be able to say, Hey, I understand my way was the way that got us here, but... Let's trust your way to get us to the next level. Right. Letting those things in touch.

  • Speaker #0

    Not just the founder, but the founders could be best friend who's going to be working under this person. It takes a lot of humility. And this is where I always get super cautious because business owners bust their butts to get where they are. Then someone comes in and says, oh, your baby's ugly. We're going to change everything. And there needs to be a callback or some recognition of, look, you've done a great job to get here. And whenever we bring experience in, we always have that conversation with that talent that's coming in saying, it's super important you understand. They've done a great job to get where they are. And you can't just go in and say, what are you guys doing? This isn't how you run a business. And you kind of upset everyone. And, you know, everyone, people always say, I love change. What they forget to say is.

  • Speaker #1

    unless it involves me yeah everyone else's job but i'm really good you don't need to touch what i do yeah well and i'm sure in your work you do a lot of work you know in terms of not just the quantitative yes i've come in and i've grown revenue or i've grown ebitda or i've you know saved 20 on the operating side of the business but there's that eq and that management capability that mentoring it's really hard to screen for if you will you have to have conversations you have to really you know check those references and you know a great hire is one that can come in and honor your culture while at the same time getting the rest of the team galvanized around what the future can look like right and that's they're hard to find because like you said some people come in and bull and china shop i'm going to change everything tomorrow and that doesn't go well usually i think it's a skill set in itself to understand what needs to be changed and to make

  • Speaker #0

    to change things quickly, but also making people feel like you're bringing them alongside and they've had a say in that. And it really is a skill set. And the last thing I think, you didn't mention it, but... Hey, it's Cory. And if you like what you're hearing, give this episode a thumbs up and subscribe or follow to get reminders of new episodes of the Key Hire Small Business Podcast. You probably were going to is the owners who... There's no documentation. There's no delegation. Right. When when you're buying a business and the business is the owner, the value goes down really quickly. Correct.

  • Speaker #1

    Yeah. Systems and processes. And, you know, as it relates, I'm sure you get involved with writing job descriptions. Right. Because there is no documentation of the job description. The other. Yeah. The other thing that, you know, the founder will do is put on the lens of here's the job. today and they can articulate the job today and maybe even craft a job description that's compelling but also accurate. But what about the job tomorrow, the next year, right? You want that to be aspirational, not only to attract the right candidates, but to say this is the trajectory we're on and these are the skill sets that we need, right? We don't need yesterday is where we were. We need tomorrow where we're going. So that's definitely a mistake we see.

  • Speaker #0

    one of the biggest mistakes they make is hiring for today's needs and not future needs, right? And that's a big part of what we do is build capacity into those roles and make sure they understand why we're bringing people in.

  • Speaker #1

    So those are great. That's a great word, building capacity, right? Building capacity in. I love that because as it goes back to what we were talking about earlier, you know, everybody's usually at the top of their game. That's why you hire them. But unless they've done more and they can bring that skill set. back into your company, that's where you really get that multiplier effect.

  • Speaker #0

    Correct. Yeah. So I think we identified three main ones. It was, you know, not hiring the right leadership and talent and, and, um, cheaping out or trying to bargain hunt on people hiring for today's needs instead of future needs. Not keeping up with, with the times, whether it's technology or innovation or whatever it is, and just kind of thinking. We own this market. We're good. And not remembering there's always someone coming up behind you who's who's trying to knock you off your off your pedestal. And then the third one was, you know, owners not thinking about documenting. Another big one I know is getting your finances, your financials in order. Right.

  • Speaker #1

    Oh, absolutely. Top grading. But you said something that really struck a chord with me and it reminded me. of something relative to, you know, from a top grading standpoint. The second I mentioned, you know, seller expectation as a deal killer and owner dependence, but that financial accuracy and acumen, you know, if a lot of entrepreneurs are growth focused, they don't tend to be bean counters. Right. But really having someone in that role that is really good, not only from a cash flow and closing out your financials, but really thinking about the financial acuity of your firm. I mean, that's huge because folks will walk away from messy QuickBooks and, you know, just because it's too much to correct, too much to fix, and you can't rely on it. So that's definitely a hire that makes a lot of sense. And one last thought, and this is the one that really kind of struck me. Along the lines of the changing personnel landscape, we're seeing a lot of companies make a hire. of a data scientist or a FP&A analyst or even a sales analyst, because nowadays, I don't care, let's use our welder example, right? You think of welding as a services business and an online business, but they're also usually distributing products and doing other things. But really, in today's data-driven world, you have to be open to new hires and hires that aren't on the org chart. What does the business need to compete? compete in the next two, three, four years. And that may be something entirely different than what you have on your org chart today.

  • Speaker #0

    Yeah, that's a great point. And that's a good segue into your advice. So based on the mistakes people are making, or if there's a business owner out here who's thinking, yeah, selling in the next three, five, 10 years is on my horizon. It's something I want to do. what are the top three things, three to five things you would recommend they start doing right now to better position themselves to get a fair multiple? I'll caution that by saying not the multiple they want, because that's probably 50% more than the right multiples in some cases. So what would you kind of advise them to start looking at and getting an order now to prepare for a sale? or an acquisition?

  • Speaker #1

    Yeah, great question. I think there's a few things that come to mind. The first of which is you got to have great advice. And that advice comes from the people that you're probably leaning on to help you grow the business. So start with intent and sharing with your close advisors that you're starting to think about this. So tell your attorney and say, hey, I'm thinking about exiting my company. I know it's a... a process, not an event. And then I'm going to have to do some preparatory work. So on your personal side, do you have an estate plan? Do you have a tax plan? Do you have all those things as an entrepreneur that you need so that it's not how much you sell it for? It's how much you keep, right? So let's be smart. Let's play a little defense. Let's do some preparation. Then go to your CPA and say, CPA, I know I'm running the boat and the country club and all these other fun things because I get to take advantage of tax rules and save some taxes by having a... private company, but I'm thinking of selling in the next few years. How should I be structuring my finances, my accounting controls, all of those things, and my taxes to be able to coordinate that? So now you have an attorney and a CPA, right, that are on your team and know your goal. And then talk to an investment banker or a business broker, depending upon the size of your business, and say, okay, I need you, Mr. Investment Banker, to not only tell me what I'm worth today, but tell me what I have to do to make, A, my business sellable, and B, get the multiple that I want. And then once you have that conversation with the investment banker, they can give you some tangible advice on a timeframe and tell you where the bang for the buck investments are. Now, if you want to stick around and be a minority shareholder and work for another five years, there's one set of rules for that. But if you want to walk away the day of the sale, right, you got to do some other preparatory work to make sure that that, you know, you can meet your goals there. And then lastly, once you've got your attorney and CPA and your investment banker giving you all of this advice and it comes with, you know, hard fought, you know, experience, then go to your wealth manager and say, OK, these guys are telling me that today I'm worth 25 million.

  • Speaker #0

    I'd like to get it to 30 so I can probably do some things that they recommended to get it to 30. Is 30 enough to meet my personal goals and to live on and all of that? And they can craft a plan so that when you go into that sale process, you're not nervous. You're not wondering. You know what you're worth. You know what the market can bear. You know what your number is. I'm going to sell for this and not a penny less. And, you know, give or take a couple million bucks. And then and then I know that my family's set or that my financial goals are going to be met. So, I mean, that's the process. And if you try to do that two months before you're ready to go to market, it's not going to go well. I would suggest a couple of years getting those people aligned and on your team. Yep.

  • Speaker #1

    What's that lead time? And the other you brought up something I think is worth making a distinction between. So if you're being acquired as a bolt on or an add on, there is a chance you can walk.

  • Speaker #0

    Right. Yeah. Especially by a strategic buyer that already has knowledge and understanding and all the people back at HQ to do your job and others, right? Yeah.

  • Speaker #1

    But if you're being purchased as a platform, you'll probably be expected to go through an earn out. So my understanding of an earn out is like, you're going to be here for five years. Here's what we're going to pay you. And at the end of the five years, we're going to assess the company and you're going to get another payout. So we're going to give you.

  • Speaker #0

    this much cash now and then there's more cash coming at the end which is probably more than if you just took the buy correct uh yeah it can be for sure you get that famous second bite of the apple but i would just add one other element to what we call deal structure so if you're if you're being purchased as a private equity platform and someone's going to grow your company by further professionalizing it giving you additional capital, maybe making some acquisitions, you will be expected to stick around for a while and or have a very clear succession plan. All right, you want to exit in two years. We'll allow that. We got to hire a CEO and you're going to be very involved in that process. The other thing in that environment, in addition to a potential seller note or earn out, they will likely ask you to roll some equity. So if the number is 30 million, you might be expected to roll. you know, 3 million back into NUCO for the next five years. So you'll be an investor as well as maybe an employee, or if you're not an employee, at the very least, you're going to be an investor. So it's hard getting out of your company and nobody lets you, you know, kind of walk away, so to speak. It's very rare that someone has 100% cash. Here you go, right? Have a great life. So you just have to be prepared for that. And I think your investment banker can outline what we call the universal buyers. of who's the most likely acquirer for your type of company and and that may you might say i don't want to talk to that group because i don't want what comes with that you know the five years hanging around or rolling equity i just want to talk to strategics right that'll give me that exit path but i guess i'll i'll end with this thought the um the definition of a truly valuable company is one that doesn't need you in it so you want to increase your walk away odds Make sure that you've got a management team that have rock solid, that you don't own any of the relationships. You're just showing up to board meetings and reviewing monthly financials. If you can get to that state, then you're in tall cotton.

  • Speaker #1

    And you said your acid test is, can you take a 30-day trip and the building doesn't burn down?

  • Speaker #0

    Yeah, we do that for two reasons, right? So can you relinquish control without checking in and putting your thumb on it, on the scales? And... This is interesting because we find, especially with three, four months away or less control, companies sometimes flourish, which proves that the owner was the bottleneck. And so they even surprise themselves and say, well, I thought nobody does it as good as I can do it. Well, your team, you've done a good job preparing them. Maybe you do have some more flexibility and freedom in your life than you thought you did.

  • Speaker #1

    They come to the realization, maybe I am in the pain in the ass here. I'm really not.

  • Speaker #0

    Exactly. My way is not always the scalable way, right?

  • Speaker #1

    So, Craig, if someone's listening to this thinking, man, I have been thinking about selling my business and, you know, I'd like to pick Craig's brain and learn a little bit more about him and what Summit does. How can we get in touch with you?

  • Speaker #0

    Yeah, I think, you know, Merit Investment Bank, our website has our investment bank name in it. So you can show up on SEO. I'm on LinkedIn. I've got a lot of folks that are followers on LinkedIn and we put out some publications there that could be helpful. And our blog talks all about the things you should do to get prepared. And certainly feel free to... reach out via email. It's craig.dickens at Merit Investment Bank. There you go. Got it right there. Happy to have a conversation and see if we can help you achieve your goals.

  • Speaker #1

    Very cool. And we'll put all those contacts in the liner notes. My bad. Merit Investment Bank. Hey, thanks so much for your time. This has been enlightening. It's been a great conversation. I think there's a lot of value there for anyone really who just wants to understand a bit the finances of owning and running a business. Thanks for your time.

  • Speaker #0

    Absolutely, Corey. It's been great. Enjoyed it.

  • Speaker #1

    Yeah, thanks so much. Appreciate it.

  • Speaker #2

    Thank you for tuning in to today's episode. We appreciate your support. If you enjoyed the show, we would love it if you could take a moment to leave us a review. And don't forget to subscribe or follow to stay up to date with all the latest episodes as they're released. Discover how key hires support small business owners with talent planning and acquisition by exploring our YouTube channel or LinkedIn page. For comprehensive information, visit our website at www.peahire.solution where you can also sign up for a complimentary consultation to discuss any talent, experience, or capacity problems that keep you awake at night. Until next time, stop grinding and start grinding.

Description

Welcome to The KeyHire Podcast, where we dive deep into the strategies for building, scaling, and selling your small business. In this episode, your host Corey Harlock, Principal Consultant at KeyHire Solutions, sits down with Craig Dickens, Chairman of Merit Investment Bank, to discuss the critical steps in assembling a winning team for a successful business exit.


Craig shares his insights from years of experience in mergers and acquisitions, walking us through how a well-structured team can significantly enhance your business's value when it’s time to sell. Whether you're planning to exit soon or just starting to think about your long-term strategy, this episode offers invaluable tips on preparing your company for sale, aligning your team’s goals, and maximizing your return.


📈 Key Topics:

- Why the right team is key to a successful exit

- How to prepare your leadership team for the sale process

- The role of a Chairman in the sale of a business

- Common mistakes small business owners make during an exit


🔔 Don’t forget to subscribe for more expert advice on scaling and selling your business!


Learn more about Craig: https://www.craigdickens.com

Schedule a free call with Corey: www.keyhire.solutions/consultation


Hosted by Ausha. See ausha.co/privacy-policy for more information.

Transcription

  • Speaker #0

    As a business owner, are you thinking of exiting your company? Are you thinking, what do I need to do, sell at the end of the day? Do you have a horizon? Do you have a timeline? And are you the reason you won't be able to sell your company or get the multiple you're looking for? Welcome to the Key Hire Small Business Podcast, your go-to resource for tackling challenges and empowering small business owners to scale successfully. Our mission is to help unlock their businesses full potential. My name is Corey Harlock and I'll be your host. Welcome to episode 27 of the Key Hire Small Business Podcast, where we cover the issues that help small business owners scale their business. I'm Corey Harlock, creator of Key Hire Solutions, where we help companies grow with our talent and I'll be your host today. Our guest today is Craig Dickens. He's the chairman of Merit Investment Bank. I think he's up in... Seattle or something. Let me see. Where are you? Washington, up in Washington. And Merit Investment Bank raises capital. They buy and sell companies. So he knows what he's talking about. He's walked the walk as a serial entrepreneur. He's had eight. He started eight companies. He's acquired seven companies and added 20 plus bolt on or add on companies to increase the value of those companies for resale, I'm sure. He's an expert in assessing management teams, which is exciting. We'll get some of that insight today. And on a personal note, he's got five kids, so he's a busy guy. He's managed to get three of those kids out of the house and two of them are still in there. But today we're going to be talking with Craig about the founder bottleneck, how to build your team so you can sell your company. So Matt, let's bring Craig on to the show. Hey, how are you doing?

  • Speaker #1

    Hey, Corey, how are you? Good to see you. I'm doing great.

  • Speaker #0

    I'm good man. How is the weather up in Washington right now?

  • Speaker #1

    Man, it's been fantastic. This is a time of year we live for, although today's a little bit overcast, but yeah, it's been good. No complaints.

  • Speaker #0

    You could be in Houston where every day the low is 78 and the high is 100 right now.

  • Speaker #1

    Exactly. And you have to change your shirt every 20 minutes, right?

  • Speaker #0

    It doesn't even matter. When I used to live up in Canada, if you had some, you know, sweat spots on your shirt you used to be really self-conscious about it down here in Houston it's just it's part of the uniform man those you know the wet spots on your shirt absolutely absolutely awesome well hey um I want to talk to you today I'm super excited because first of all you kind of come from that um are we calling it a family office are we calling it PE what is you know where what space are you dabbling in I think you're low to middle market right

  • Speaker #1

    Yeah, absolutely. And I kind of wear two hats, right? So running an investment bank for the last dozen or so years, right, we help clients buy and sell businesses, prepare management teams for succession. And then also I do a little bit of buying for our private equity family office and make direct investments. So I wear both hats. Predominantly on the investment banking, it's selling businesses. And then obviously on the private equity side of things, we buy businesses.

  • Speaker #0

    And so part of selling those businesses. is don't get mad at me like broker in a sense like people will come to you and say i'm thinking of selling so you would go in and do the the due diligence and and run it and come back and say and give them the news that here's what your company's worth and then watch them go no it's 10 times then yep

  • Speaker #1

    yep that's that's a common uh the number one deal killer is seller expectations everybody thinks their business is worth you know 10 times what the market will pay for it but The good news is, is there's usually a path to increase that value. And a lot of that has to do with the management team and the quality of the management team. I forget whether it's Charlie Munger or Buffett. You know, what are the three most important things in the deal? Management team, management team and management team. Right.

  • Speaker #0

    Location, location, location.

  • Speaker #1

    Exactly.

  • Speaker #0

    So we're going to get into this a bit, which I think is an amazing topic for. So. We always try to look at it through the lens of I'm a business owner. Maybe it's a generational business and there's no one coming up that wants to take that over. Or maybe it's I've been running this business and it's tired or we've never been busier. I want to take some cash off the table, whatever it could be. So let's talk through. We're talking about the owner bottleneck, right? And. and most people that do what we do, you look, you go in and you're always trying to find the constraints. What, what is, I always look at operational constraints, what's holding you back from delivering. And I always look at that from the talent aspect, right? But for you, walk us through, and maybe that's, you know, what is it, right? What is the owner bottleneck and what are you looking at in terms of evaluating and putting a price on and reselling a company? What do you go in and evaluate? What constraints are you looking for within a business?

  • Speaker #1

    Yeah, great question. I think there's multiple facets to it.

  • Speaker #0

    It's a big one.

  • Speaker #1

    Yeah, it is. And I think, look, most people, and let's just say I'm a welder. right i started off as being a welder i got a reputation for being a good welder and then at some point i decide that well i can do this myself i can do it better than you know my boss maybe so those people that start off and start a company it starts as a lifestyle company you know and they take their skills to the next level and they reach a certain growth in that business typically and it's mostly on their back right being the founder or being the owner the buck stops here right but ultimately when companies grow to a point where you know that owner becomes the main constraint if they're touching everything if they're having to make decisions on everything and they talk to their banker and they hire people and they deal with insurance and all the things a lot of entrepreneurs don't like to deal with you know that takes away or can distract from their growth and certainly it takes a different mindset to actually scale your welding business right so that you're not also you know doing payroll and doing the welding right so you have to scale So you really have to be able to look at the business as something more than just a lifestyle and a passion and something that you started, but bring on critical resources and critical people, not only do the work, but also to maybe take away the things that are not adding to your genius or adding to your passion that don't fill your cup, right? It's a very touchy feely, you know, it's not filling my cup. I hate doing insurance, but I have to be the guy that does it. So, you know, at some point you have to trust. And a lot of founders and owners are hard driving type A. I built this thing from the ground up. And the word is I, I, I. It needs to turn into we, we, we. Right. So, you know, that that's always the conundrum. And as as you go to exit your business, those things that helped you grow it and make you successful in the grit and drive can almost be a negative when you go to step out. And so we call it owner dependent. us, right? So a buyer will look at your business and how dependent are the key customer relationships, who owns them? Is it with a salesperson or a sales team, or is it with the owner? And if I pay the owner a bunch of money, millions of dollars, and all of a sudden he goes away, do I now have a problem that those relationships also go away? So that's through the lens that we look at through that owner dependence and how well that owner has mentored his team. actually gone on vacation 30 days and not checked in every day, right? Take a 30-day vacation. That's our litmus test. If you can't do that, you have owner dependence.

  • Speaker #0

    Get out there, right? Yeah. And so you bring up a couple of really good points. And, you know, the arc of a small business is, you know, we take this welder and they, you know, they start a welding business and it starts going. So they hire their neighbor to help out and then they hire their neighbor's buddy and they build a team of. people who want the business to be successful. And that is how 98% of small businesses get started, right? Not very few businesses put a plan together and then go to a VC company and get seed money, right? That just, that doesn't happen. And so you build this leadership team of people who are all doing the best job they can and helping out wherever. help is needed. And then at a point, what you've referenced is they hit that ceiling where, and I talk about this all the time because it's really important. And when I talk to business owners, I say this, the hardest decision they will ever make in their entire career of owning the business is when they realize that crew of people that gave them blood, sweat, and tears and got them where they are, have now become the constraint. to the business growing beyond. And often that is because that owner has been doing the same. They're kind of dipping their toe in everything. And that person did not start a welding company because they love to hire and do HR, all the same procedure, and, you know, search benefits and go out and shop their benefit program. negotiate insurance contracts and put health and safety process and procedure in place and get OSHA certified. They love the wealth. And that what you're identifying is that crux where they have to say, okay. We need to go get experts. And then the other thing you said that I would tack on to from the capital standpoint is the human capital standpoint is you need to bring people that have that capacity that can say, OK, we're doing 10 million now. You want to get to 30. Well, don't hire someone from another $10 million a year company. Hire someone from $50 million a year company. Pay them because they can build the process and procedure that will enable you to grow responsibly into. where your goals are, right? To help you meet your goals.

  • Speaker #1

    Exactly. Yeah. I think, you know, if you think about it and this is this distinction owners need to make at some point when they're thinking about liquidity, you know, most of us, we start a company because we either have a passion or an idea or we think we can do it better. We grow the company and then it provides the things that we wanted it to provide, right? The toys in the garage, the boat on the lake. the second house, maybe put the kids through college, all of these lifestyle attributes. But it truly is an investment. And if you want to get to investment grade and get someone to pay you for your business and the value that you've created, you have to invest in those people. And to your point, most company owners, they had a $5 million, $10 million, $15 million business. Well, they're always at the peak of their learning, right? Because they've never run. 15 million, 10 million, 5 million until they did it themselves, right? So one of the secrets of private equity, for example, I mean, what do they bring? They bring capital. So you mentioned the bootstrapping of the company. They bring know-how, right? Because they've done it a hundred times, or they have people in their Rolodex that have done it a hundred times. And ultimately, they bring human capital that has done it at a level. They've gone through the lifestyle to institutional, further professionalizing. Or, you know, having grown the business and scaled it, they know what's going to work. So a lot of times what they're doing is they're doing what's called top grading of talent. Right. And saying, all right, what got us here may not necessarily get us to our next set of goals. And that is you're absolutely right. That's a tough that doesn't mean you need to let let go of, you know, your neighbor that you hired to do a certain job. But the job may change and somebody else may be better suited for that job. And, you know.

  • Speaker #0

    or they might get someone hired under them with with the hope and goal of being mentored and trained so down the road maybe they're they are now able to go into leave that company and go to another company and have value in what they do absolutely

  • Speaker #1

    yeah and i think the critical component there is to think about you know there's one key hire in the evolution of going from growth to scale is just as you mentioned finding that you know, to IC, that second in command. Because if you do get hit by a bus as the owner, you want somebody to be able to, on behalf of your family, right, to be able to run that and pick it up and so that you can actually go on vacation. And then to your point, building up that mentorship of the rest of the management team. So it's not just concentrated on one person, whether it's yourself or your second in command.

  • Speaker #0

    And so that leads nicely into the mistakes. The thing we always like to talk about are in your experience. What are the common mistakes an owner will make to them being the constraint of getting a cash event or getting an investment or selling or getting the multiple they want for their business? What are the most common mistakes they make?

  • Speaker #1

    Yeah, I think, you know, from a human capital perspective, reinvesting in people. you know, it's kind of contrary. If I bring on a CEO or a vice president of operations, that's going to cost me, pick a number, $200,000, $250,000 a year, all in, fully burdened, right? Plus some bonus, or maybe they want some equity. So that's going to hurt my earnings. It's going to hurt my lifestyle. But like anything with people, it is an investment. And you should get an ROI on that investment, right? So if I have to pay someone to come in and do a job for, let's make the math easy, for $200,000, and I want a three times return on my money, that person should contribute to the value over time $600,000 plus, right? So if you think about it mathematically, it takes some of the emotion out of it. You're really making an investment in the thing that you know best, which is your company. Right.

  • Speaker #0

    And that return can be in revenue and or cost saving, correct?

  • Speaker #1

    Absolutely. It's usually a combination of both, right? If you bring somebody that knows the efficiencies and yeah. And I would say another mistake that we see is, you know, just like every owner has a life cycle in their business. Every business has a life cycle. And if you've been fairly mature in your business, i.e. you've been running it a long time, you know, your risk tolerance goes down, your desire to reinvest in technology and, you know, look at AI. It's, you know, everybody's talking about it. Well, if you're that old line business that doesn't invest in a young whippersnapper who knows AI and can save you a million bucks over the next two years by making your business more efficient, you're going to lose out and your lifestyle. your life cycle curve is going to go down even faster and you're going to be less competitive in the market. So I guess we could put that in the bucket of being penny wise, pound foolish. And that's a mistake. We see some people, you know, they want to ride it out, whereas you really have to keep reinvesting in people and systems and processes to be really marketable.

  • Speaker #0

    So what I think I heard you say was stay current, stay on top of technology and don't just say, well, you know, we're we're. 20 million dollar your business right now we're profitable to the tune of you know 25 so what's five million dollars a year um you know i should get 10x on my business so i should be able to sell this for 25 million dollars or whatever it is i don't know if my math is there no did i say five 50 million 50 million right but then you come in and go you're for us to modernize your business is going to cost us a couple million and then we have to play a little catch up because you're already on the decline in terms of capability.

  • Speaker #1

    Yep. Yeah. And bringing on the talent, you know, so could you learn AI as a founder? Could your director of operations learn how AI can affect your business? Pick something else if you don't like AI and it's too topical and nobody knows whether it's real or not, right? Whether I'm actually going to save some money, you know, an ERP system.

  • Speaker #0

    is a big one. Yeah,

  • Speaker #1

    remanufacturing. Yeah, all of those things that, you know, it's usually easier to hire expertise. You can even do it on an outsource basis until you're ready to take on that role. But it's usually easier to get the expertise versus train the expertise because your competitors, time is your enemy, right? Because if they do it faster than you are, you're going to start losing some business. So really, you have to see that as an investment. And also measure it from an ROI standpoint. Am I getting the ROI on the high? And usually if you're a great person, the ROI is the easy part.

  • Speaker #0

    And there's a way I ask my business owners to look at that. You know, you can hire for experience or you can hire for potential. And potential is the young whippersnapper, as you mentioned. They're going to be cheaper in the door, but the ROI is long tail. because they don't have the experience capacity. So you're going to have to give them that to them and mentor them. So you have to make sure you have something in place to kind of maximize that ROI. But let's call it 12, 18, 24 months before they're paying for themselves, not paying you back in multiples, right?

  • Speaker #1

    Yep.

  • Speaker #0

    But you can go ahead and get experience and that's expensive. But your ROI should be almost immediate if you get the right person. And you should be paying. at the end of year one, you should have recouped that investment and you should be on the way to being profitable again.

  • Speaker #1

    Yep. Absolutely. Yeah. So it's investment mindset.

  • Speaker #0

    Yeah. In my experience, the mistake a business owner will make is they'll try to split the baby and they'll try to find that young up and comer whippersnapper that they think they can convert to get that quick return on investment. And that's Like that's just playing the long odds, right? That's like going to the Kentucky Derby and taking, betting a thousand bucks on the horse with the biggest odds. The chances of them winning are slim and none, but if they do, it's a huge payoff, right? But is that how you want to run your business? Like, do you want to play odds or do you want to make sure, go through the process of identifying your needs and hiring that right experienced person who can walk in on day one and say, nice to meet you now. Can you please excuse me? I have work to do. and they start you know i have a client who brought someone in and it was my favorite line ever he said i don't expect you to make changes quick too quickly but if you could start before lunch that would be great yeah yeah there's something to be said for when expertise shows up um it

  • Speaker #1

    should be a relief and for a lot of founders right it's our way of doing it uh no no our company's different well you know i'm a professional in my space and I've run a $50, $100 million company, I think I have a pretty good idea. So one of the things that, you know, it's hard to coach this, but as a founder, you have to be able to let go of it, right? You have to be able to say, Hey, I understand my way was the way that got us here, but... Let's trust your way to get us to the next level. Right. Letting those things in touch.

  • Speaker #0

    Not just the founder, but the founders could be best friend who's going to be working under this person. It takes a lot of humility. And this is where I always get super cautious because business owners bust their butts to get where they are. Then someone comes in and says, oh, your baby's ugly. We're going to change everything. And there needs to be a callback or some recognition of, look, you've done a great job to get here. And whenever we bring experience in, we always have that conversation with that talent that's coming in saying, it's super important you understand. They've done a great job to get where they are. And you can't just go in and say, what are you guys doing? This isn't how you run a business. And you kind of upset everyone. And, you know, everyone, people always say, I love change. What they forget to say is.

  • Speaker #1

    unless it involves me yeah everyone else's job but i'm really good you don't need to touch what i do yeah well and i'm sure in your work you do a lot of work you know in terms of not just the quantitative yes i've come in and i've grown revenue or i've grown ebitda or i've you know saved 20 on the operating side of the business but there's that eq and that management capability that mentoring it's really hard to screen for if you will you have to have conversations you have to really you know check those references and you know a great hire is one that can come in and honor your culture while at the same time getting the rest of the team galvanized around what the future can look like right and that's they're hard to find because like you said some people come in and bull and china shop i'm going to change everything tomorrow and that doesn't go well usually i think it's a skill set in itself to understand what needs to be changed and to make

  • Speaker #0

    to change things quickly, but also making people feel like you're bringing them alongside and they've had a say in that. And it really is a skill set. And the last thing I think, you didn't mention it, but... Hey, it's Cory. And if you like what you're hearing, give this episode a thumbs up and subscribe or follow to get reminders of new episodes of the Key Hire Small Business Podcast. You probably were going to is the owners who... There's no documentation. There's no delegation. Right. When when you're buying a business and the business is the owner, the value goes down really quickly. Correct.

  • Speaker #1

    Yeah. Systems and processes. And, you know, as it relates, I'm sure you get involved with writing job descriptions. Right. Because there is no documentation of the job description. The other. Yeah. The other thing that, you know, the founder will do is put on the lens of here's the job. today and they can articulate the job today and maybe even craft a job description that's compelling but also accurate. But what about the job tomorrow, the next year, right? You want that to be aspirational, not only to attract the right candidates, but to say this is the trajectory we're on and these are the skill sets that we need, right? We don't need yesterday is where we were. We need tomorrow where we're going. So that's definitely a mistake we see.

  • Speaker #0

    one of the biggest mistakes they make is hiring for today's needs and not future needs, right? And that's a big part of what we do is build capacity into those roles and make sure they understand why we're bringing people in.

  • Speaker #1

    So those are great. That's a great word, building capacity, right? Building capacity in. I love that because as it goes back to what we were talking about earlier, you know, everybody's usually at the top of their game. That's why you hire them. But unless they've done more and they can bring that skill set. back into your company, that's where you really get that multiplier effect.

  • Speaker #0

    Correct. Yeah. So I think we identified three main ones. It was, you know, not hiring the right leadership and talent and, and, um, cheaping out or trying to bargain hunt on people hiring for today's needs instead of future needs. Not keeping up with, with the times, whether it's technology or innovation or whatever it is, and just kind of thinking. We own this market. We're good. And not remembering there's always someone coming up behind you who's who's trying to knock you off your off your pedestal. And then the third one was, you know, owners not thinking about documenting. Another big one I know is getting your finances, your financials in order. Right.

  • Speaker #1

    Oh, absolutely. Top grading. But you said something that really struck a chord with me and it reminded me. of something relative to, you know, from a top grading standpoint. The second I mentioned, you know, seller expectation as a deal killer and owner dependence, but that financial accuracy and acumen, you know, if a lot of entrepreneurs are growth focused, they don't tend to be bean counters. Right. But really having someone in that role that is really good, not only from a cash flow and closing out your financials, but really thinking about the financial acuity of your firm. I mean, that's huge because folks will walk away from messy QuickBooks and, you know, just because it's too much to correct, too much to fix, and you can't rely on it. So that's definitely a hire that makes a lot of sense. And one last thought, and this is the one that really kind of struck me. Along the lines of the changing personnel landscape, we're seeing a lot of companies make a hire. of a data scientist or a FP&A analyst or even a sales analyst, because nowadays, I don't care, let's use our welder example, right? You think of welding as a services business and an online business, but they're also usually distributing products and doing other things. But really, in today's data-driven world, you have to be open to new hires and hires that aren't on the org chart. What does the business need to compete? compete in the next two, three, four years. And that may be something entirely different than what you have on your org chart today.

  • Speaker #0

    Yeah, that's a great point. And that's a good segue into your advice. So based on the mistakes people are making, or if there's a business owner out here who's thinking, yeah, selling in the next three, five, 10 years is on my horizon. It's something I want to do. what are the top three things, three to five things you would recommend they start doing right now to better position themselves to get a fair multiple? I'll caution that by saying not the multiple they want, because that's probably 50% more than the right multiples in some cases. So what would you kind of advise them to start looking at and getting an order now to prepare for a sale? or an acquisition?

  • Speaker #1

    Yeah, great question. I think there's a few things that come to mind. The first of which is you got to have great advice. And that advice comes from the people that you're probably leaning on to help you grow the business. So start with intent and sharing with your close advisors that you're starting to think about this. So tell your attorney and say, hey, I'm thinking about exiting my company. I know it's a... a process, not an event. And then I'm going to have to do some preparatory work. So on your personal side, do you have an estate plan? Do you have a tax plan? Do you have all those things as an entrepreneur that you need so that it's not how much you sell it for? It's how much you keep, right? So let's be smart. Let's play a little defense. Let's do some preparation. Then go to your CPA and say, CPA, I know I'm running the boat and the country club and all these other fun things because I get to take advantage of tax rules and save some taxes by having a... private company, but I'm thinking of selling in the next few years. How should I be structuring my finances, my accounting controls, all of those things, and my taxes to be able to coordinate that? So now you have an attorney and a CPA, right, that are on your team and know your goal. And then talk to an investment banker or a business broker, depending upon the size of your business, and say, okay, I need you, Mr. Investment Banker, to not only tell me what I'm worth today, but tell me what I have to do to make, A, my business sellable, and B, get the multiple that I want. And then once you have that conversation with the investment banker, they can give you some tangible advice on a timeframe and tell you where the bang for the buck investments are. Now, if you want to stick around and be a minority shareholder and work for another five years, there's one set of rules for that. But if you want to walk away the day of the sale, right, you got to do some other preparatory work to make sure that that, you know, you can meet your goals there. And then lastly, once you've got your attorney and CPA and your investment banker giving you all of this advice and it comes with, you know, hard fought, you know, experience, then go to your wealth manager and say, OK, these guys are telling me that today I'm worth 25 million.

  • Speaker #0

    I'd like to get it to 30 so I can probably do some things that they recommended to get it to 30. Is 30 enough to meet my personal goals and to live on and all of that? And they can craft a plan so that when you go into that sale process, you're not nervous. You're not wondering. You know what you're worth. You know what the market can bear. You know what your number is. I'm going to sell for this and not a penny less. And, you know, give or take a couple million bucks. And then and then I know that my family's set or that my financial goals are going to be met. So, I mean, that's the process. And if you try to do that two months before you're ready to go to market, it's not going to go well. I would suggest a couple of years getting those people aligned and on your team. Yep.

  • Speaker #1

    What's that lead time? And the other you brought up something I think is worth making a distinction between. So if you're being acquired as a bolt on or an add on, there is a chance you can walk.

  • Speaker #0

    Right. Yeah. Especially by a strategic buyer that already has knowledge and understanding and all the people back at HQ to do your job and others, right? Yeah.

  • Speaker #1

    But if you're being purchased as a platform, you'll probably be expected to go through an earn out. So my understanding of an earn out is like, you're going to be here for five years. Here's what we're going to pay you. And at the end of the five years, we're going to assess the company and you're going to get another payout. So we're going to give you.

  • Speaker #0

    this much cash now and then there's more cash coming at the end which is probably more than if you just took the buy correct uh yeah it can be for sure you get that famous second bite of the apple but i would just add one other element to what we call deal structure so if you're if you're being purchased as a private equity platform and someone's going to grow your company by further professionalizing it giving you additional capital, maybe making some acquisitions, you will be expected to stick around for a while and or have a very clear succession plan. All right, you want to exit in two years. We'll allow that. We got to hire a CEO and you're going to be very involved in that process. The other thing in that environment, in addition to a potential seller note or earn out, they will likely ask you to roll some equity. So if the number is 30 million, you might be expected to roll. you know, 3 million back into NUCO for the next five years. So you'll be an investor as well as maybe an employee, or if you're not an employee, at the very least, you're going to be an investor. So it's hard getting out of your company and nobody lets you, you know, kind of walk away, so to speak. It's very rare that someone has 100% cash. Here you go, right? Have a great life. So you just have to be prepared for that. And I think your investment banker can outline what we call the universal buyers. of who's the most likely acquirer for your type of company and and that may you might say i don't want to talk to that group because i don't want what comes with that you know the five years hanging around or rolling equity i just want to talk to strategics right that'll give me that exit path but i guess i'll i'll end with this thought the um the definition of a truly valuable company is one that doesn't need you in it so you want to increase your walk away odds Make sure that you've got a management team that have rock solid, that you don't own any of the relationships. You're just showing up to board meetings and reviewing monthly financials. If you can get to that state, then you're in tall cotton.

  • Speaker #1

    And you said your acid test is, can you take a 30-day trip and the building doesn't burn down?

  • Speaker #0

    Yeah, we do that for two reasons, right? So can you relinquish control without checking in and putting your thumb on it, on the scales? And... This is interesting because we find, especially with three, four months away or less control, companies sometimes flourish, which proves that the owner was the bottleneck. And so they even surprise themselves and say, well, I thought nobody does it as good as I can do it. Well, your team, you've done a good job preparing them. Maybe you do have some more flexibility and freedom in your life than you thought you did.

  • Speaker #1

    They come to the realization, maybe I am in the pain in the ass here. I'm really not.

  • Speaker #0

    Exactly. My way is not always the scalable way, right?

  • Speaker #1

    So, Craig, if someone's listening to this thinking, man, I have been thinking about selling my business and, you know, I'd like to pick Craig's brain and learn a little bit more about him and what Summit does. How can we get in touch with you?

  • Speaker #0

    Yeah, I think, you know, Merit Investment Bank, our website has our investment bank name in it. So you can show up on SEO. I'm on LinkedIn. I've got a lot of folks that are followers on LinkedIn and we put out some publications there that could be helpful. And our blog talks all about the things you should do to get prepared. And certainly feel free to... reach out via email. It's craig.dickens at Merit Investment Bank. There you go. Got it right there. Happy to have a conversation and see if we can help you achieve your goals.

  • Speaker #1

    Very cool. And we'll put all those contacts in the liner notes. My bad. Merit Investment Bank. Hey, thanks so much for your time. This has been enlightening. It's been a great conversation. I think there's a lot of value there for anyone really who just wants to understand a bit the finances of owning and running a business. Thanks for your time.

  • Speaker #0

    Absolutely, Corey. It's been great. Enjoyed it.

  • Speaker #1

    Yeah, thanks so much. Appreciate it.

  • Speaker #2

    Thank you for tuning in to today's episode. We appreciate your support. If you enjoyed the show, we would love it if you could take a moment to leave us a review. And don't forget to subscribe or follow to stay up to date with all the latest episodes as they're released. Discover how key hires support small business owners with talent planning and acquisition by exploring our YouTube channel or LinkedIn page. For comprehensive information, visit our website at www.peahire.solution where you can also sign up for a complimentary consultation to discuss any talent, experience, or capacity problems that keep you awake at night. Until next time, stop grinding and start grinding.

Share

Embed

You may also like