Seminar 5: Merger and Acquisition Strategies for the Entrepreneurial Enterprise, and Exit Plans for the Entrepreneur

Seminar Location and Time

University of Maryland University College
Dorsey Station

March 10, 2009
8–11 a.m.

Description

Part One: This program provides the business owner with an understanding of what is involved in the preparation and execution of liquidity strategies for his business. All the relevant liquidity options will be covered: sale of the business, recapitalization of the business with a financial buyer/investor, creation of an Employee Stock Ownership Plan (ESOP) and an initial public offering (IPO). The current state of the mergers & acquisitions (M&A), equity and debt markets will also be covered. Several examples of both successful and unsuccessful company M&A strategies will be used to highlight specific lessons learned.

Part Two: The second part of today’s seminar will cover the succession planning side of an exit from the business. Topics will include management succession, ownership succession, gifting, estate planning issues, and tax management.

Goals

After completing this course, you will gain knowledge of:

• The current state of the M&A and related markets
• Several strategies for increasing enterprise value and positioning a company for a liquidity transaction
• The M&A process for a company and the roles of company management, investment bankers, lawyers and consultants
• The distinction and relative merits of different transaction structures (sale, recapitalization ESOP, IPO etc.)
• The issues involved in exiting a business from the standpoint of both management and ownership succession planning.

Outline and Structure

The program covers a wide range of financial, business, and personal topics which can be efficiently grouped into convenient categories for study according to the major decisions encountered by the typical business owner. We have structured this program into two parts, which we believe are critical for success:

Part One: M & A Strategies

• Overview of the M&A and related markets
• Positioning a company to maximize value
• Overview of different transaction structures (sale, recapitalization, ESOP, IPO)
• Details of the merger and acquisition process (offering memorandum, letters of intent, due diligence, definitive agreements, and closing)
• Case studies

Part Two: Succession Planning

• Management succession planning
• Ownership succession planning
• Techniques for transferring to family members and estate planning
• Buy sell agreements
• Tax management
• Selecting the succession team

Materials and Preparation for Participants

Program materials will be provided.

Contact Information

For this Seminar Topic

Brian Keane
7272 Wisconsin Avenue
4th Floor
Washington, DC  20814
202-861-5068
brian.keane@citi.com

John H Gardner
Citi Wealth Advisory Services
650 S Exeter Street, Suite 1050
Baltimore, MD 21202
410 736-5550
John.h.gardner@citi.com

For the Entrepreneur Development Center

University of Maryland University College
Dorsey Station
443-459-3500
edc@umuc.edu