With all the distrust taking place around us today in government, business, churches, the media, banks, sports, and an array of other institutions, trust is clearly one of the most fundamental aspects of our lives.  The most recent report out from the Edelman Trust Barometer – http://www.edelman.com/trust/2011 – indicates that trust in the United States has significantly declined this year from previous years.  As Americans, we often think of ourselves as trustworthy, but for a number of reasons, people of other countries do not agree.  Why?

Behaviors are what build or destroy trust – and the core element of Trust begins with self.  If you don’t trust yourself, there is probably a good reason for it because only you know yourself best. The next level of trust is that associated with ones nearby relationships…do you talk about others in disparaging terms when they are not present?  Do you honor commitments or do you say one thing and then do another?  Relationships of trust are built over time – and they affect all aspects of our business and personal lives.  An extension of personal trust is organizational trust – how responsibly or trustworthy is the organization which you lead.  Do you do the right things for the right reasons?  Do you have more than a simple legal obligation to your customers? After all, organizational trust usually leads to market and societal trust.  As service providers, there certainly are moral and ethical implications around your business practices – what are they and how do you measure up?

One thing most people don’t fully appreciate about Trust is that it comes with definitiveeconomic implications personally and organizationally- high and low Trust operating environments have financial implications for every business.  When high levels of trust exist, things move faster, there is less “games playing”, and with speed comes progress and cost savings.  Time to market improves and a feeling of pride and even joy tends to permeate the organization when trust is at a high level.  Unfortunately, the reverse of these attributes exists when the atmosphere is one of low trust, suspicion, and fear.So, for economic reasons, as well as good common sense, we all need to strive to understand Trust and make it an active, mindful, and ongoing part of the way we conduct our life and our businesses.These things and more are going to be discussed in a lively XPS session on January 24^th at Babson – come and enjoy a new perspective on a foundational principal of everyday living.

Phil Thomas is an experienced public and private company senior executive. He is a five-time CEO having led both private and public companies. Prior to his business career, he served eight years with distinction as a decorated U.S. Naval Intelligence Officer and subsequently completed executive development courses at the Harvard and Stanford Business Schools.

During his 30 year military and business career, he has traveled extensively throughout the world and was twice named as a finalist in the Ernst and Young “Entrepreneur of the year” award program; several of his companies received awards such as “Most Innovative New Product”, “Best High Tech Company”, and twice as one of the “Top 100 Best Managed Companies in California”. He has been featured in a two page, color article in Forbes Business Magazine and has appeared in a variety of industry publications.

Breakfast Meetings
January 19 - Your Business at the Brink: Working Through Conflict to Open Your Future: Debbie Bing, Principal at CFAR Center for Applied Research reviewed the risks and opportunities business owners face when they experience conflict in their businesses, and offered productive ways to resolve conflict without avoiding it.

February 16 - What Business Owners Need to Know About Private Equity: Mark Jrolf, Managing Partner of Heritage Partners spoke about the process of preparing a company for ownership transfer, when a business owner should consider private equity options, and key attributes that private equity firms look for in an investment.

April 14 - Economies at the Crossroads: Why Your Thinking About the Global Economy Must Change: Robert Gough, Jr., Ph.D. economist, educator, on-air personality and President and CEO of  G-enovation candidly assessed how we got to where we are and discussed the need for innovative and internationally integrated solutions.

May 18 - An Owners’ Perspective: Merging Towards an Exit: Jeff Garr, CEO and partner at HR Knowledge and Ken Bettenhauser, President of Brokerage Services each created successful benefits and payroll companies, but the time came when they decided they needed to grow faster than they could organically in order to achieve long-term success. Jeff and Ken shared their thought process around why they decided a merger was the answer to growth, how they developed their business plan, mitigated risk, dealt with challenges, and leveraged their most trusted relationships.

June 15 - On the Right Track: How Your Communications Efforts Can Either Make or Break a Sale: Julia Tanen and Eileen Newman of KCSA Strategic Communications explained how you can help your clients to develop well thought out plans that allow both sides of the transaction to successfully manage stakeholders through the changes, while retaining the full value of the company being sold.

July 14 - Owners’ Perspective: Lessons Learned From the Sale of My Business: During this panel discussion, moderated by Bonni Carson DiMatteo, CMC, we heard from three business owners who successfully exited their businesses, Peter Fairbanks, former CEO of Bluestone Energy Services Ltd. and the current President of the new company Bluestone Energy Services LLC, Nancy Keddy, former co-founder of Everon Technology Services, LLC and the current CEO and co-founder of Touch Ahead Software and Rich Sullivan former co-founded RDS Machine, Inc. These entrepreneurs who had businesses in a variety of sizes and industries shared their lessons learned from the exit process.

Summit
March 15 - Assess, Adapt and Arrive: Navigating through challenging terrain: This summit featured three dynamic keynote speakers experienced in selling businesses or successful exits. In addition to the keynote presentations participants choose two of six break-out sessions and four of twelve “TEDs.”

Owners’ Academy
April 6 – The Vital Difference: Converting the Value of Your Business into Tangible Wealth – Riding the Elephant Through the Pass: This session took a critical look at how to manage your emotions to your advantage for the big pay-off. Paul LaFerriere and Dorrie Parini, a married couple and business partners, successfully founded, grew, managed and ultimately sold their business in 2007 pursuant to a management led buy out. Russell Shippee, representing the 4th generation, sold the family insurance agency, E.W. Shippee and Sons, Inc. on its 100th anniversary.

September 27 - Surviving the Power Shift – As a Business Owner, Which Will be Your Fate: Will You Succeed Gracefully, or Will You be Toppled?: Few things are more difficult and important to a business and its owners than leadership succession. Carl Famiglietti, MFA – Moody, Famiglietti & Andronico facilitated the succession stories of brothers Bill and Phil Noonan of Contravisory Investment Management who bought the business from their father and Fred Alper, former owner of Morris Alper, Inc. a food brokerage company. Fred bought his business from his father and then sold it years later to management.

December 8 - Selling Your Business: Preparing for and Negotiating Your Big Payday: Selling a privately held business is complex. It is wrought with both emotional and technical difficulty, and remarkably few business owners meet their exit objectives. Chip Johns of Vanguard Sailboats and Kevin Comer of Vision Technology discussed how they successfully navigated the business seas from start-up to the sale.

Roundtables
May 25 - Suddenly Fortunate…Now What?: Understanding an exiting business owner found wealth and the important role it plays in their life and the lives of others can be a daunting challenge. For many, philanthropic giving is an important goal. Brian Layton, Vice President of Bernstein Global Wealth Management and Jenna Smith Gomes, Director of Development of The Boston Foundation discussed How Much? Where? When? and How? They explored a practical research-based approach to these key decision variables. Jenna and Brian also reviewed the tax economics of gifting, and helping advisors and clients to think about how best to balance benefits to family and philanthropy.

October 27 – Demystifying the ESOP as an Exit Planning Tool: Two of the nation’s leading experts and Boston XPX members, Jim Higgins of SES Advisors, Inc. and Rob Edwards of Steiker, Fischer, Edwards & Greenapple, P.C., demystified the ESOP and provided attendees with a better understanding of how and when an ESOP can best be used as a tool for building a sound exit planning solution.

Networking Events
May 11 - Joint XPX program with MVVF and FBA – Managing Mergers and Acquisitions: This panel discussion helped attendees evaluate whether their company was already positioned to reap its intrinsic value when the unexpected event or unsolicited offer puts your company in play.

August 18 - Outdoor Cocktail Reception Along the Charles River: A pleasant evening outdoors networking with fellow professionals interested in the exit planning space. The evening included 30 minutes of speed networking, facilitated by Ted Gorski, Chief Effectiveness Officer at Get Your Edge.

December 14 - Evening of Holiday Networking: An evening of networking with fellow professionals interested in the exit planning space was enjoyed by those attending.

XPX – Gesmer Updegrove Fall 3-Part Series: A Guide for Service Providers…Creating our Own Plans for Growth and Exit with MFA – Moody, Famiglietti & Andronico, LLP, Webster Bank and Gesmer Updegrove
September 8 - Part 1: Developing Business, One Relationship at a Time: This breakfast looked inward at your business rather than looking outward at your clients’ business. Our panel Steve Snyder of Gesmer Updegrove, Travis Drouin of MFA – Moody, Famiglietti & Andronico and Lyn Kaplan of Insperity discussed client relationships, networking, social media and other tools to develop relationships. Barry Clapp of Clapp Ltd. was the moderator.

October 13 - Part 2: Stop Selling and Start Giving: Jim Ayraud, CEO and Founder of Next Level, Inc., challenged participants to reconsider their approach to business development and the “sales process” and provide a road map for new business development success.

November 10 - Part 3: Service Provider Success Stories: Travis Drouin of MFA – Moody, Famiglietti & Andronico moderated a panel of three very successful entrepreneurs who have had successful exits from their service business. Learn how Brian LeClair, John Snyder and Jane Johnson built their companies, their thought processes as they considered liquidity alternatives, how they identified suitors, and the trials and tribulations of the exit process.

Member-Only Dinner
June 7 - Member-Only Dinner: An evening of networking with other XPX Boston members.

The light went on for me yesterday. The ESOP regulations give the owner “superpowers” to create his or her own market for the sale of his company. It’s like pulling a rabbit out of a hat. And because he or she is the creator/master of the rabbit, the potential for abuse is huge; hence a trustee to watch over the rabbit to make sure once created the ESOP (my rabbit in this example) has a guardian and is able to have a fair and arm’s length relationship with its master. After all, the shares of the corporation owned in the ESOP are funding the employees’ retirement. The ESOP is essentially a mirror of the 401k, but in this instance, it is funded with shares of the employers stock.Clearly there is both an opportunity to increase a real and meaningful sense of employee ownership and for the employer to be abusive.

I learned that there is study by Steven Freeman with 30 years of empirical data, which concludes that ESOPs, on average, tend to be more productive, grow faster and last longer than non-ESOP businesses. Apparently,in contrast to traditional businesses, ESOPs created jobs during the recession!

Businesses with less than $2 MM in gross revenues are not good candidates for ESOP. Generally companies with more than 1,000 employees are also unlikely ESOP candidates. ESOPs are viable for companies with strong,steady growth potential and owners who are more than maximizing their financial wealth on the way out. They must have some legacy values as well, such as ongoing concern for employees, customers and the community. The highest price and the most cash will generally come from a strategic buyer, not an ESOP.Companies that have aggressive growth potential are not good ESOP candidates.

I learned that ESOPs, as a creature of statute (IRS Regulations),are complex and tricky, as well as powerful in the right situations. Those business that qualify are fortunate, but need adult supervision (great advisors like those at XPX!) to make sure they don’t get burned.

Rob Edwards and Jim Higgins of SES are terrific teachers. I wish we had another two hours to finish ESOP 101 for the experienced advisor. I am grateful for the lesson.

Click here for the presentation.

By Daniel A. Guglielmo, J.D.

Jim Higgins of SES Advisors, Inc. and Rob Edwards of Steiker, Fischer, Edwards & Greenapple, P.C. (PDF)