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Philadelphia Business Journal, some 70 percent of family-owned businesses fail or are sold before the second generation gets a chance to take over. While many owners prefer to pass the business on to family or staff, the failed transition is often due to a lack of trust and communication between the owners and successors, and the successors not being adequately trained with the right management skills. There are various types of business transition methods, and the following are the most popular in the construction industry:

• Internal sale. The company, under the new ownership structure and management team, secures funding from a bank in order to buy out the current owners, or the existing owners provide self-financing of the transaction.
• External sale. An external (third-party) sale is typically the best opportunity for the company’s shareholders to maximize value and liquidity while minimizing deal risk. However, the external sale creates the most exposure to future change.
• Recapitalization. The current owners identify a financial partner who is willing to acquire a majority of the stake in the company. The financial partner typically invests heavily in the company and ultimately seeks a premium with a three- to five-year exit window.
• Employee stock ownership plan (ESOP). An ESOP trust is formed in order to acquire stock from the selling owners in exchange for liquidity. Shares are then allocated over time to the accounts of eligible employees based on various factors. The ESOP offers the opportunity to create significant tax savings to the selling shareholders as well as to the company, if the company makes an S corporation election.
• Old company and new company plan. The old company ceases to build up value and essentially ceases its operations while the new company finishes out the work of the old company under a project completion agreement. The old company guarantees the bank debt and bonding line of the new company for a period of time so the new company can establish its financial strength. After a period of time, the old company is liquidated.

Formulate a Plan

Open communication is vital to any succession plan. Start the process by talking to family and staff who can objectively discuss your vision for the future — for yourself and your company. Once you have shared your ideas you can formulate a plan by focusing on the following steps:

1. Identify financial conflicts:
   • Expected versus real value of your company
   • Personal needs after retiring
   • Management’s acceptance of risks associated with a change in ownership
   • Credit capacity of the company, and impact on ongoing operations after the transition
2. Decide which family and/or key manager(s) you want to be part of your ownership and management succession plan.
3. Make sure your key players understand the responsibilities and risks associated with their role in the succession plan. Alignment of all stakeholders regardless of their role is essential for your vision to be realized.
4. Evaluate your successor owner/manager’s dynamics in anticipation of how he/she will respond to a change in management.
5. Assess the near and long-term development needs of the company.

Valuation & Financial Reporting

Key factors to consider when attempting to value the company upon transfer of ownership include:

• Market and customers. What is the potential for your company’s growth — is there a market of expertise or specialization to enhance its operations? Do your employees have adequate knowledge of this specialized area, or do they need more resources?
• Infrastructure. What is the quality of your assets, such as real estate and equipment? Do you have adequate management information systems, and is your management team able to maintain your company’s infrastructure?
• Financial performance. What are your company’s earnings, and what is your company’s bank and surety credit without your involvement as a founder?

Maximizing value of the company is the obvious goal of every business owner who looks to sell or transfer their ownership. The value of a construction company can be maximized if the company has four fundamental strengths. The first is a strong financial condition. This includes a healthy balance sheet, strong working capital, minimal line of credit borrowings, positive bank and bonding company relationships, and minimal historical and prospective exposure to sever job losses and contract litigation. The second fundamental strength is a strong backlog. Look at the quality of backlog projects. Does the construction company have the right experience to tackle those projects? Are they within favorable geographical performance zones? It’s also important that the projects in the backlog will yield quality gross profit margins with minimal “booking risk” and “profit erosion risk.” The third fundamental strength is having strong executive and field personnel. It’s critical to invest in seasoned leadership and strong talent. And finally, strong financial systems. Construction companies with proven fiscal controls, established reporting and budgeting systems, and credible and timely financial reporting are seen as more valuable than companies without those systems in place. Financial reporting is also vital to a transitioning construction company as it is imperative the company properly reports its earnings. It is just as crucial that the company report any unusual transactions or financial terms of operations that may impact the intrinsic value of the business. Examples of unusual financial transactions include, but are not limited to:

• one-time construction project gains, losses or other unusual items;
• excess or insufficient salaries or benefits that are paid to owners, family members or executives;
• excess family or executive perks;
• non-market rental or lease arrangements with related parties;
• non-recurring professional fees; and
• non-recorded financial transactions, including contingent gains and losses from construction litigation.

The Surety’s Point of View

Equally important as the overall financial performance of the company, if not more so, is confirmation that the new leadership team has the capabilities and a mindset that is consistent with the previous, successful management team. A surety’s assessment of management capabilities is more art than science, as nearly all sureties recognize that the contractor, rather than the surety underwriter, is the true expert in the construction business. As a result, the surety’s assessment is based primarily on overall comfort with the management team’s attitude towards financial and operational risk; a realistic attitude towards technical capabilities; and consistent transparency and responsible engagement with owners, subcontractors and service providers. Of course, a track record of successful project execution is the foundation of the management assessment. There are several best practices that the sureties will look for when supporting a contractor who is in the process of transitioning the company:

• Full commitment to succession planning – Top companies of all sizes view succession planning as part of their core responsibilities rather than as periodic events. Once top candidates for future leadership roles are identified, the leading contractors spend considerable time developing the capabilities of their high-potential candidates.
• Ongoing evaluation – Rather than identifying candidates for a “just in case” checklist, top organizations assess potential and performance on a continual basis when evaluating the readiness of leadership candidates. Further, rather than relying on performance in an employee’s current role, additional “bolt-on” responsibilities are given to stretch a future leadership candidate and determine his or her ability to operate at the next level. In this regard, a safety net is usually provided in order to limit the tuition cost of the education.
• Transparency – The pros and cons of transparency with succession plans are often debated. Full transparency can lead to the unintended consequence of resentment from less successful leaders, while limited transparency can result in mistrust within the organization. While there are merits to each argument, our observation is that top contractors tend to have a high level of transparency with leadership succession plans within their organizations. In addition to the internal transparency, the top companies also share their plans early and regularly with their service providers to ensure support for future changes.
• Planning with no immediate event on the horizon – Leading companies have made succession planning and leadership development an essential part of their core business activities. This approach results in an “always ready” environment that can make future planned or unplanned succession events less daunting and risky when the time comes.
• Depth of planning – When speaking of succession, we often hear people refer to the top jobs within an organization. Leading contractors go beyond senior management jobs when looking at their succession plans and then commit to an ongoing plan to identify and develop talent for positions that are well below the executive level. Over time, these companies have found that the process ultimately results in an extremely strong commitment to the organization’s success, as staff members feel they are part of a well-developed and strategically aligned plan for future growth and continuity.
• Attracting and retaining talent – Along with providing clear benefits in preparation for eventual management or ownership transitions, embedding succession planning into a contractor’s culture can help attract and retain staff in today’s highly competitive labor market. An absolute priority for attracting new talent is an environment of frequent feedback and well-developed career plans. A strong succession-planning culture facilitates the environment demanded by the new workers entering the workforce and the future leadership pool.

Overall, it is very important to decide what the best course of action is in order to ensure the goals and objectives of the selling shareholders are met. If there is one industry that understands the need for planning, it is construction. Timelines, deadlines and changing conditions are factors that construction leaders deal with on a daily basis. The companies that are strategic, realistic and committed to a successful transition will be the ones positioned for positive results. Remember, you don’t need to execute a plan all at once, but by setting interim goals, you can have a solid plan in place before you’re ready to pass on the business. The sooner you start discussing your succession with those you trust, the sooner you can feel secure about your company’s legacy and your personal future. Top contractors are ahead of the curve in making succession planning part of their core management and leadership activities, and those organizations will be better prepared for when the inevitable decision to transition occurs.   Angelo Straface, CPA, is a Senior Manager at Sax, LLP. He is a member of the firm’s Construction Practice and manages the audit and review engagement teams. He can be reached at astraface@saxllp.com.    " target="_blank">Essentials to Successful Succession Planning & Transfer of Ownership

Steve Antill, Foundation Software Think about the last search you performed online. Whether you were searching for the “fastest pizza delivery near me” or “hotel prices in Orlando” or anything in-between, you were ultimately looking for the most relevant and accurate information related to your search. How you’re able to find those websites with that relevant and accurate information is where SEO — or search engine optimization — comes in. By its most basic definition, SEO is the process that helps drive traffic from search engines to relevant websites. It’s also SEO that helps sites to rank higher — or closer to the top — in search results. Generally, sites with the most relevant and accurate information related to your query will show in your search results instead of those that are off-topic, inaccurate or poorly presented. As a website owner or anyone looking to grow their business, learning how search engines determine rank and optimizing your site accordingly can help increase your chances of showing on the SERP — or search engine results pages — putting more potential clients in contact with you and your firm.

Applying SEO

In theory, it all sounds easy enough, but how do you actually get your firm’s webpage to show? Unfortunately, there’s no one simple trick to immediately improve your SERP ranking, but there are certain steps you can take to get your site noticed. Though search engines change the exact criteria for how they rank sites frequently, accurate and relevant content never goes out of style. If you’re providing answers to the questions that searchers are asking, you’ll organically attract visitors to your site. Likewise, if your site is set up to be “found” by search engines and you’re creating a positive experience for your visitors, your audience will have a better chance of finding you and sticking around once they do.

1. Generating Content

In just about every SEO article or guide, you’re likely to find the phrase “content is king” somewhere. It’s common because it’s true, albeit with one caveat: that content also has to be quality. Beyond anything else, quality content is what will help improve your rank and drive searchers to your website. If you can’t correctly answer the question a searcher has or quickly offer whatever it is they’re looking for, they’re probably not going to visit your site or stay there for very long if they do. Because of this, you’ll want to take steps to create content that offers the best solutions to the problems that brought your visitors in the first place. When producing content in any form — blog posts, informative articles, podcasts, infographics, videos, etc. — it’s always important to keep your target audience in mind. You can help to narrow your specific audience by asking yourself a few questions:

• Who are you trying to attract to your website?
• What are your “typical” or target clients like?
• What are their interests and backgrounds?
• What information are they looking for, and what’s the easiest way to present it?

With these questions in mind, you can start to build an audience profile that will likely consist of several different target audiences. For example, you could have an audience of owners of construction businesses and an entirely different audience of their office managers. If these two audiences are searching for a basic term like “income statements,” it’s likely that what they’re looking for — and their motivations for searching for it — will be very different. The owner might be looking at hiring a construction-focused CPA to prepare their financial statements while the office manager might be looking for instructions on how to set up a statement. With separate content pieces that answer their questions, there’s a better chance of these two audiences finding your firm’s website. When thinking of “how” someone might be searching for something, try to incorporate the same keywords — the important words that searchers use in their queries — within your content that your audience uses. One simple way to build a list of these potential keywords is to start a search using broad terms related to your topic to see what auto-fills within the search bar or what other suggested searches appear based on those terms. Often, creating content that uses these more specific keyword phrases can help you get better results for your SERP ranking compared to broad terms which have already been targeted by thousands of other sites. To start building content, you might type “accounting” into a search engine and find suggested searches of “accounting definitions” or “accounting tutorial.” These may all present content opportunities for you or spark ideas for other content that you could create. For example, you might provide a list of some of the more common accounting terms and their meanings to cover “accounting definitions” or create an introductory article explaining the difference between credits and debits as an “accounting tutorial.” By creating content around these two search terms, you’re providing answers to searchers’ questions — thus creating quality content. From a client-generation perspective, you should include your firm’s location information somewhere within your content in order to extend your reach to those searching for accountants in specific cities, states or just “near me.” Having your location listed will help your chances to rank for these types of searches, putting you in contact searchers that could become your future clients. This is especially true if you’re providing the content they’re looking for — like an article detailing why a construction-focused CPA is a better choice for construction companies than a general CPA. At this point, you might be tempted to create a single blog post or article filled with every potential keyword you can think of. This practice, called “keyword stuffing,” can actually negatively impact SERP rank. Remember, quality content is key. Providing accurate, engaging content is more important than hitting every possible keyword as this will keep visitors on your site and provide them with the content they need. Additionally, include keywords as naturally as a person would talk or write. Making content accessible and not sounding like a sales pitch increases the likelihood of readers sticking with it, which will increase your SERP rank, build trust with your audience and increase the odds of converting them from visitor to client. They’ll also be more likely to return and even link back to your content on their sites, getting you in front of even more potential clients.

2. Getting Indexed

So now that you’ve got some pieces of relevant, accurate content to coax visitors to your site, it’s time to focus on how that content appears. Above all else, your content should be readable for your human visitors, but to increase your SERP exposure, you also want to take into account how search engines will read and eventually rank your site. To rank a website, a search engine performs three steps:

1. 1. Crawl
2. Index
3. Rank

In the crawl step, a search engine finds and “reads” your site’s content to see what it has to offer. It does this by continuously sending out bots — automated code that scans information on websites — to scour every nook and cranny of the internet to find new content like yours. You can either let the crawl process occur naturally, which could take some time, or you can attempt to force the search engine to crawl your site by submitting a sitemap — sort of like an outline of the site that shows how internal pages connect to one another — to the search engine. Depending on where your website is hosted, a sitemap might have already been created for you, making it as simple as submitting a URL through search engine tools like Google Search Console or Bing Webmaster Tools. If not and you’re in a hurry to get indexed, you’ll have to create the sitemap yourself. Creating a sitemap can involve some setup, but there are plenty of guides that can provide step-by-step instructions on how to create one, even if you don’t have a lot of technical know-how. These essentially involve establishing how the pages on your website interlink with one another and adding XML codes to indicate the site’s hierarchy of pages. If that all seems like a bit too much technical wizardry, there are also third-party services and programs available that can create a sitemap for you based on your site’s homepage. After a search engine crawls your site, the site will be indexed and added to the list of potential results for search queries related to your content. At this stage, if a contractor searches for the keywords of your content, your site should appear somewhere within the search results — though it might not be in an optimal spot. This is a result of the third step of the process: ranking. The exact ways in which a search engine determines a website’s ranking change frequently, but providing a positive experience to your visitors is among the most important overall factors for improving your rank.

3. Creating an Experience

The latest shift for increasing SERP ranking has primarily focused on the “user experience” of visiting a site. Again, this starts with quality content, but there are a few other metrics to gauge that experience beyond the quality of images and impressiveness of the writing. While some aspects of the user experience stem from technical SEO — which focuses on what’s happening behind the scenes of the site — you can still make some improvements without fully jumping into the technical side. The bottom line of creating a good user experience is to give visitors what they’re looking for quickly and efficiently. With the sheer volume of content available on the web, most visitors aren’t going to spend too much time poking around on a clunky site to find what originally brought them there. Factors like a website’s load time impact the user experience. If pages are taking too long to load, the chances of a user bouncing to a different site are high. While high-resolution pictures might be impressive to look at, it won’t really matter if the visitor already left before that image loaded. The layout of a site plays an important role in visitors’ experiences, too. Layout is more than just the overall look of the site and extends to the logical setup of the site — similar to the hierarchy created within a sitemap. Ideally, the entire website should be easily navigable and take only a few clicks for a visitor to get wherever they’re looking to go. Links shouldn’t dead-end or bounce through multiple redirects, which slow down the speed at which pages load. If a site impedes visitors from getting to their desired content, they’ll remember visiting that site as a negative experience. In addition to a site’s structure, where information or features are located should make logical sense within the layout. For example, if the contact information for potential clients to ask about services is buried in the “Staff” section, this might not provide the most intuitive, user-friendly experience. Instead, it should probably be highly visible — especially from pages where they learn what services you offer. With current trends showing an increase in mobile over desktop searches, it’s just as — if not more — important to optimize for a positive user experience on mobile devices. Without mobile optimization, site content might load perfectly on desktop but have issues even loading on mobile. One simple test is to verify that your content appears clearly on both mobile and desktop versions of your site after uploading it and building your layout. Beyond a quick visual scan, you can also enter your URL in the “Mobile Usability” feature of Google Search Console or the “Bing Mobile Friendliness Tool” to get a quick report of any technical issues your site may have on mobile. Building a positive experience can lead to repeat visits and “backlinks” from other sites — both of which are factors in increasing a website’s rank and visibility. Besides sharing traffic, backlinks help boost SERP ranking by adding credibility to content. If you become a trusted authority on your subject matter, your content could be linked as reference material on other sites, increasing the chance of more visitors — who may become your next clients or referrers. Likewise, backlinks influence rank when search engines index the sites containing them. The more links to a site a search engine sees, the more important it regards that site, increasing its rank. For creating a positive user experience on your site, remember the golden rule: try to provide a visitor with the same experience that you would like to have whenever you visit a website.

4. Maintaining Content

Now that you’ve created content and taken steps to make sure that your site is optimized, you can begin to make tweaks to and experiment with your content for even better results. With SEO, it’s important to remember that it’s not a one-time deal where you create content, optimize your site and it maintains its rank forever. Effective SEO is a result of continuous fine-tuning by responding to trends within your industry and consistently providing up-to-date content. If something changes within your industry — like upcoming tax legislation for your area — keep your audience up-to-date by releasing content to explain how it affects their businesses. Not only is this great for building audience trust, but it’s also useful because you’re showing current activity on your website. As an added benefit, frequent updates cause search engines to crawl your site more often so new content appears in search engines faster. If you’re stuck trying to think of something new to add to your site, you can always refresh older content. Even if it’s as simple as adding another bullet point to a list or reworking a few sentences of an article to modernize it, search engines may still treat this as “new content.” This is beneficial for both your audience and search engines to show that you’re actively engaged with your site — providing opportunities to increase your SERP ranking while building trust with your audience as a source of reliable, up-to-date information. As you become more familiar and experienced with SEO, you may want to look into different analytics tools and programs to gather quantitative data about your site. With this information, you’ll be able to clearly see what pages are keeping visitors engaged and where they are leaving the site. Data collected over a statistically significant period of time can help to take the guesswork out of what’s working and what’s not and narrow down what your audience finds interesting.

Conclusion

Incorporating SEO strategies into a website can seem like a daunting task at first, but it’s not something that has to happen overnight. By taking small steps to optimize already existing pages — as well as using concepts like writing for your target audiences when you generate new content — you can develop a positive trend to the number of visitors to your site, increasing the accessibility to your firm and growing your potential client base.

About the Author

  Steve Antill is VP of business development at Foundation Software and Payroll4Construction.com, where he leads the charge for continual revenue growth, including new entry points into the market to serve contractors. He invests much of his time building partnerships and relationships across the construction industry with contractors, CPA firms, associations and technology vendors. Over 20 years, he’s led more than 1,000 software selections and implementations for contractors of numerous sizes and trades. santill@foundationsoft.com | 800.246.0800  " target="_blank">SEO Basics