Journey to an ESOP & Beyond

On this podcast episode we reference the movie Kon Tiki , which documents the journey of a Norwegian scientist on a raft built with natural materials and proves the ancient peoples sailed to the Polynesia islands.  The trip took 4300 miles in ocean currents without a motor. The podcast uses the concept of “wind in the sails” to review the tax benefits that ESOP companies experience.  Specifically,...

On this podcast episode, we interview Andy Hines - founder of Hines Pool and Spa from Austin, TX. Hines Pool and Spa is an excellent example of a successful approach to an ESOP transaction.  Andy shares his experience with researching ESOPs in relation to Private Equity.  Like many companies, Andy found that the ESOP was a better alternative for not just the company, but for himself and his family...

On this episode, we dig into a better understanding of the buy side team for an ESOP transaction. This would include the Trustee, Evaluation Firm, and their legal counsel.  As you invite them into the ESOP deal, they are in a sense the enemy and there are certain aspects of working with them in this process that are important to understand so that you can be better prepared for your transaction an...

As the podcast discussed at the beginning of the new season- we wanted to give a strong overview of the Third-Party Administrators (TPAs) role in the ESOP. On this episode, the podcast interviews Tom Roback with Blue Ridge. The episode looks at the trends in the ESOP community and the consolidation of TPA companies.  We look to answer what challenges with TPA firms are currently being experienced...

Power Rangers are an excellent example of strength in combining multiple superheroes on one team. On this episode we consider: What is your company worth?  What happens when we combine it with another then another? The value could significantly change for better multiples and for multiple reasons.  One of those would be a larger combined EBITDA with a reduction in redundant expenses.  Another coul...

In this episode, we sit down with Kevin Birch, Regional Manager at CNA Surety, to explore best practices for contractor ESOPs. A key theme throughout our conversation is communication —and lots of it. One of the biggest mistakes a contractor can make is surprising their surety with news of an ESOP transaction. Kevin strongly recommends that contractors—whether general or specialty—get their surety...

The show “Band of Brothers” offers a perfect example of leadership from the character of Captain Sobel and provides examples of overcoming obstacles to establish a strong culture. Specifically, the show provides an example of an employee-centric culture: a culture that embodies a solid group of employees ultimately banding together.  This episode covers the 5 c’s of an employee-centric culture: Co...

In this episode the podcast discusses the recent uncertainty with the economy and how this effects the ESOP world. Considering this, the podcast interviews senior level banker Chris Cucci with Climate First Bank. Chris’ bank does financing for ESOP deals all over the United States, providing valuable perspective on ESOP financing credit decisions in light of the first quarter of 2025. While the fu...

This episode provides the background on both Warrants and SARs in an ESOP transaction.  The typical usage of synthetic equity structured within a deal can create a solid win-win for the shareholders and the company.  Within the topic, the podcast uses the Nicolas Cage film “Knowing” as an example to explain how a warrant and SAR model help to predict the future just like so that we can create a la...

On this podcast episode we interview Jason Ireland, President of Industrial Supply Company (ISCO), a distributor of manufacturing parts who went 100 percent ESOP last year. Jason explains the step by step process their 100-year-old company went through to transition to an ESOP process.  The company was part union and part non-union, providing some background for some companies dealing with that re...

The Mad World of ESOPs!  This episode reviews the roles ESOP professionals play and the reality of variance in one transaction to another.  We discuss the differences in costs, approaches to structure, closings, and other areas given the backgrounds, perspectives and objectives in leading the transaction.  This episode is intended to help orient the listener to questions they may want to ask on th...

In some cases an ESOP company can choose to sell to an outside buyer after they transition to an employee-owned company.  In this episode Greg Daugherty, Porter Wright and, I discuss the factors related to selling your company after it has become an employee-owned company.  Greg does a great job of discussing how this process works and what business owners should know as it relates to the board of...

Arguably one of the best James Bond 007 movies - “Casino Royale” - is it time to get some chips off the table?  This episode focuses on the motivations of why some companies look at doing a partial ESOP which is going to be accompanied by risk/reward decisions.  Not as risky as going all in and hoping for the high hand.  But a partial ESOP can still be the right strategy a lot of companies to dete...

Journey to an ESOP and Beyond continues to bring perspectives that can challenge conventional thinking and at the least provide the listener with questions for their advisors.  Jeff Forrestall, CPA provides a good overview of the changes in SBA ESOP financing as well as a compelling forward planning model to leverage the C Corp opportunity beyond 1042.

This episode takes advantage of the classic film “Meet Joe Black” starring Brad Pitt and Anthony Hopkins. The podcast uses the movie to demonstrate the two guarantees in life - Death and Taxes.  The nuances of taxes can catch individuals by surprise.  As it relates to an ESOP transaction - most of the time there is a resulting seller note established.  Relative to an S-corp sale - there will be ca...

This is the first episode of the new year where we like to cover changes to the podcast.  This kick off message for season 6 focuses on our core value: “It Takes A Team”. This works out well to connect the dots on the old tv show and 2010 movie “The A - Team”.  Some of the changes to the podcast have already been incorporated in our logo change.  This episode covers some of the highlights of 2024....

In this episode, Noelle Montano returns to discuss ESCA’s tireless efforts to preserve and promote the S-Corporation ESOP in Washington after the 2024 election. We also discuss some of the impacts employee ownership has on companies, communities, and Congress.

Every company has its own lessons to be learned in the journey of converting to an ESOP. This interview with Kevin MacRitchie, CEO and Karen Lyons, CFO of Tactical Rehab provides key leadership perspective on the transition of this company through the process of becoming an ESOP.  Kevin has a large company background and has brought a level of management that is moving their company to the next le...

This episode highlights the leadership issue a business finds itself continually facing.  Ongoing leadership development is a common concern with most companies both before, during, and after the ESOP transition. Going through the feeling of being “Alone Again” is a natural and normal issue that needs to be addressed whether it be for management succession in the short run or for the company’s fin...

This episode addresses effort the challenges and applicable solutions for a mature ESOP company. Diana Clark and Jason Miller provide insight into including preservation of ESOP knowledge in the organization contemplating changes to leadership.  Other items we discuss include how to look ahead at areas that need to be thought about not only as a mature ESOP but also preparing ahead of time for the...

This episode was inspired by the recent NCEO conference and provides a good overview for those that are new to an ESOP or those who have recently transitioned to an ESOP. The podcast discusses the need to build the employee-ownership concept as a vibrant part of the culture of your company.  As we go through some of these concepts, we will address the audience, frequency, repetition, and plan for...

This episode is extremely timely given the potential changes to estate tax.  Agnes Gregory with Berman Hopkins CPA tax team in Orlando FL and Justin Stemple with Warner Norcross + Judd from Grand Rapids, MI explain how important it is to have an Estate/Gift Tax plan going into an ESOP transaction.  We cover some important elements of Estate planning as we consider the event of an ESOP transaction....

This episode highlights ESOP advisors you may run into at the conferences (or really anywhere!)  The topic is to help provide an overview of the ranging roles as it applies to ESOP advisory and how to choose advisors who can best support your personal journey to an ESOP.

 This episode focuses on the role of the ESOP trustee through an interview with Bryce Lenox - an ESOP trustee out of Cincinnati, OH.  Bryce does a great job reviewing the role of an ESOP trustee both on the transaction and ongoing side.   Relating to transaction, Bryce explains the role he plays as a buyer and the steps he takes to conform to the department of labor process agreements.  Once the t...

In this podcast episode we use a classic scene from the movie “Pink Panther” which highlights using the “American” French accent to illustrate the strangeness related to an ESOP negotiation.  In ESOP transactions it is important to understand that the purchase price or valuation of shares being sold hinge on the ultimate result of the negotiation with a trustee along with their independent buy-sid...