The right solutions for your business...

Transcription

1 The right solutions for your business... Objective advice and uncompromising professionalism... RWI Business Services

2 Who we are and what we do RWI Business Services is a diverse team of seasoned business professionals advising clients on all aspects of business ownership and the challenges presented by a dynamic, ever-changing marketplace. Based upon the objectives of a specific engagement, our advice may be limited in scope or broadly applied across such areas as operations, finance, and/or sales and marketing; and it may incorporate business development strategies, process improvement, asset conservation strategies, or even turnaround management. RWI Business Services provides customized solutions Our professionals and specialists have hundreds of years of collective experience across a wide array of business platforms and are accustomed to dealing with unique, company -specific circumstances and integration issues. This uncommon expertise plays a key role in the identification, development and implementation of strategies designed to address shareholder objectives, effectively resolve complex issues, and have a results-oriented impact on a business enterprise. We recognize and acknowledge that the best solutions for a company, regardless of whether it is profitable or distressed, must take into consideration not only the problem being addressed but also the interests of ownership and management. In addition, as any contemplated change has associated ripple effects, potentially touching and affecting numerous aspects of business operations, it cannot be viewed in a vacuum. Once all other criteria are satisfied, the final litmus test is whether or not the solution is palatable to the company s lenders, suppliers and customers. The primary objective is rapid resolution of problems, with sustainable improvement. Who We Are...

3 Customized Solutions RWI Business Services presents an integrated solution Our business improvement process is seamless, and not disruptive to normal business operations. It begins with a comprehensive, qualitative and quantitative Business Assessment prior to commencing a consulting engagement. Our Assessment is an effective and valuable tool utilized by small to mid-size business owners focused on maximizing owners returns on invested capital and time. It provides an arm s length, third-party analytical review of key aspects of a business, and is the objective basis upon which to structure overall performance enhancement. The RWI Business Assessment addresses six key areas: Business Model Performance a text, numerics and advanced graphics presentation addressing overall performance, trends, key product performance, profit centers, cost centers, and business performance compared to other similar businesses across the country. Management Team Effectiveness addresses your management team s ability to grow the business, improve performance, achieve strategic results and sustain future growth. Business Process Fitness Test analyzes efficiency and effectiveness of a company s day-to-day operations, systemization of its processes (or lack thereof), established performance metrics and the frequency with which targeted company objectives are achieved Acquisition (Administrative) Diligence evaluates your company s ability to access important corporate and operational documentation. Your business must, at all times, be able to provide material validation and verification regarding business matters, as well as confirmation of the company s performance. Maximizing After-Tax Income quantifies potential going-concern tax savings available through the structuring of current affairs and company operations, and/or transactional tax savings available through tax-structuring future transactions or ownership transfers. Achieving Financial Goals and Objectives analyzes, forecasts and discusses how business owners can maximize financial rewards earned through their labors. We customize this section based upon a clients future desires and plans.

4 The Business Assessment Process 1. An initial two to three day on-site information gathering is conducted. 2. The Business Assessment Report is then developed at the RWI Business Services corporate offices and involves input from various RWI support team members including: Attorneys CPA s and Tax Consultants Financial Advisors and Planners Investment Bankers and Advisors Financial and Valuation Analysts Business Improvement Specialists with industry-specific experience 3. The Engagement Director returns to present the Business Assessment Report and discuss results, recommendations and corrective action options. Our team of professionals customizes the Business Assessment to reflect your business model. 4 Profit Centers Electrical Equipment & Supply Electrical Equipment Electrical Supplies Generators Rental Equipment Sales $ 1,995, % $ 647, % $ 465, % $ 89, % Direct Cost $ 1,110, % $ 524, % $ 343, % $ - 0.0% Overhead Expense $ 711, % $ 230, % $ 166, % $ 31, % Operating Profit $ 174, % ### $ (107,958) -16.7% 0 $ (44,094) -9.5% 0 $ 57, % ### Overhead Expense, $1,140,202, 36% Operating Profit, $79,863, 2% Direct Cost, $1,979,014, 62% Combined Sales Contribution Total Sales $ 3,199,080 $ 1,995,648 Electrical Equipment $ 647,951 Electrical Supplies Total Direct Cost $ 1,979,014 $ 465,840 Generators $ 89,641 Rental Equipment Total Overhead Expense $ 1,140,202 $79,863 Total Operating Profit $ 79, % w EBITDA $ 128,763 Est. Tax Without Planning $ 31, % Tax Bracket $465,840 15% $647,951 20% Reset Client Historical Data $89,641 3% $1,995, % Interactive Customized Software 6/24/2010 8:51 AM Initial RWI Initial Cient Strategic Value Advisors, LLC. All Rights Reserved. A key component of each Business Assessment is the limited license provided allowing use of our customized, personalized, proprietary, interactive software. Utilizing embedded sliders, this software allows trials of various what if scenarios. By modifying revenues and/or costs, one can instantly see the impact of a business change or new business model on overall profitability, EBITDA, resulting taxes, working capital or some other aspect of the business. Assessment Process

5 Consulting Goals Monthly Performance Review Program Subsequent to presentation of a Business Assessment Report, a company will be able to participate in our monthly business performance review program. This program is at no cost for the first twelve months after completion of your Business Assessment. In a monthly conference call, members of a business management team will discuss: What was accomplished that month; The overall performance of their company; The team s performance in relation to established key metrics; The company s progress in remediating problems discussed in the Business Assessment; Possible strategies and approaches applicable to correcting performance deficiencies; and The team s targeted objectives to be accomplished in the coming month. Business Improvement Consulting Through our comprehensive Business Assessment process, we identify problems and pitfalls in a business model and make many suggestions for business improvement based upon thousands of successful business consulting engagements across the US and Canada. The consulting services team is comprised of professionals with practical, hands-on business management experience and diverse backgrounds. The team s capabilities encompass and integrate the four principal business improvement areas sales and marketing, organizational development and leadership, operational structuring and efficiencies, and overall financial performance. Support services at the corporate offices include individuals with a broad array of professional disciplines, all well-equipped to assist our consultants working in the field. We serve our clients with integrity and earn their trust, building relationships that are long-lived and mutually profitable. We specialize in bringing our clients business improvement solutions designed to produce an immediate financial impact. Business Turnarounds, Workouts and Financial Restructurings Sometimes, threats to a business can challenge its very existence, RWI Business Services is prepared to respond immediately to preserve the business and its assets. We work with owners, secured parties, creditors, shareholders, and any and all stakeholders to effect a business turnaround, bringing independent third-party advice and implementing strategies designed to extinguish typically inflamed situations. In these cases RWI Business Services (often in conjunction with the client s legal counsel) will prepare a business turnaround, workout or financial restructuring plan. Restructuring is a process that allows a company facing cash flow problems and financial distress, to renegotiate and reduce its debts and obligations in order to improve or restore the liquidity needed to continue operations. We often suggest out-of-court restructurings or workouts, which are becoming a preferred choice and a less expensive alternative to bankruptcy.

6 RWI Business Services uses a Four-Part Process for Business Improvement Consulting, Business Turnarounds and Workouts: 1. A Business Assessment is conducted to provide a rapid, factual analysis of the current circumstances including a review of five key areas: Business Model Performance Management Team Effectiveness Business Process Fitness Test Performance Management Methods Debt Service Capacity 2. Utilizing Business Assessment results we develop, prioritize and present a detailed plan focusing on: Sales, operations, financial results Management team functionality Financial restructuring Cash flow maximization Business plan execution Metrics and accountability Improve Plan 3. We take an active daily leadership role on management team and implement agreed improvements and initiatives utilizing proven business improvement processes: Implement needed changes Communicate with stakeholders Negotiate with outside parties Manage cash flow Provide leadership Measure & Analyze Implement 4. We continuously review and follow-up to ensure business improvement processes have been successfully implemented and management has demonstrated its ability to execute all the improvement initiatives: Weekly operational reviews Monthly financial reviews Quarterly on-site reviews Four-Part Process

7 New Debt & Restructures Loan Restructurings RWI Business Services strives to restructure debt in a manner that will benefit both the borrower and the lender. We increase the likelihood of borrower performance by making it easier for a borrower to perform. Once we have investigated the circumstances and underlying factors, and reviewed existing documentation, we put together a written plan that all sides can agree upon. This process typically might include: Investigation of a company s competitive position, finances, marketing, and operations; Development of in-depth market and valuation analyses; Investigation of financial operating information and alternative presentation approaches; Evaluation of potential collateral; Assessment of the financial impact(s) of various scenarios; Evaluation of ownership structure issues; Review of guarantees to evaluate their effects; Identification of problem areas and concerns, as well as possible solutions. Placing New Debt RWI Business Services takes a different approach to placing new debt our obligation is to the borrower. We are not limited by affiliation with any one bank or lending source and therefore we present funding opportunities to a broad spectrum of potential sources and analyze the terms and pricing that the market offers. We work to secure various types of funding including Senior Secured Debt, Asset-Based Loans, Operating Lines of Credit, Working Capital, Commercial Term Loans and Other Structured Conventional and Nonconventional Debt and Equity Financing*. We always remain involved throughout a transaction collecting and processing information, coordinating third party reports, reviewing documentation, negotiating on our client s behalf and driving the process towards a smooth, successful close. * Securities Transactions Conducted by Reliance Worldwide Investments, LLC.

8 Bankruptcy, Business Liquidation Services, and Other Insolvency Strategies At times businesses cannot overcome various market and resource challenges. We have the insight and experience to quickly identify those situations that can no longer be turned around. Our goal then is to maximize the value of our client s business assets and strategically resolve outstanding financial issues. Our primary goal is always to return a business to profitability but when bad things happen to good people and their businesses we have a plan. Bankruptcy Sometimes bankruptcy provides the best strategic opportunity to address many different financial and legal issues. In such cases, we work with clients and their attorney to manage bankruptcy processes, providing sophisticated, expert solutions to minimize losses and maximize values. As a result of our extensive experience in working with lenders, secured and unsecured creditors, creditors committees, trustees, asset buyers and others, we quickly identify, negotiate and implement strategies that best achieve clients objectives. Business Liquidation Services, Wind-Down Services, Wind-Up Services and Asset Sales We may be engaged to act as liquidating trustee, plan administrator or trustee, and also to manage wind-down or wind-up activities involving asset disposition, final distributions, retirement plan termination and distributions, worker s compensation final audits, sales tax claims and sales tax disputes. We also negotiate Assignments for the Benefit of Creditors and facilitate Article 9 and Section 363 Sales all of which can be very attractive cost-saving alternatives to bankruptcy. We Have a Plan

9 Exit Strategy RWI Business Services approach to Exit Strategy Planning Transition and Exit Strategy Planning An effective and comprehensive Transition and Exit Strategy Plan typically requires the services of a team including up to three different attorneys, a CPA, a banker, financial planner, registered securities advisor, insurance agent, benefits advisor, business valuator/ appraiser, business broker, investment banker, real estate agent, and a business consultant. Aside from the cost of bringing all these experts together, conflicts inevitably occur. It is only through teamwork that it is possible to provide for a client s desired outcome in the shortest period of time. Effective Transition and Exit Strateg planning and execution mandates integration of four advisory services: Business operational and financial consulting Business, personal, and transactional tax planning Enterprise Value Mapping SM Business and personal financial services We have integrated relevant aspects of all the required disciplines to provide a unique approach to achieving your desired results in the most efficient, effective, tax-advantaged manner possible. Our comprehensive approach to wealth management is complemented with a vast array of product solutions that can be tailored to the investment challenges presented by each client s unique estate, retirement, and succession planning circumstances and objectives.* *Investment advisory services provided by RWI Wealth Management, LLC Investment products available through Reliance Worldwide Investments, LLC

10 Business Valuation Advisory Services The true economic value of a business takes into consideration both tangibles and intangibles such as goodwill, intellectual property, name, reputation and human capital, etc. Further complicating understanding of a business value, there are many standards of value fair market value (FMV), book value, investment value, intrinsic (or fundamental) value or liquidation value, etc. The purpose of the Valuation determines which applicable standard of value to apply. Planning and execution of the strategic exit process Consider these very important points: To adequately protect the parties, the value of business assets in buy-sell agreements must be based on the standard of FMV as finally determined for estate tax purposes. The value stated in a buy-sell or shareholder agreement may be binding upon the parties, but it is not binding on the IRS for determining tax liability. The IRS can assess penalties up to 40% of the unpaid tax liability on undervalued assets including stock or business interests. The IRS audits nearly 100% of deceased business owners estate tax returns. Our valuations are defensible in a court of law, comply with the standards of the American Society of Appraisers (ASA) and the National Association of Certified Valuation Analysts (NACVA), and adhere to guidelines and standards determined by such regulatory bodies as Internal Revenue Service and Department of Labor. Approximately 240 sections of the Internal Revenue Code require FMV determinations to assess tax liability and more than 15 million tax returns are filed each year on which taxpayers report a valuation-related issue. Enterprise Value Mapping SM or EVM A private company has no readily available method of determining its market value. EVM offers the small to mid-size privately-held business owner a tool that up to now has been available only to major corporations. This proprietary process whereby targeted increases in a business value are documented as they are being achieved is the only reliable approach to tracking a privately held company s value. The process includes: A Business Valuation establishes the baseline value for your business. The anticipated Strategic Exit Plan from your business is evaluated. RWI Valuation Advisory Services issues an Enterprise Future Intrinsic Value Estimate E-FIVE Report. The E-Five is updated periodically, usually annually, documenting progress toward your targeted financial objective. Valuation Services

11 Support Services Strategic Tax and Entity Structuring and Planning Services RWI Tax Advisory Services ( RWI-TAS ) is a tax advisory firm composed of innovative and creative professionals attuned to the fluid nature of ever-changing tax laws. Prior to developing a client s Strategic Tax Plan, RWI-TAS s Tax Consultants perform an in-depth review of a client s and company s financial circumstances, tax obligations and tax structure, personal and business goals, and the company s current operating structure. They examine revenue sources, current tax planning, prior years filings and communications from revenue agencies. Subsequent to developing the Strategic Tax Plan for the client, RWI-TAS s Tax Consultants provide a professional presentation to ensure a thorough understanding of RWI-TAS s recommendations. RWI-TAS professionals will also offer advice regarding entity structuring and ownership for asset protection and liability minimization purposes. After the Strategic Tax Plan has been presented RWI-TAS will be available to provide guidance to legal and accounting professionals during implementation of the recommended tax strategies. RWI-TAS related entities and strategic partners may also be retained to perform all or parts of the implementation. RWI-TAS prides itself on being recognized by clients and other professionals as a premier strategic tax advisory firm.. RWI Business Services Related Companies. Reliance Worldwide Investments, LLC ( RWI ) is a Broker-Dealer member of FINRA and SIPC, registered with SEC and MSRB, and applicable states. RWI Financial Advisors are individually licensed to conduct business in specific states. RWI Wealth Management, LLC ( RWIWM ) is a Registered Investment Adviser in Illinois and other applicable states. RWIWM Investment Adviser Representatives are individually licensed to conduct business in specific states. RWI Insurance Services, LLC ( RWIIS ) is an independent insurance producer maintaining agreements with various insurance carriers, general agents, managing general agents or brokers for insurance carriers. Some RWI Financial Advisors also offer variable and traditional life insurance products in their capacity as RWIIS Agents. RWIIS Agents are individually licensed to conduct business in specific states. RWI Valuation Advisory Services ( RWIVAS ) provides services in areas of Business Valuation, Litigation Support, Certified Fraud Examination, Compliance and Enterprise Value Mapping SM.. RWI Tax Advisory Services ( RWITAS ) provides services in areas of Strategic Tax Planning (including planning for estate succession, gifting, asset protection, federal and state tax savings, employee retention, health care, education, retirement, and other financial purposes), Transactional Tax Planning, and Tax Defense* * Tax Defense involves representation of clients in resolving issues and disputes with taxing authorities, including: sales and use tax, business and personal income tax, employer breaches of fiduciary duty relating to the reporting and submission of employee payroll withheld taxes, etc.

12 RWI Business Services 900 Tri-State Pkwy., Suite 900 Gurnee, IL Tel Fax RWI Business Services Member * and Subscriber to the Standards of: Business Valuations National Association of Certified Valuation Analysts (NACVA) American Institute of Certified Public Accountants (AICPA) American Society of Appraisers (ASA) The Appraisal Standards Board (ASB) Institute of Business Appraisers Uniform Standards of Professional Appraisal Practice Tax Services American Bar Association ABA Section Of Taxation Financial Planners Association Institute for Professionals in Taxation National Association of Enrolled Agents Risk and Insurance Management Society National Association of Tax Professionals Accreditation Council for Accountancy & Taxation Certified General Accountants Association of Ontario, Canada Business Consulting U.S. Chamber of Commerce American Management Association American Marketing Association American Production and Inventory Control Society Turnaround Management Association Institute of Management Consultants Association of Management Consulting Firms Associated General Contractors of America National Federation of Independent Business Illinois Manufacturers Association Illinois Bankers Association International Business Brokers Association Institute of Certified Business Counselors Certified General Accountants Association of Ontario And numerous other professional associations of which our employees are individual members * Either as a business entity or through our employees as individual members RWI Business Services All Rights Reserved. RWI-BSERV 7/15