1. Growth by Acquisition or Exiting Gracefully Buying or Selling a Septic or Sewer Business

2. A. Rhodes Wilson, MBA, EA, CFP ® BS, USMA, West Point MBA, University of South Dakota EA, Enrolled Agent, Licensed by the IRS ChFC®, Chartered Financial Consultant® CFP®, Certified Financial Planner

3. A. Rhodes Wilson, MBA, EA, CFP ® BS, USMA, West Point MBA, University of South Dakota EA, Enrolled Agent, Licensed by the IRS ChFC®, Chartered Financial Consultant® CFP®, Certified Financial Planner

4. A. Rhodes Wilson, MBA, EA, CFP ® BS, USMA, West Point MBA, University of South Dakota EA, Enrolled Agent, Licensed by the IRS ChFC®, Chartered Financial Consultant® CFP®, Certified Financial Planner

5. A. Rhodes Wilson, MBA, EA, CFP ® BS, USMA, West Point MBA, University of South Dakota EA, Enrolled Agent, Licensed by the IRS ChFC®, Chartered Financial Consultant® CFP®, Certified Financial Planner

6. A. Rhodes Wilson, MBA, EA, CFP ® BS, USMA, West Point MBA, University of South Dakota EA, Enrolled Agent, Licensed by the IRS ChFC®, Chartered Financial Consultant® CFP®, Certified Financial Planner

7. What We’ll Cover Identify Prospective Buyer/Seller Due Diligence Setting the Price Pitfalls of a Sale Typical Terms and Conditions Structuring the Deal Expectations At and After Closing

8. Identify Prospective Buyer/Seller As a Buyer Make it known you are a buyer Associations Competitors Professionals What you want to buy Same Business Peripheral Business Someone Else's Bad Fit

9. Identify Prospective Buyer/Seller As a Seller Make it known you are considering a sale Don’t wait, think 3-5 years in advance Associations Competitors Professionals What you have to sell Know Your Business Be Realistic

10. Due Diligence The Process of “Getting it Right the First Time” Build an Advisory Team Accountant Banker Lawyer Broker

11. Due Diligence The Process of “Getting it Right the First Time” Basic Questions Why Potential Reputation

12. Due Diligence The Process of “Getting it Right the First Time” Getting Into the Details Financial Statements Profit & Loss Balance Sheet Cash Flow Statements Budgets and Projections Tax Returns Dump Records Franchise Reports

13. Setting the Sale Price Four Broad Categories for Valuation Comparable Sales Earnings Power Asset Worth Industry Specific

14. Setting the Sale Price Four Broad Categories for Valuation Comparable Sales Earnings Power Asset Worth Industry Specific

15. Setting the Sale Price Four Broad Categories for Valuation Comparable Sales Earnings Power Asset Worth Industry Specific

16. Setting the Sale Price Four Broad Categories for Valuation Comparable Sales Earnings Power Asset Worth Industry Specific

17. Setting the Sale Price

18. Capitalization of Earnings Example (1)

19. Capitalization of Earnings Example (2)

20. Setting the Sale Price Discounted Future Earnings Method Based on: Projected Future Earnings Discount Rate Formula Example Using Cost of Capital = 5%

21. Discounted Future Earnings Example

22. Setting the Sale Price Affordability $30,000 Annual Net Income Supports $2,500/month Payment Paid for with no Out-of-Pocket Cash Flow Any Expense Savings = Profit

23. Setting the Sale Price Improving the Sales Price Plan Ahead, 3-5 Years Be Professional in Business Practices Pay Yourself Establish Contracts Be Prepared

24. Pitfalls of the Sale Verify All Information Keep the Sale Affordable Don’t be Over Anxious Cash is King Employees Allow Adequate Transition Expect the Unexpected

25. Terms and Conditions Financing All Cash Third Party Financing Seller Note Down Payment Percentage Term of Loan Transitional Period Non-Competition Agreement Allocation of Purchase Price Purchase Agreement

26. The Closing Document Signing Funds Transfer Form UCC-1 Broker Release Bill of Sale Promissory Note Asset Acquisition Statement, IRS Form 8594 Other Transfer Paperwork Phone Number Utilities

27. Expectations After Closing Transition Assistance from Seller Financial Adjustments Notification of Constituencies Employees Vendors Customers

28. A. Rhodes Wilson & Associates, Inc. Phone: (215) 766-8500 Email: wilson@arwwealthmanagement.comwilson@arwwealthmanagement.com Address:99 Lantern Drive Suite 201B Doylestown, PA 18901