A founder’s exit
- Client:
- First-generation founder of an industrial services company*
- Location:
- Warsaw
- Brief:
- Prepare for the sale of a majority stake to a strategic buyer, and manage the family’s first move from a private company into liquid capital
The starting point
The founder had spent a little over twenty years building the business from a handful of employees into a regional operator. When a strategic buyer approached, heads of terms were agreed for a majority sale with a retained minority stake and a two-year earn-out. Almost everything the family owned sat inside the company. The founder knew the business in detail but had never held an investment portfolio of any size, and had not yet worked out how much the family actually needed, how much should remain exposed to risk, or how decisions would be made once the company was no longer the centre of everything.
The challenge
- Wealth held almost entirely in one asset, with a final price that depended on completion timing and the earn-out.
- A transaction team – lawyers, tax counsel, the bank running the sale – each dealing with its own part of the deal, with nobody holding the family’s longer-term picture.
- No agreed view of what the proceeds were for, how quickly they should be invested, or against what objectives.
- A spouse and two adult children who had never been involved in financial decisions and were about to be directly affected by them.
The strategy
Mapped the liquidity event. Before signing, Ellis Page worked through the expected proceeds line by line: the cash at completion, the retained stake, the earn-out and its conditions, and the amounts to be set aside for tax, lifestyle and a reserve. The founder saw, for the first time, what the family would actually hold at each stage rather than a single headline number.
Built a multi-year cash-flow plan. Ellis Page modelled the family’s spending, existing commitments and the reserve the founder wanted to keep untouched. This showed how much of the proceeds needed to stay in cash or near-cash, and how much was genuinely available for long-term investment.
Designed a staged diversification programme. Rather than investing everything on completion day, Ellis Page set out a programme that moved capital into a diversified portfolio in tranches over eighteen months. The pace reflected the family’s appetite for risk and the fact that a meaningful stake in the company remained on the balance sheet.
Integrated tax into the investment plan. Working with the founder’s tax advisers, Ellis Page sequenced the investment programme and chose vehicles and asset locations with the tax position already in view, rather than fixing them afterwards.
Set out the family’s governance. Ellis Page ran a series of meetings with the founder, spouse and children to agree, in plain language, what the wealth was for, who would take part in decisions, and how the children would be kept informed and prepared.
Acted as the single point of coordination. Throughout the transaction, Ellis Page kept the lawyers, tax counsel and the emerging investment plan working from one set of assumptions.
The outcome
The sale completed with the plan already in place. The reserve was ring-fenced, the diversification programme ran to its agreed timetable, and the earn-out and retained stake are now tracked alongside the portfolio in a single report. The family holds a structured annual review, and both children attend. The founder described the period after completion as “far less unsettling than expected”, largely because the difficult questions had been answered beforehand.
*Client identities have been withheld and certain details generalised to preserve confidentiality.
