PNC recently hosted a business succession forum at The Veranda at Castle Hills where three veteran advisors delivered a clear message to owners weighing their next chapter: plan early, plan holistically, and plan for both the numbers and the people. The panel, moderated by Chris Sherman, PNC regional president for San Antonio, included Jim Benedict, Head of Business Owner Solutions for PNC Private Bank, Larissa Rozycki, Managing Director at Harris Williams, and Emily Schreiber, Senior Philanthropy Advisor with PNC Private Bank Hawthorn. Together they traced today’s M&A backdrop, the practical steps of readiness, and the family dynamics that make or break a transition.
They began with the market. Rozycki noted that a decade of near-zero rates (2010–2020) buoyed deal activity, the pandemic briefly “paused” rather than broke fundamentals, and 2020–2021 became a high-water mark for many bankers. Then came a variety of challenges: inflation, supply chain issues, labor shortages, and unprecedented rate hikes, all of which combined to slow the pace of M&A activity compared to previous years. With rates stabilizing and a recent rate cut, plus a growing need to deploy capital, buyers are seeking opportunities and backlogs are building. In her words: Optimism is warranted, but preparation, not luck, creates the outcomes owners want.
From there the conversation shifted to the two tracks of readiness Benedict urges every owner to run in parallel:
- Make the business more “buyable.” Buyers purchase future cash flows. Anything that increases certainty around those cash flows raises your odds of a smooth, valuable transaction. Owners can focus on timely financials, durable customer relationships, diversified revenue, repeatable operations, documented contracts, protected IP, a forward plan with defendable assumptions.
- Start with the end in mind. Owners should consider lifestyle, role (if any) post-close, family priorities, and what you want your wealth to accomplish in your community. Then build backward into structure, liquidity, and governance. Benedict advises that owners attempting to coordinate planning independently may inadvertently create misalignment between their lawyer, CPA and lender. It is advisable to appoint a central coordinator to streamline the process.
For owners not yet sure whether the future is a family transition, an ESOP, a private equity partnership or a sale to a strategic, the guidance was the same: start. Socialize succession with likely heirs and key managers, document a plan, and give yourself room to pivot. “Hope is not a strategy,” Benedict said. Unresolved questions drift toward the path of least resistance, often a sale under time pressure.
Business realities meet family realities
The thorniest issues the panel sees are rarely technical… they’re interpersonal. In family businesses, the “fair vs. equal” dilemma is a repeat offender. Splitting ownership equally among children regardless of contribution can pit active operators (who need reinvestment) against passive owners (who want distributions). Benedict recommends thoughtful capital structures (voting vs. non-voting classes), roles aligned to skills, and above all, communication.
Schreiber encouraged values-based conversations early, even if parents don’t want to “open the hood” on the entire balance sheet. Some families choose letters to explain decisions in plain language; others convene periodic family meetings. The goal is to avoid the vacuum that fuels resentment and to replace it with a shared understanding of purpose.
That same purpose question returns after a liquidity event. Schreiber sees the whole spectrum of post-sale emotions—relief, excitement, shock and even guilt. One practical coping move she recommends for inherently philanthropic families: channel early energy into a measured giving plan while you take time to decide on everything else. It restores a sense of meaning without locking you into irreversible commitments.
Culture, partners and talent
Choosing the right counterparty is about values as much as valuation. Rozycki emphasized the importance of sellers performing thorough due diligence on buyers, just as diligently as buyers evaluate sellers: What’s the operating vision? How will employees be treated? Who stays? Who invests? “It’s matchmaking,” she said and a competitive, well-run process lets owners compare not just price but fit.
She also highlighted today’s landscape where strategic buyers increasingly behave like partners rather than “absorbers,” private equity is more flexible on capital structures than many assume, and ESOPs can deliver liquidity while preserving culture. Whatever the path, owners should be prepared for retention planning to keep key talent engaged through and beyond the transition.
The takeaway
In summary: start early, assemble a cross-functional team, align business readiness with personal purpose, communicate with family, and rehearse the plan before you need it. Market windows open and close, well-constructed plans remain effective regardless of changing conditions. Owners who do the quiet work now will be ready, whether the future looks like a next-gen hand-off, an ESOP, a strategic sale or a private-equity partnership.
Once the deal is finalized, take a moment to pause and avoid making significant decisions within the first 120 days. Afterwards, revisit the question of purpose: how do you want this wealth and your company’s legacy to serve you and those around you? Finding thoughtful answers to these questions is essential for turning a successful transaction into a successful transition.