Employee Ownership will Eclipse M&A for SMBs | Welcome to Zolidar's Podcast

Matthew Epperson (00:00)
What if there was a solution hiding in plain sight that could help millions of Main Street business owners unlock the wealth tied up in their business and secure their retirement, all while creating wealth for their employees? Welcome to The Bicycle for the EO Mind, a podcast by Zolidar that dives into the increasingly vital world of employee ownership exits for small and medium businesses. We know four out of five businesses seeking a sale don't find buyers, even the many steady, profitable businesses.

That's why this podcast exists. Too many business owners struggle to find answers, miss opportunities, or even regret their decision post-sale. Often, they simply do not know all about their exit options, including employee ownership. Whether you're a business owner planning your next chapter, an advisor guiding transitions, or even an employee curious about ownership, this podcast is your guide to exit planning and employee ownership. Many business owners hit a wall when thinking about exiting their business.

They're too consumed by daily operations to plan their exit, or they feel overwhelmed by the risks and distractions of due diligence and negotiation. Worse yet, most owners haven't had the time or resources to do the preparation work, the essential steps to prepare and grow their business to position it for any type of sale. Perhaps, like them, you've heard of employee ownership exits, a path that doesn't require finding the perfect buyer or even a financial contribution from your employees.

Could it really offer a more predictable, financially beneficial exit? Where do you begin to explore those questions? I'm your host, Matthew Epperson. I'll be speaking with business owners, advisors, and experts to bring you practical advice and inspiring stories to ease the exit planning journey and explore the employee ownership path. 

Steve Jobs (01:38)
I remember reading an article when I was about 12 years old, I think it might have been in Scientific American, where they measured the efficiency of locomotion for all these species on planet Earth. How many kilocalories did they expend to get from point A to point B?

Steve Jobs (01:49)
And the Condor won, came in at the top, surpassed everything else. and humans came in about a third of the way down the list, which was not such a great showing for the Crown of Creation.

Steve Jobs (02:01)
And, but somebody there had the imagination to test the efficiency of a human riding a bicycle. Human riding a bicycle blew away the condor, all the way off the top of the list. And it made a really big impression on that we humans are tool builders. And that we can fashion tools that amplify these inherent abilities that we have to spectacular magnitudes And so for me, a computer has always been a bicycle of the mind.

Steve Jobs (02:29)
something that takes us far beyond our inherent abilities.

Steve Jobs (02:34)
I think we're just at the early stages of this tool, very early stages, and it's still in its formation, but already, I think that's...

Steve Jobs (02:40)
And we've come only a very short distance. we've seen nothing compared to what's coming in the next hundred years. 

Matthew

As Steve Jobs famously said, the bicycle amplifies human capability and efficiency. That's what Zolidar and this podcast is all about. Helping you find your balance, travel farther with less effort, and be stronger at the end of the journey. Just like learning to ride a bike, employee ownership might seem intimidating at first. But with the right guidance and tools, we believe it can be feasible and advantageous for many businesses.

To discuss this further, I've invited Zolidar's founders Ashish Agrawal and Sonali Kothari to join me in the studio.

Matthew (03:22)
Ashish Sonali, thank you both so much for joining me. So working at Zolidar, I've already had the opportunity to learn about your journeys, but I'd love it if you could share with our audience. Starting with you, Ashish, what brought you to the world of employee ownership and inspired the creation of Zolidar?

Ashish Agrawal (03:35)
So thanks, Matthew, for asking that question.

Like many entrepreneurs, I had a laundry list of ideas that I always wanted to work on someday. And one of the recurring thoughts for over a decade was focused on individuals working at small businesses. And they tend to be solely responsible for driving the entire business. But they don't get to share in the growth of the business. So think about a fitness instructor at a gym, or a stylist at a salon, or a chef at a restaurant. And I wanted to see if there was a solution that I could build for them.

And for the longest time, I could not come up with a solution that perfectly balanced the interest of these employees, the business owners, and the customers. And this is when I discovered employee ownership, which is such a wonderful solution for aligning interests of multiple.

stakeholders involved in running a business. And after spending years at Google and other deep tech startups, when I was ready to focus on building something with legacy and purpose, I decided to focus on employee ownership. I left my job at Google to scale EO with technology, but without knowing exactly how. So I spent many months diving into the employee ownership space and learning as much as I could about it to

finally have a deliberate thesis and a concrete product roadmap. And this is when I serendipitously reconnected with Sonali. She and I met during my internship at Google in 2006. And we realized that even she was looking into employee ownership.

Sonali Kothari (05:01)
Yeah, it's funny how paths come together. You we share a lot in our backgrounds coming from the technology space, but for me coming through a different path, you know, worked across a lot of industries where technology was underutilized from automotive to being part of AmeriCorps Vista where I worked with nonprofits in LA. And that started me on my journey to really wanting to make a social impact and thinking about where technology could really reduce friction points and

expand a lot of solutions for many, many people. as COO of kiva.org, that's where I really saw how technology unlocked resources. know, $25 increments from millions of lenders across the world, like you and me, Kiva was and is able to fund over $2 billion in loans. So that got me really thinking more about doing work closer to home and what was the unlock for economic mobility.

mobility

in the United States. So that's where I decided to become an EIR at Jobs for the Future, which is a foundation that works across the future of work and learning. And I saw a lot of great cross-sector solutions and how we could bring technology to learners. But I also saw that there was a critical gap.

not really lot of investment in scalable solutions for small medium businesses, which employ the majority of today's workforce. So employee ownership wasn't even on my radar until I consulted directly with SMBs following this.

idea of, you know, where are there more influences and more impact that we can make with small medium businesses. So that really showed that there was a gap in seeing what's really possible, but what people don't even know about. So I was, you know, really excited to find that Ashish and I, our paths came to cross again. And we've been working together ever since and just growing our conviction that there is a lot of opportunity for employee ownership to scale. And that's

the role that technology can play.

Matthew (07:07)
So thinking about this particular moment, why is now the critical moment for what Zolidar is building? Maybe Ashish could help us understand that.

Ashish Agrawal (07:15)
So this is actually the perfect time to build Zolidar I will highlight three trends in particular. Number one is half of all businesses in the US, so about three million of them, have owners that are close to retirement and they don't have succession options. Employee ownership is a great solution for them.

Number two is employee ownership is getting a lot of bipartisan support from policy makers at the federal and the state level. And there are already compelling tax benefits for transitioning to EO And we expect the policy framework to continue to improve from here on out.

Number three is data science and large language models have gotten extremely good and it is now feasible to build a compelling product with these technologies for scaling employee ownership. And to wrap this all up, ultimately it is about the risk of businesses shutting down and the job losses are likely to be so severe that we have to build a scalable solution for the continuity of these businesses.

Matthew (08:12)
Exactly, yeah. It's striking how many profitable, stable businesses are struggling to find buyers.

Ashish Agrawal (08:18)
Exactly. We actually looked at the US Census data and found that 78 % of revenues are profitable from businesses that are over four years old. And still four in five of these businesses, they failed to find a buyer.

The issue isn't that they are poorly performing businesses, but it is more an outcome of the financial drivers of how the traditional mergers and acquisitions market works. So typical outside buyer, they have the goal of growing their invested capital by 300 to 500 % in about five years. And this is possible in only two ways. Either they need to pay a price substantially below a business's intrinsic value, or they need to aggressively cut costs

and grow revenue. None of this is possible with a lot of good businesses and this is why because just because a business is profitable does not make it a good acquisition target for buyers out there.

Matthew (09:14)
So being in that kind of position of you've got a steady profitable business, can be incredibly frustrating for an owner looking to retire. Isn't that right, Sonali?

Sonali Kothari (09:21)
Yeah, you know, it's, we've talked to so many folks in the space. We've...

really listen to a lot of some of the research that's out there and the case studies and there are just common themes, common barriers, but it's not just a EO adoption. It's for exit preparedness in general. know, many owners are spending so much time working, you know, in their business that they don't really have the time to step back and think ahead of time about exit planning. And it can

feel very overwhelming. Many owners think that employee ownership is too complex or expensive, but really they lack visibility into how it compares to other options. just...

going back to, know, Ashish and I and our story coming to employee ownership, it's almost like we got masters at employee ownership with how much reading we did and how many webinars we attended. It's like we did coursework to come up to speed. And that's not something that is really reasonable to expect from all these business owners. So even advisors, they often lack.

the time or expertise in every exit path to guide their clients to explore what is the right exit option for them. And besides that, there's a lot of myths about employee ownership that create enough confusion and inertia to derail even some initial interest. So all of this, we call the employee ownership leaky bucket, where enthusiasm sort of fades without the right support and resources.

So, you know, there's actually more and more people were hearing about employee ownership and we know that there's a ton of great work being done to raise awareness. But then many owners get kind of lost in the middle from awareness to conviction building and actually taking those first steps. They struggle to understand their option to build that conviction and then really know what they're investing their time and resources in rather than right now what they have to do is often take

big leaps in the dark.

Matthew (11:35)
So just to take it back to my story a little bit as well, so my background is largely involved working with worker co-ops and I've actually seen that opportunity for plugging the leaky bucket as you say to help with technology for transitioning to employee ownership. But also some hesitation when folks think about newer tools. Could you say more about how you're approaching building technology for this area and how does this technology practically empower the ecosystem we're building? Sonali, maybe you could tell us more.

Sonali Kothari (11:59)
Sure, I'd love to step back a little bit and just divide this question to two parts. And one is more coming from our core philosophy and even thinking about other analogies in the space where technology can play a role. So all of this, you know, we've been really transparent about sharing in our blogs, but I'll give you just a little piece of that is that

We believe technology can help grow the employee ownership market to four times the size of the current &A market. And scaling employee ownership is something the space has been talking about. And there's even been folks who ideate and wonder, hey, is there technology in this space? Why doesn't someone build it? And the way we think about it is just thinking about how technology can help us make

more value-accretive solutions for this ecosystem. So just like Airbnb enabled homeowners to become hosts, we're betting on employees to become owners of the businesses where they work. And then the second part, just how did we figure out the space and where technology can play a role is quite practical. We come from building technology, product management spaces. So for example, one of our favorite frameworks is

the jobs to be done framework, which allows us to really think about what the user is trying to accomplish and map their journey and deeply understand our users and their challenges along the journey. So really being able to pick out those friction points.

Matthew (13:32)
super interesting. Can you tell me more about that and what that led to? I know I've heard you and she's talk about, you know, mapping a user's journey in this framework as product management tools. Is that right, Sonali?

Sonali Kothari (13:43)
Yeah, I can maybe use some examples of the things that we've built as it applies in the space. So we think about our users as the owners and their trusted advisors. And we mapped what their exit planning journey was like. So for example, from the moment many owners...

wake up and realize or get a phone call from their kids who are saying, you know, I'm not taking over the family business or there's some health issue. And this is a very overwhelming time for many business owners who've invested most of their career and wealth into their business. And what is that moment like?

What do they need at that moment? It's a trigger. So we identify along the whole, we mapped along their whole journey from realizing that they need to think about an exit to their becoming more, having more conviction to choosing their exit path to then eventually actually executing their exit path. And here we identified all the friction points where technology could have the biggest impact.

So as we described earlier, we started with the employee ownership leaky bucket problem because that's really where we saw the biggest drop off and it's the earliest part of this. So if we're going to scale employee ownership, first we've got to bring more people into the funnel and not lose them before they lose that momentum. So many of get lost at the very beginning. They're not even sure what questions to ask. And that led to our day zero guide. This is a free tool, which gives

owners a chance to explore their options at their own pace and really prepare for meaningful conversations with their advisors by, like I had said earlier, being able to compare their options. So they're able to see for a strategic sale versus a financial sale versus employee ownership along different dimensions that they should be thinking about. How did these three exit paths compare for them?

And then the other biggest hurdle or barrier often comes when they're at the point to understanding the valuation of their business and how they might be financially impacted by any exit path that they choose.

and they get sticker shock. So they often hesitate to invest in costly financial analysis early on. And so we built our Aha! Planner which addresses this. actually just yesterday we talked, Matthew and I, to a business owner who was really emphatic about how much even using our Aha! Planner and entering some of the data for her business gave her insight into how financiers would look at her business. And she didn't even want to begin the process

formally before she really had a handle on where her business stands in terms of feasibility and preparedness for various exit paths. this is a couple of examples. Actually, Ashish, you have a great analogy here for folks on buying a house and how some of their first steps in that relate to our Aha! planner.

Ashish Agrawal (16:52)
Yeah, so I often like to compare the exit planning journey of a business owner to the experience of a first time home buyer. So imagine on day one of the home buying journey, most people don't even know answers to basic questions like how much home can they afford or what type of home are they looking to buy?

So what most people do in such a scenario is they go online, they find some home affordability calculator, they plug in some numbers like the down payment that they can afford and the monthly payments that they can make and the calculator gives them back a number for the price of the home that they can afford.

Next, they go on to Zillow and they start window shopping for the types of homes that Price can buy them in the neighborhoods that is of interest to them. And just by performing these two steps, this immediately helps them narrow down their search to something like, I want to buy a $500,000 single-family home in this zip code. And that makes the whole process, it steers it in the right direction and it helps them decide that how do they plan to accomplish that goal, whether they are

ready to buy a home or they are just beginning their journey of buying a home.

So similarly, most business owners don't even know where to start or what is the landscape of available choices for their exit. So along the lines of what Sonali was describing about the day zero, which helps them understand the qualitative landscape of choices, Aha! Planner helps them understand the quantitative implications of those choices. So they can begin by entering some historical financial data about their business and we instantly give them insights into the value

for their business, the key metrics and the feasibility of different exit pods. And during this entire journey, they can even use Zolid AI as a sounding board to get clarifications of any concepts that are not clear to them, or just if they want to have a more open-ended question about any particular topic pertaining to exit planning.

Matthew (18:50)
So you both just shared a whole rich tapestry of insights exactly about, you know, what we've built and why in terms of technology, helping out the transition. So to try to summarize, you know, we're demystifying the process while giving people the confidence to take that first step. So taken all together, this podcast, the tools we're building, as well as some non-consensus hot takes about how to approach the domain, all revolve around using technology to help the humans in the loop, the owners, the advisors, do more and do it easily. Is that fair to say, Ashish?

Ashish Agrawal (19:21)
Yeah, absolutely. So we are using data science for deterministic analysis and large language models for probabilistic insights. And these tools are supposed to be the bicycle for the owners and advisors' EO Mind. tools, they provide context-aware support. So owners and advisors can work in collaboration with technology. So sort of like how Tony Stark works with J.A.R.V.I.S. in Iron Man.

Matthew (19:45)
Yeah, I love that analogy. So apt. you know, speaking of empowering humans, let's talk about the Zolidar Community launch. So in my work with advisors and owners, I've seen how fragmented the exit planning space can be and how challenging it is for advisors to build and maintain their reputation. Maybe, Sonali could you share more about what's coming?

Sonali Kothari (20:03)
yeah, absolutely. This is key for everyone who's listening, something everyone can take, you know, participate. So we talked earlier about how much kind of the three of us have become experts of employee ownership through a lot of searching and scouring the internet. And we realized that in itself being, you know, a friction point to just getting started on exit planning.

trying to connect with the right people. So we're building an online community that

really brings together owners, advisors, anyone interested in exit planning or employee ownership to learn, collaborate, and share insights about exit planning. But, you know, this isn't just another online forum. We are both anchoring on really empowering the humans, people in our community, to contribute and to be able to keep the content fresh, bring in their own expertise, their stories.

to really help people learn and...

enrich some of the data and allow the curation through AI. So our AI will curate and improve information. The kind of three features that you might think about are a directory for people and organizations, a forum where people can share questions and collaborate ideas, and a Wiki, which has all kinds of content from podcasts to glossary terms. And all of this content is where community members

can enhance it further with their own expertise, but there's also intelligent tagging and search capabilities making it much easier for people to find the information and the people that they're looking for, you know to kind of connect with the right resources and professionals. So we're really excited about this dynamic and interactive space where...

all of the listeners here can join and really find like-minded folks to help them take those first steps.

Ashish Agrawal (22:03)
Exactly. So even our name Zolidar It is inspired by solidarity. And it is because we believe that employee ownership can scale only when the entire ecosystem works together. ultimately, we want to drastically grow the size of the pie through our efforts. And the community is a critical pillar for our ability to make this happen.

And we ultimately hope that the community will eclipse Zolidar itself in the impact that it can have on small businesses.

Matthew (22:32)
Well, this has been such an inspiring conversation. Thank you both so much for joining me today.

Ashish Agrawal (22:36)
Thanks for having us, Matthew.

Matthew (22:37)
Take care.

Matthew Epperson (23:08)
Season one spotlights the journeys of business owners who've successfully transitioned to employee ownership. These are diverse businesses from industries like construction, retail, telecommunications, and more. We'll cover worker co-ops, employee stock ownership plans, more commonly called ESOPs, and employee ownership trusts or EOTs. You'll hear from business owners like John Newland of JOMA Construction, sharing insights about structuring an ESOP deal and balancing crucial decisions about company shares and fund distribution.

and David Vernier of Vernier Science Education who formed a perpetual purpose trust, but not before navigating supply chain issues during the COVID-19 pandemic. We'll learn from their fast acting as they adjust their valuation and transition plan on the fly. You'll also hear from Linda Wurzbach from Resources for Learning who discovered that not every employee needs to become a member owner in a worker co-op transition. And then Gina Schaefer of A Few Cool Hardware Stores who professionalized her multi-store retail operation with a business coach and

Use the Hogan Assessment Tool to plan a smooth leadership transition to an ESOP. These aren't just success stories. They're roadmaps showing what's possible, what to watch out for, and how to start your own journey. What's next for future episodes? We're thinking about building reputations for exit advisors, diving deep into industries where employee ownership adoption is growing, leveraging government programs, and growing capital for EO transitions. Also,

We'd love to feature your voice in an upcoming Mailbag episode. Maybe you've got a question for us. You can leave us a voicemail at 650-203-6565, or if you prefer, you can send an email to social at zolidar.com. But remember, voicemails make for more engaging episodes. We want to hear your actual voice. Thank you for listening to the welcome episode of Bicycle for the EO Mind. Subscribe today.

so won't miss our first full episode featuring JOMA Construction's remarkable journey to employee ownership. Let's ride.