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Phillip Hayes And Jason Miller Podcasts

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Journey to an ESOP & Beyond

Phillip Hayes and Jason Miller

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ESOPs are gaining traction. In the "Journey to an ESOP & Beyond” podcast, Phillip Hayes and Jason Miller explain the process of the ESOP transaction and address ESOPs from a business owner's perspective. They illuminate the simplicity of ESOPs and debunk common misconceptions that ESOPs are immensely costly and complicated.
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The Paris Review

The Paris Review

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The Paris Review Podcast returns with a new season, featuring the best interviews, fiction, essays, and poetry from America’s most legendary literary quarterly, brought to life in sound. Join us for intimate conversations with Sharon Olds and Olga Tokarczuk; fiction by Rivers Solomon, Jun'ichirō Tanizaki, and Zach Williams; poems by Terrance Hayes and Maggie Millner; nonfiction by Robert Glück, Jean Garnett, and Sean Thor Conroe; and performances by George Takei, Lena Waithe, and many others ...
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In this episode, Jason and Makenzie have a conversation around the meaning and relevance of assurance in the context of an M&A transaction and more specifically in an ESOP transaction. They discuss who needs assurance and why - whether it be in the form of a financial statement audit, surety bond, fairness opinion, or simply advice from your provid…
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For the final episode of the Employee Ownership Month series, Jason interviews with Chris Fredericks, President and CEO of Empowered Ventures. Jason and Chris both discuss the power of employee ownership and how it can help expand a business, attract talent, and build more resilient companies. Their conversation highlights company growth, finding c…
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In this episode we explore what life is really like for leadership after a company becomes employee owned. Guest Kimberly McCourtney, former HR Executive of an ESOP company and currently the Peer Networking Manager at NCEO, shares her firsthand experience navigating the cultural and organizational shifts that follow the transition. Together, we dis…
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In this episode, Jason interviews Corey Rosen of the National Center for Employee Ownership. Corey tells Jason a story to unpack what employee ownership really looks like – the hopes, the doubts, and the decisions that define the first step of the journey. The episode is designed as an educational resource to make the concept of employee ownership …
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Joseph Earl Thomas reads his essay “I Got Snipped: Notes after a Vasectomy,” about the best sexual decision he ever made. This episode was produced by John DeLore and Helena de Groot, and was mixed by John DeLore. Our theme song for this series is “Bryant Park and Ride,” composed and performed by David Cieri. Joseph Earl Thomas’s essay can be found…
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Lisa Carver reads an essay about visiting two strip clubs with her French husband: first the Moulin Rouge, then a dive bar in Bedford, New Hampshire. At the Moulin Rouge, she has a revelation: “Even though the women had naked boobies, they still looked like angels. I think angels do have naked boobies, now that I’ve seen this show.” This episode wa…
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Mihret Sibhat reads her essay “Wax and Gold and Gold,” about a friendship she formed with a prostitute in Addis Ababa while attempting to teach her about Jesus. This episode was produced by John DeLore and Helena de Groot, and was mixed by John DeLore. Our theme song for this series is “Bryant Park and Ride,” composed and performed by David Cieri. …
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In this episode, Makenzie breaks down a leveraged ESOP transaction and the resulting impacts to a company's financial statements. This episode highlights the journal entries required for a simplified, leveraged ESOP transaction in accordance with generally accepted accounting principles including common mistakes to avoid.…
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“When people see your truck, they tend to see what you can do for them,” J. D. Daniels writes in his essay about a black Nissan hardbody pickup he owned many years ago. This episode was produced by John DeLore and Helena de Groot, and was mixed by John DeLore. Our theme song for this series is “Bryant Park and Ride,” composed and performed by David…
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On this episode, Jason Miller interviews Makenzie Wirth, the newest member of our Journey to an ESOP team. From a career in public accounting to her current role in ESOP advisory, Makenzie discusses her journey in learning about employee ownership over the last several months. The podcast highlights her fresh perspective on ESOPs and employee owner…
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Ottessa Moshfegh reads her essay “The Smoker,” about renovating a house soaked in nicotine—and a haunting encounter with its former owner. This episode was produced by John DeLore and Helena de Groot, and was mixed by Helena de Groot. Our theme song for this series is “Bryant Park and Ride,” composed and performed by David Cieri. Moshfegh's essay c…
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In this episode Jason flies a little too close to the sun when discussing the impact of a company’s structure on its ability to harness the power of employee engagement. The discussion covered how employee engagement impacts business success, with comparisons to different types of civilizations and their energy usage, including the idea of harnessi…
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In this episode, Jason Miller interviews Miriam Agrell and Kavita Vora from The Fraction Collective. Throughout the conversation, they highlight different ways that creative agencies and ESOPs intersect. The group discusses the reality of succession planning and how ESOPs are an attractive option for business owners who are looking for an exit stra…
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“Personals” is a new audio series from The Paris Review, featuring writers reading first-person essays. Featuring essays from Ottessa Moshfegh, Mihret Sibhat, Joseph Earl Thomas, Lisa Carver, and J.D. Daniels. The series is produced by Sophie Haigney, Lori Dorr, Olivia Kan-Sperling, John DeLore, and Helena de Groot. Many thanks to our sponsor: MUBI…
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In this episode, the podcast interviews Steve Baker, Vice President of Great Game of Business, Inc. Steve gives insight into the importance of financial literacy in building a company’s value through a culture of accountability, the dignity of equity ownership, and the hope of a financially successful future. To join us at the Great Game of Busines…
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This episode uses the classic film, Indiana Jones, as our feature film. The podcast utilizes this retro film as an example of something that never goes out of style-just like business owners helping their employees! The question the podcast discusses is if an ESOP is the best option for your company and people? This is a common question on anyone’s…
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In this podcast episode, ESOP attorney John Burgess returns to share what business owners should anticipate in the months following an ESOP transaction. From governance changes to employee communication and administrative next steps, Burgess offers practical insights to help new ESOP companies navigate the critical post-formation period with confid…
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On this podcast episode we reference the movie Kon Tiki, which documents the journey of a Norwegian scientist on a raft built with natural materials and proves the ancient peoples sailed to the Polynesia islands. The trip took 4300 miles in ocean currents without a motor. The podcast uses the concept of “wind in the sails” to review the tax benefit…
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On this podcast episode, we interview Andy Hines - founder of Hines Pool and Spa from Austin, TX. Hines Pool and Spa is an excellent example of a successful approach to an ESOP transaction. Andy shares his experience with researching ESOPs in relation to Private Equity. Like many companies, Andy found that the ESOP was a better alternative for not …
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On this episode, we dig into a better understanding of the buy side team for an ESOP transaction. This would include the Trustee, Evaluation Firm, and their legal counsel. As you invite them into the ESOP deal, they are in a sense the enemy and there are certain aspects of working with them in this process that are important to understand so that y…
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As the podcast discussed at the beginning of the new season- we wanted to give a strong overview of the Third-Party Administrators (TPAs) role in the ESOP. On this episode, the podcast interviews Tom Roback with Blue Ridge. The episode looks at the trends in the ESOP community and the consolidation of TPA companies. We look to answer what challenge…
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Power Rangers are an excellent example of strength in combining multiple superheroes on one team. On this episode we consider: What is your company worth? What happens when we combine it with another then another? The value could significantly change for better multiples and for multiple reasons. One of those would be a larger combined EBITDA with …
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In this episode, we sit down with Kevin Birch, Regional Manager at CNA Surety, to explore best practices for contractor ESOPs. A key theme throughout our conversation is communication—and lots of it. One of the biggest mistakes a contractor can make is surprising their surety with news of an ESOP transaction. Kevin strongly recommends that contract…
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The show “Band of Brothers” offers a perfect example of leadership from the character of Captain Sobel and provides examples of overcoming obstacles to establish a strong culture. Specifically, the show provides an example of an employee-centric culture: a culture that embodies a solid group of employees ultimately banding together. This episode co…
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In this episode the podcast discusses the recent uncertainty with the economy and how this effects the ESOP world. Considering this, the podcast interviews senior level banker Chris Cucci with Climate First Bank. Chris’ bank does financing for ESOP deals all over the United States, providing valuable perspective on ESOP financing credit decisions i…
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This episode provides the background on both Warrants and SARs in an ESOP transaction. The typical usage of synthetic equity structured within a deal can create a solid win-win for the shareholders and the company. Within the topic, the podcast uses the Nicolas Cage film “Knowing” as an example to explain how a warrant and SAR model help to predict…
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On this podcast episode we interview Jason Ireland, President of Industrial Supply Company (ISCO), a distributor of manufacturing parts who went 100 percent ESOP last year. Jason explains the step by step process their 100-year-old company went through to transition to an ESOP process. The company was part union and part non-union, providing some b…
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The Mad World of ESOPs! This episode reviews the roles ESOP professionals play and the reality of variance in one transaction to another. We discuss the differences in costs, approaches to structure, closings, and other areas given the backgrounds, perspectives and objectives in leading the transaction. This episode is intended to help orient the l…
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In some cases an ESOP company can choose to sell to an outside buyer after they transition to an employee-owned company. In this episode Greg Daugherty, Porter Wright and, I discuss the factors related to selling your company after it has become an employee-owned company. Greg does a great job of discussing how this process works and what business …
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Arguably one of the best James Bond 007 movies - “Casino Royale” - is it time to get some chips off the table? This episode focuses on the motivations of why some companies look at doing a partial ESOP which is going to be accompanied by risk/reward decisions. Not as risky as going all in and hoping for the high hand. But a partial ESOP can still b…
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Journey to an ESOP and Beyond continues to bring perspectives that can challenge conventional thinking and at the least provide the listener with questions for their advisors. Jeff Forrestall, CPA provides a good overview of the changes in SBA ESOP financing as well as a compelling forward planning model to leverage the C Corp opportunity beyond 10…
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This episode takes advantage of the classic film “Meet Joe Black” starring Brad Pitt and Anthony Hopkins. The podcast uses the movie to demonstrate the two guarantees in life - Death and Taxes. The nuances of taxes can catch individuals by surprise. As it relates to an ESOP transaction - most of the time there is a resulting seller note established…
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This is the first episode of the new year where we like to cover changes to the podcast. This kick off message for season 6 focuses on our core value: “It Takes A Team”. This works out well to connect the dots on the old tv show and 2010 movie “The A - Team”. Some of the changes to the podcast have already been incorporated in our logo change. This…
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Every company has its own lessons to be learned in the journey of converting to an ESOP. This interview with Kevin MacRitchie, CEO and Karen Lyons, CFO of Tactical Rehab provides key leadership perspective on the transition of this company through the process of becoming an ESOP. Kevin has a large company background and has brought a level of manag…
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This episode highlights the leadership issue a business finds itself continually facing. Ongoing leadership development is a common concern with most companies both before, during, and after the ESOP transition. Going through the feeling of being “Alone Again” is a natural and normal issue that needs to be addressed whether it be for management suc…
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This episode addresses effort the challenges and applicable solutions for a mature ESOP company. Diana Clark and Jason Miller provide insight into including preservation of ESOP knowledge in the organization contemplating changes to leadership. Other items we discuss include how to look ahead at areas that need to be thought about not only as a mat…
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This episode was inspired by the recent NCEO conference and provides a good overview for those that are new to an ESOP or those who have recently transitioned to an ESOP. The podcast discusses the need to build the employee-ownership concept as a vibrant part of the culture of your company. As we go through some of these concepts, we will address t…
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This episode is extremely timely given the potential changes to estate tax. Agnes Gregory with Berman Hopkins CPA tax team in Orlando FL and Justin Stemple with Warner Norcross + Judd from Grand Rapids, MI explain how important it is to have an Estate/Gift Tax plan going into an ESOP transaction. We cover some important elements of Estate planning …
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This episode focuses on the role of the ESOP trustee through an interview with Bryce Lenox - an ESOP trustee out of Cincinnati, OH. Bryce does a great job reviewing the role of an ESOP trustee both on the transaction and ongoing side. Relating to transaction, Bryce explains the role he plays as a buyer and the steps he takes to conform to the depar…
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In this podcast episode we use a classic scene from the movie “Pink Panther” which highlights using the “American” French accent to illustrate the strangeness related to an ESOP negotiation. In ESOP transactions it is important to understand that the purchase price or valuation of shares being sold hinge on the ultimate result of the negotiation wi…
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This episode we invite Diana Clark, who specializes as a full-time ESOP communication’s consultant, to provide a framework to understand the power of frequent and effective communication around employee ownership. If you are brand new to ESOPs or been an employee-owned company for a few years or even many years - the bottom line of communication wi…
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This episode is part 2 of discussing the inside note versus the outside note on an ESOP transaction. We feature the recently released part 2 of Inside Out - as it is an excellent sequel in the story of how human emotions can play into how we make decisions , in particular how anxiety can cause problems in daily life. The podcast contrasts this to h…
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This episode represents the 2nd interview with Joe Hurt of RLH Construction. Joe discusses some of the challenges and opportunities of an established ESOP. A few years into their ESOP, RLH Construction has experienced very strong results from the ESOP. Joe is the CEO of the company and has worked through issues such as leadership transition, retiri…
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This episode provides clarification to the difference between an inside note and an outside note. In an ESOP transaction there will be two types of notes created when the transaction occurs. This episode is part 1 of 2 episodes. The first part explains the background of the terminology as it relates to why these two types of notes exist. The majori…
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