When Gregory J. Skoda finalized a deal for Skoda Minotti to become part of New York-based Marcum LLP, it was part of a growth strategy, not a path to exit the business he launched in 2001.
“We didn’t do this to leave,” Skoda says. “We did it to grow the business better and faster. What became apparent in a lot of the conversations that we were having was there are a series of things that they do either more or better than we do. And there are a series of things that we do either more or better than they do. So the notion of bringing the firms together would really be one plus one equals a whole lot more than two.”
Skoda had considered his options. He could have embarked on a growth strategy similar to the one he followed to build CBIZ, the firm which preceded Skoda Minotti. In that effort, he and his team researched more than 2,000 companies and completed 135 acquisitions in the span of two years. It was rewarding, but also exhausting.
The idea of making a deal with his friend, Marcum Chairman and CEO Jeffrey M. Weiner, seemed a lot more appealing.
Growth opportunity
This wasn’t the first time Skoda had considered doing a deal with Marcum. Back in his CBIZ days, he had tried to buy Marcum.
“Marcum was much smaller at the time, and that deal didn't come together,” Skoda says.
The relationship between Marcum and Skoda Minotti began to blossom in recent years through their membership in the Leading Edge Alliance, one of the largest associations of accounting firms in the world.
“It put us in the same room three, four or five times a year,” Skoda says. “They were clearly on a path of building. They were the 15th largest firm in the country and had a heavy emphasis on accounting and tax.”
Skoda Minotti also found success, growing from a firm focused on tax and accounting services to one that offers strategic planning, technology, wealth management and staffing services. The growth of the two firms created a compelling opportunity for a deal.
“We saw where the overlaps were, and it was absolutely synergistic,” Skoda says. “You pair that with the notion that there’s really only two people in the country who have built $600 million-plus accounting-type firms that are alive today. One is Jeff Weiner and the other is me. Did it make sense for us to get together and play in the same sandbox? We worked on it a bit over the summer and fall, and by November, it was clear we were going to be able to get this done.”
Think about the future
Skoda is now a senior partner at Marcum and a member of the firm’s executive committee. Thus far, everything is working out according to plan. He stresses that when you’re a founder considering the sale of your business, you need to examine every aspect of a potential deal to realize the same level of satisfaction. Think about the impact on the firm, on your people — and on you.
“Am I really chasing an increased opportunity to grow this thing?” Skoda says. “Or am I just going to maintain and then figure my way out of the business at some point in time until I start my next thing? Try to evaluate those things before you get in.”
You also should examine your own financial situation and think about how it could impact your future plans.
“Did you get enough out of this deal?” Skoda says. “Oftentimes, you can look at a small middle-market business owner who’s been making X amount of dollars and they sell their business. If you don’t pay attention, the number you get for the sale of the business sounds nice but doesn’t yield what you were making before. Are you ready for that? Do you have enough other resources saved up? Sometimes people really get woken up to, ‘Geez, I can’t do this. I can’t get this amount of money. I’ll burn through that in six years.’ So the planning you do beforehand can be significant.”
Easing concerns
When the opportunity for Marcum first came up, Skoda says his team had some concerns.
“I think it was just working through the unknown,” Skoda says. “There was a lot of trepidation about why. We have a great life now, why would we change it? Our staff has a great future now, why would we change it? One by one, our people went and visited other locations and saw what was going on at a lot of levels in our firm. They came back and said, ‘OK, I could see that the combination of us could make us better and deeper.’”
Bottom line: If you’re just making a deal to get bigger, the odds of success aren’t in your favor.
“What does this deal help us do for our clients?” Skoda says. “And what does this help us do for our team members? You need to dig into that. The depth by which you can solve problems and help people take advantage of opportunities is immense.”
He says it’s important to identify a clear purpose.
“You can have very different motivated buyers and sellers,” he says. “Does a buyer just want geography? Do they figure their name is going to carry the day and they’re going to come in and show somebody how it's done? There have been some nightmare stories about those kinds of merger or sale transactions.”
He says you also need to look at who the transaction is about.
“If it's about our customers, let's clearly articulate how it makes our customers’ lives better,” Skoda says. “If it’s about our employees, let’s clearly articulate how it makes our employees’ lives better. If it's about our owners, how does it make our owners’ lives better? It's certainly going to take us awhile to integrate everything and figure out who’s on first.
“There’s probably as many things that they’re changing about us as we’re changing about them all across the business. But all of our partners stayed and are working to grow and build the business. So it’s exciting.”
Related: Gregory J. Skoda is a prolific dealmaker.
