TRANSITION TALK

David Grau Sr., JD

David Grau Sr., JD
David is the author of Succession Planning for Financial Advisors: Building an Enduring Business, published by Wiley & Sons in 2014. David has also written over 85 nationally published articles, white papers and manuals on continuity issues, income perpetuation strategies, mergers and acquisitions, succession planning, tax strategies, and internal ownership tracks. David was named one of the most influential people in the profession in an industry survey of financial advisors by Financial Planning Magazine and is a nationally recognized expert on succession planning in the financial services industry.
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Recent Posts

Harnessing the Power of Mergers

Posted by David Grau Sr., JD on Jan 30, 2019 9:37:06 AM

Harnessing the Power of Mergers

Mergers are transactions that can take on many shapes, apply to almost any size advisory enterprise, and are infinitely customizable depending on the unique details and situations of the participating advisors.  

Advisors commonly think of a merger as the statutory combination of two practices into one in a tax efficient manner, but it’s better to think of the merger process as the combination of two or more advisors’ strengths, client bases, and cash flow streams, while reducing or eliminating weaknesses and inefficiencies – lofty goals to be sure, but readily achievable.

The reality is that mergers can be used to address a much wider set of challenges and opportunities including:

  1. Growth through acquisition (i.e., by merging a small practice into a larger practice, and then setting up an internal succession/continuity plan);
  2. Finding a successor, or becoming a successor (by first creating an internal, minority equity partner who later completes the buy-out of the founder’s S-corporation or LLC);
  3. Establishing a practical and reliable Continuity Plan and protecting the value of your practice against your sudden death, disability or retirement is best accomplished by having an equity partner such as may be created through a merger;
  4. Improving Enterprise or Revenue Strength through increased efficiencies and the added strengths of other advisory owners;
  5. Expanding market territory, expertise, and services;
  6. Building a strong, enduring business by combining the diverse strengths of multiple contributors.

To help illustrate these benefits, consider the following three examples as discussed in our recent Roundtable Talk, “Every Merger Is Unique,” below, each representing an actual merger between independent advisors that we helped orchestrate in 2018: 

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Topics: Mergers, Continuity, Business Growth, Succession Planning, Acquisition

Reminiscing About the Future : 20 Years in the Making

Posted by David Grau Sr., JD on Aug 27, 2018 7:00:00 PM

Reminiscing About the Future

The foundations for FP Transitions were laid in 1999, and that makes our company officially 20 years old this year. I founded this company thinking that I knew a lot more about running a business than I actually did at the time. Armed with a law school diploma and a lot of energy and drive, I thought I was ready to conquer at least a small corner of the business world. Turns out that running a business takes experience and business knowledge.

Along the way, I picked up an important axiom from a local legend who said, “Don’t confuse activity with achievement.” He was right, but it took me a long time to understand the difference. In retrospect, the first ten years of our company were characterized with a lot of activity; the last ten years is where the achievement took place. The difference maker for us was hiring an outside CEO, Brad Bueermann, to come in and help us turn our activities into achievement on a national scale. Until then, I confused being very busy with being very successful, or at least constantly being on the verge of success. Everything revolved around me and the lawyer in me silently rejoiced. But this wasn’t a good, long-term model because eventually I ran out of time and energy. And I got older!

Advisors often mistake activity for achievement too, thinking that their one-owner practice that is 90% or more fee-based and that grows steadily at 10% or more every year is proof that they have built a business and that success has been achieved. I see a lot of independent advisors building what I call “books” and “practices,” but not very many building sustainable businesses. What I’ve learned over the past twenty years is that, while it is incredibly satisfying to have a practice that revolves around the founder, that isn’t a durable model, and it is not “a business.” At some point, if a practice is to outlive its founder and provide services to the clients for their lifetimes, and not just for the length of the founder’s career, significant changes need to be implemented, and the sooner the better.  

Early on, we grew fast and I became totally focused on our top-line success and growth rate. But there came a time when it was clear that without strengthening the foundational aspects of our business, it would never grow past a certain point. I had to move myself out of the center of operations and learn to build and run a business like a shareholder, not like the star attraction. Making myself a part of a stronger, more diverse, and younger team of professionals was hard, but very necessary – more than just changing my leadership style, we had to change the culture of our operation and, frankly, that was beyond my skill set. So, we brought in outside help – people who knew things that I didn’t – and that made all the difference. 

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Topics: Business Growth, Building Your Team, Business Value, Next Generation, Enterprise, Sustainability

The Importance of Human Capital – A Founder's Perspective

Posted by David Grau Sr., JD on Aug 1, 2018 10:46:31 AM

Cultivating A Strong Team

Looking back over the past few decades, you can easily spot the trends and physical changes in our industry. Since 2000, when FP Transitions formally opened its doors, I’ve seen our profession, especially in those working under an independent broker-dealer or hybrid model, steadily shift to fee and advice-based solutions. Early on, most practices that we represented were made up primarily of transaction or non-recurring revenue; today advisors build businesses with a focus on fee-based income streams. Independent insurance companies are evolving as well with a sophisticated and wide array of recurring revenue.

Along the way, these practices have become not just more valuable, they are also physically larger and stronger. This requires more qualified people to analyze, give advice, produce revenue, as well as the adjunct talent to support these professionals. Looking forward, we see an ever increasing need to recruit and retain the best talent in the industry to support not just where your practice is today, but where that growing business will be ten years from now. Everyone has read about the need for recruiting; but the story has shifted in the past few years and will continue to do so going forward. Rather than simply hiring next gen talent as the need arises, this could well turn into a fierce competition to adequately reward and retain that talent as more and more advisory businesses reach the next level of success and draw upon a talent pool that has scarcity written all over it. 

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Topics: Building Your Team, Business Growth, Enterprise Strength, Equity Pathways, Next Generation

There Has Never Been a Better Time to Sell

Posted by David Grau Sr., JD on Jul 23, 2018 4:27:01 PM

There Has Never Been A Better Time to Sell

Over the past two and a half decades of working in this industry, as a regulator, an attorney and now at FP Transitions, I can safely say that I have never seen a better time to be the seller of an independent financial services or advisory practice. The commonly applied term, “a seller’s market,” barely does this observation justice. We are seeing so many supporting elements (price, terms, taxes, financing, demand, etc.) come together right now, that this may be the peak for sellers for years to come.

So here is my message: If you’re thinking about selling what you’ve built and handing the reins to a strong, next generation acquirer at any time in the next two to three years, you need to start thinking about these items today. You really need to understand why this may be the perfect time to call it a day and to sell for the full value you’ve built over the length of your career and to let someone else be responsible for the future. In a nutshell, here are the elements that are creating, perhaps simultaneously, this great opportunity at the peak of your career:

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Topics: Selling Your Practice, Open Marketplace, Deal Structure, State of the Market

Defining Your Enterprise: Taking Stock & Moving Forward

Posted by David Grau Sr., JD on Jun 26, 2018 10:30:00 AM

Taking Stock and Moving Forward

In the work that we do, our clients want to build something bigger and stronger, for one reason or another. The goal may be to grow and then sell it to a third party or a consolidator for maximum value. Sometimes the goal is to create a sustainable enterprise capable of supporting a gradual transfer ownership, leadership, and responsibility to an internal successor. 

Many advisors arrive on our doorstep using terms like “silo” and “ensemble” to describe to us what they believe they have built. However, these terms merely describe the organizational structure, which is just one facet of the strength of an independent advisory enterprise. They are not sufficient for diagnosing ALL structural elements needed to support a sustainable, profitable, valuable enterprise in this highly-regulated and sometimes complex industry. When we start a growth path with limited terminology, we inevitably have to ask a lot more questions of our clients to figure out exactly what they mean, what they really want to accomplish, and how to help them get there. 

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Topics: Business Growth, Enterprise, Sustainability

The Three Pillars of a Successful Advisory Business

Posted by David Grau Sr., JD on May 24, 2018 2:26:19 PM

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In my work, I’ve become a “professional traveler,” so I spend a lot of time in airports, and I get to talk to many of the pilots. Airline pilots are adventurous souls who enjoy finding ways to go faster, fly higher, and see things from a level that others cannot. They are also very methodical and go about everything with a checklist mentality, a clear purpose, and as much knowledge on the subject matter as they can muster. I find a lot of our entrepreneurial advisors to be cut from the same cloth. The goal of building something bigger, stronger, and better, helping clients with a different view of the financial world, and then sharing what they’ve built with others is woven into the very fabric of their being. Entrepreneurs like to grow, and they like to do things right.

Growth, of course, can mean many things. You might want to grow your top line revenue and assets under management. Maybe you’re looking to hire and build your team in order to improve client experiences. Perhaps you want to acquire a practice–or two–to quickly grow revenue, assets, the client base, and your own income. But, just like a pilot who wants to go faster and fly higher, eventually you’re going to need a larger plane, a stronger engine and airframe, even additional skills that maybe you don’t have–or don’t necessarily have a passion for developing.

Over time, we’ve seen that independent advisors don’t naturally build large, profitable, sustainable businesses. The ambition is there, and recurring, fee-based revenue certainly helps, but the skill-sets that prompt most of you to hang out your own shingle and start gathering clients who entrust you with their financial goals and assets are different than what it takes to run an organization of professionals and create scale. For these reasons and others, this is still more an industry of book builders than it is of business builders.

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Topics: Business Growth, Organizational Structure, Entity Structure, Compensation, Building Your Team, Succession Planning, Sustainability

Shared Risk / Shared Reward - Financing Your Deal

Posted by David Grau Sr., JD on Mar 29, 2018 1:58:00 PM

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Setting up and agreeing to proper and reasonable payment terms is an essential part of the selling or acquisition process. The following questions are common for both buyer and seller when it comes to deal structuring, especially in regard to financing the transaction:

  • What types of financing are available?
  • What is seller financing?
  • How are payments structured to promote post-closing co-operation and motivation for both parties?
  • Are there contingencies to the payment of the full purchase price?
  • Does client attrition affect the final purchase price?

SELLER FINANCING

Underlying virtually every acquisition is the assumption that the seller will offer some kind of financing to support the transaction. There are four primary types of seller financing, the last three of which include contingencies that may alter the final purchase price.

  1. A basic promissory note
  2. An adjustable or performance-based promissory note
  3. An earn-out arrangement
  4. A revenue sharing or fee-splitting agreement

Seller financing is less a matter of the sufficiency of a buyer’s cash reserves and more the basic payment structure technique that recognizes the importance of keeping the seller motivated to help with post-closing client retention. Post-closing seller motivation and support is critical in a transaction that involves a relationship-based business.

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Topics: Financing, M&A, Buying & Selling

A New Goal for a New Generation

Posted by David Grau Sr., JD on Jun 9, 2015 1:30:00 PM

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Founding (G1) advisors are asking the wrong question: “How do I hire and retain employees with an entrepreneurial mind-set?” It should be, “How do I attract and retain employees with the skills and expertise to take my business to the next level?”

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Topics: Succession Planning, Multi-Generational Ownership, Next Generation

The Two Biggest "What If"s of Internal Succession Planning

Posted by David Grau Sr., JD on May 28, 2015 10:00:00 AM

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I have one of the best jobs in the financial services industry. Every day, I get to talk to independent advisors, young and old, and together we plan for the future. The journey of building a business that can outlive its founder is exciting, rewarding and, maybe, a little perilous – certainly, there are plenty of unknowns and first time experiences. There are two primary concerns that surface above all others.

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Topics: Succession Planning

My Second Book - Nailing it From Word One

Posted by David Grau Sr., JD on Jul 21, 2014 5:00:00 AM

The publishable manuscript for , was submitted to Wiley & Sons on March 17th, 2014 – all 78,118 words of it – 76 days past due. It was released in June 2014, and I couldn’t have been happier or prouder. It is, in my humble opinion, a very good book, one that I and the entire FP Transitions Team can be proud of, and one this industry will benefit from.

After the honest critique from my partner, Brad, regarding the first manuscript, and all I learned writing it. The second book came a lot easier, and faster. It was written in just over 60 days once Brad and I tended to the all-important task of proper organization. We had a good plan the second time around, and it was well executed. It wasn’t so much that I knew what to say, it was more that I had learned what wasn’t all that interesting and what wasn’t really necessary in the telling of an interesting and informative story. I still shake my head at all the good material left on the cutting room floor. It was hard to let that all go, but sharp and decisive editors helped a lot.

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Topics: Succession Planning

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