Buy-Sell Agreement Valuation, Investment Management

November 28, 2016

WHITEPAPER | Buy-Sell Agreements for Investment Management Firms

There are roughly 13,000 Registered Investment Advisors (“RIAs”) in the U.S., and each tailors its services to a unique set of clients and maintains an individualized business model. Be that as it may, most who call us face one common issue: ownership succession.

Ownership can be the single biggest distraction for a professional services firm, and it seems like the investment management community feels this issue more than most. In Schwab’s 2019 Benchmarking Study, which surveyed 1,300 RIAs, a full 92% of respondents indicated that they were considering internal succession, but only 38% of firms have a documented path to partnership.

Most investment management firms are closely held, so the value of the firm is not set by an active market.They are typically owned by unrelated parties, whereas most closely held businesses are owned by members of the same family.Compared to other industries, a greater-than-normal proportion of investment management firms have significant value, such that there is more at stake in ownership than most closely held businesses.Consequently, when disputes arise over the value of an interest in an investment management firm, there is usually more than enough cash flow to fund the animosity, and what might be a five-figure settlement in some industries is a seven-figure trial for these businesses.

Avoiding expensive litigation is one reason to focus on your buy-sell agreement, but for most firms, the more compelling reasons revolve around transitioning ownership to perpetuate the firm and provide liquidity for retiring partners.Clients increasingly seem to ask us about business continuity planning—and for good reason.In times of succession, tensions can run high.Having a clear and effective buy-sell agreement is truly imperative to minimizing costly and emotional drama that may ensue in times of planned or unplanned transition.

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The Silent Risk in Many RIA Succession Plans
The Silent Risk in Many RIA Succession Plans
In this article we discuss four of the most common “silent risks” embedded in otherwise well-intentioned succession plans.
Internal vs. External Valuations for RIAs
Internal vs. External Valuations for RIAs
Internal and external RIA transactions often reflect different economics beneath the headline multiples. While external buyers may justify higher prices through synergies and lower cost of capital, internal transitions can strengthen succession, reduce key person risk, and enhance long-term value.
Who Should Value Your RIA?
Who Should Value Your RIA?

Valuation Expertise and Industry Experience Aren’t Mutually Exclusive

Most RIA valuations are routine and uncontroversial, which can make different experts seem interchangeable. But when a tax filing is challenged, a buy-sell agreement is triggered, or a court or regulator scrutinizes the work, valuation stops being an opinion and becomes evidence. In those moments, the question is no longer just the number—it’s whether the professional behind it is qualified to defend it.

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