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Owning and Operating an Architecture Firm WILL SWEARINGEN • JULY 2020 [email protected]

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Page 1: Owning and Operating an Architecture Firm...• Reduces the stress of owning and operating a business enabling the firm to maximize resources and avoid wasting time, effort, and money

Owning and Operating an Architecture FirmWILL SWEARINGEN • JULY 2020

[email protected]

Page 2: Owning and Operating an Architecture Firm...• Reduces the stress of owning and operating a business enabling the firm to maximize resources and avoid wasting time, effort, and money

The Complexity of Owning and Operating an Architecture Firm

Industry Data

Financial Overview

Strategic Planning

Ownership Transition

Cash Flow Management

Planning for Tomorrow, Today

About Zweig Group01

02

03

04

05

06

07

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About Zweig Group

3

Page 4: Owning and Operating an Architecture Firm...• Reduces the stress of owning and operating a business enabling the firm to maximize resources and avoid wasting time, effort, and money

© ZWEIG GROUP 2020

Industry data

4

Page 5: Owning and Operating an Architecture Firm...• Reduces the stress of owning and operating a business enabling the firm to maximize resources and avoid wasting time, effort, and money

© ZWEIG GROUP 2020

Zweig Group data sources

5

Page 6: Owning and Operating an Architecture Firm...• Reduces the stress of owning and operating a business enabling the firm to maximize resources and avoid wasting time, effort, and money

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What do you wish you knew more about, prior to becoming a principal?

6

BUSINESS EDUCATION AND EXPERIENCE WITH FINANCE / ACCOUNTING

THE AMOUNT OF STRESS AND TIME IT TAKES

EMOTIONAL INTELLIGENCE, CONFLICT RESOLUTION AND COMMUNICATION

HOW TO PREPARE FOR OWNERSHIP TRANSITION

01

02

04

03

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2018 AIA Report

7Note: data from the 2018 AIA Annual Report

NUMBER OF EMPLOYEES PERCENT OF FIRMS

1 26%

2-4 24%

5-9 22%

10-19 14%

20-49 10%

50-99 3%

100-+ 1%

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Strategic and business planning

8

Page 9: Owning and Operating an Architecture Firm...• Reduces the stress of owning and operating a business enabling the firm to maximize resources and avoid wasting time, effort, and money

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Tiers of management

9

STRATEGIC LEADERSHIP, COMMITTEES, COMPANY STRUCTURE, ROLES, OWNERSHIP TRANSITION

TEAMS, MARKET SECTORS, STUDIOS, INCENTIVE COMPENSATION, COORDINATION

QUALITY, QUANTITY, COMMUNICATION, PROFITABILITY, EXECUTION

Page 10: Owning and Operating an Architecture Firm...• Reduces the stress of owning and operating a business enabling the firm to maximize resources and avoid wasting time, effort, and money

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Why have a plan?

10

• Builds a common sense of direction aligning your entire team with your firm’s vision, mission, values, goals, and culture.

• Guides your future helping make the firm more sustainable, able to withstand market fluctuations and other “threats.”

• Reduces the stress of owning and operating a business enabling the firm to maximize resources and avoid wasting time, effort, and money on activities that are not profitable, or are holding the firm back.

• Builds confidence with lenders, creditors, investors and employees.

• Trains employees in how your business operates and makes money.

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Strategic plan components

11

• Vision – Why do we exist?

• Mission – Our core purpose. What are we doing to achieve our vision?

• Values - How do we do things? Unwavering principals that through action define our culture.

• Strategies – What are the basic philosophies that guide us in critical business areas?

• Goals – What are we going to do?

• Actions – Who, when, and how?

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Business plan components

12

• Definition of markets being pursued. • Client research. • Competitive research. • Employee research. • Strengths, Weaknesses, Opportunities, and Threats (SWOT) Analysis. • Financial modeling (pro formas, balance sheets, cash flow,

stock value). • Org charts. • Realistic budgets for everything from recruiting to training. • Other back up materials and exhibits.

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Executing your business plan effectively

13

• Be open to change – Unless firm leaders are sufficiently open and willing to consider all options, nothing will get done.

• Think and act holistically – Always have the big picture in sharp focus and have it lead your daily actions.

• Be nimble – Be willing to adjust along the way when new market conditions or data suggest to do so.

• Use the plan often – Everyone needs to know it, understand it.

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Financial overview

14

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Financial statement overview

• Income statement - shows firm financial performance over a period of time. Details income and expenses and ends with profit or loss.

• Most firms focus on net service revenue (NSR), not gross revenue. NSR is gross revenue less pass-throughs including subconsultants and reimbursable expenses.

• Revenue - expenses = profit (loss).

• Expenses are ordered from most to least “direct”.

• Isolate discretionary expenses (such as bonuses) if possible.

• Profit doesn’t equal cash!

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Financial statement overview

• Balance sheet - shows a “snapshot” view of financial condition at a point in time.

• “What you own vs. what you owe.”

• Assets - liabilities = owners’ equity (also referred to as “book value”).

• Assets and liabilities are ordered by liquidity

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Financial management vs. accounting

• Strategic financial management is the link between daily activity and overall firm direction.

• Accounting focuses on historic review. Financial management is forward-looking.

• Financial management focuses on predictive measures and goals.

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Financial performance metrics

18Note: Simplified median data from the Zweig Group 2020 Financial Performance Survey of AEC Firms

OVERALL MEDIAN HIGH PROFIT ARCHITECTURE

Net Service Revenue/FTE $150,157 $166,648 $165,389

Net Multiplier 3.09 3.2 3.35

Revenue Factor 1.9 2.04 2.12

Utilization 62% 63% 63%

Overhead 1.59 1.49 1.68

Pre-tax, Pre-bonus Profit/NSR 15% 19.5% 25.7%

Average collection period 70 days 73 days 90 days

Return on Equity 54% 78% 92%

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15%

13.9%

12.7%

14.6%

12.8%

10.7%9.9%

7.8%

8.9%

10.1%

8.3%

11.3%

2009

1

2

3

4

2009 2010 2011 2012 2013 2015 2016 2017 2018 2019 2020

0.59

1.8

3.12

1.7

Overhead Multiplier Revenue factor Chargeability

Metrics over time

19

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• Pipeline

• Backlog

• Revenue forecasting

• CRM database entries

• Web hits

• Inquiries

• Project opportunities

• Proposals

• Sales

Predictive metrics

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Cash flow management

21

Page 22: Owning and Operating an Architecture Firm...• Reduces the stress of owning and operating a business enabling the firm to maximize resources and avoid wasting time, effort, and money

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Managing cash flow

• Working capital is a metric that represents operating liquidity. It includes current assets such as cash, AR, WIP, minus other current liabilities.

• Getting billings out the door faster and collection of accounts receivable are the most important elements of managing cash flow for the typical firm.

• Reducing your firm’s average collection period begins at home (meaning stuff you can control!), including managing scope, time sheets, bringing more NSR in house vs subbing it out, and improving WIP.

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Work in process (WIP)

23

Total value of work performed that has not yet been billed to clients. Usually expressed in days of unbilled revenue.

- 2020 Median: 15 days

WIP = Unbilled Revenue (wip)

—————————————— Annual Gross Revenue

x 365 (expressed in days)

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Average collection period (ACP)

24

Measures how quickly revenue turns into cash. - 2020 Median: 70 days

ACP = Accounts Receivable

—————————————— Annual Gross Revenue

x 365 (expressed in days)

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Industry data on owners

25

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Top challenges as an owner

26

ARCHITECTS ENGINEERS

Recruitment/Retention 3.5 4

Business Planning 3.7 3.1

Owner Transition 3.6 2.9

Time Management 3.5 2.8

Growth/Profits 3.3 3.4

Financial Issues 3.2 3.2

Communication 2.9 2.9

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Real vs. ideal time management for architects (owners)

27

0%

10%

20%

30%

40%

Firm Mgmt Marketing/BD Proj. Mgmt Design/Technical Leadership/Mentoring M&A

3%

16%

24%

14%

24%22%

1%

11%

15%

21%23%

31%

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Does your f irm carry a life insurance policy for you?

28

0%

25%

50%

75%

100%

0.1% - 9% 10% - 24% 25% - 49% 50% - 99% 100%

42%

59%

73%

83%

54%

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Owners in AEC f irms without life insurance policy securing equity value

29

OWNERSHIP PERCENTAGE NET SERVICE REVENUE EQUITY VALUE @ 50% NSR UNINSURED VALUE

0.1% - 9.9% $122,332,272 $61,166,136 $3,058,307

10.0% - 24.9% $42,613,000 $21,306,500 $3,195,975

25.0% - 49.9% $2,790,788 $1,395,394 $488,388

50.0% - 99.9% $14,427,190 $7,213,595 $5,410,196

100% $2,603,844 $1,301,922 $1,301,922

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Aging ownership population

30

0%

13%

25%

38%

50%

30-39 40-49 50-59 60+

34%

46%

16%

4%

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Why should I care about ownership transition planning?

31

IT’S THE ONLY WAY TO KEEP AN ARCHITECTURE FIRM AS A GOING CONCERN, OPTIONS ARE TRANSITION OR SHUT DOWN.

IMPACTS EVERY ASPECT OF AN AEC FIRM.

THE VEHICLE TO HARVEST VALUE.

01

02

03

IT TAKES TIME!04

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Transition options

32

Page 33: Owning and Operating an Architecture Firm...• Reduces the stress of owning and operating a business enabling the firm to maximize resources and avoid wasting time, effort, and money

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Understanding the basic options

33

• Selling ownership interest internally.

• Selling the ownership interest or some portion of it to an Employee Stock Ownership Plan (ESOP).

• Selling the firm externally.

• Using debt to retire equity shareholders.

• Using a deferred compensation strategy.

• Merging the firm with another firm and then pursuing one of the above.

• Going public (available to very few).

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Key elements of internal transition

34

FINANCIAL ARRANGEMENTS

MANAGEMENT SUCCESSION

CORPORATE GOVERNANCE / LEADERSHIP ROLES

CULTURAL CONTINUITY

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Growing a business is different from exiting a business

35

WHEN IS THE RIGHT TIME TO BRING IN NEW OWNERS?

WHAT IS THE CRITERIA FOR OWNERSHIP?

WHAT ARE THE ROLES OF OWNERS?

WHAT ARE OUR GOALS? 01

03

02

04

FOUNDER TRANSITIONS ARE PARTICULARLY DIFFICULT

05

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Leadership vs. ownership

36

In a mature firm, leadership and ownership may not be the same

In a young firm, leadership and ownership may be synonymous

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Drivers of value

37

01 GROWTH RATE

PROFITABILITY

CONSISTENCY OF PERFORMANCE

QUALITY OF FINANCIALS

BRAND NAME

SPECIALIZATION

CEO SUCCESSOR/SECOND TIER MANAGEMENT

STAFF QUALITY

CLIENT/POTENTIAL CLIENT DATABASE

CLIENT CONCENTRATION

BENCH DEPTH OF KEY SELLERS

02

03

04

05

06

07

08

09

10

11

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Valuation methods

38

MARKET APPROACH

Z-Values, industry comparable’s, etc.

INCOME APPROACH

Capitalization of earnings or discounted cash flow analysis.

ASSET APPROACH

Book value, AE industry is not an asset heavy class, so not used very often.

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Valuation ratios: z-formulas

39

VALUE PER EMPLOYEE

Note: Simplified median data from the Zweig Group 2020 Valuation Survey of AEC Firms

$75,747 0.54 0.63 3.87 3.55 1.95

VALUE TO NET SERVICE REVENUE

VALUE TO EBITDA

VALUE TO BACKLOG

EQUITY VALUE TO BOOK

VALUE

EQUITY VALUE TO PROFIT

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Percentage ownership

40

CONTROLLING INTEREST

• Represents 50.1% of ownership

• Market value or premium over internal value

MINORITY INTEREST

• Typically has discount applied to market value

• Discount for lack of marketability

• Discount for lack of control

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© ZWEIG GROUP 2020

Valuation considerations: internal ownership transitions

41

HOW CAN YOU CREATE A METHOD FOR STOCK PRICING THAT MOTIVATES THE TYPE OF BEHAVIOR THAT ENHANCES VALUE?

IS THE PRICE SO CONSERVATIVE THAT IT DOES NOT PROVIDE A MEANINGFUL RETURN TO THE SHAREHOLDERS (I.E. BOOK VALUE)?

IS THE PRICE SO AGGRESSIVE THAT THE NEXT GENERATION

WILL NEVER BE ABLE TO AFFORD TO PURCHASE THE FIRM IN A REASONABLE TIME FRAME?

IS YOUR FIRM’S STOCK PRICING METHOD FAIR AND

REASONABLE?

01 02

03 04

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Start planning now

42

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Preparation

43

• Develop an internal stock market

- Share financial information and state of the company regularly. - Invest in leadership training

• What should a prospective owner know? - Income statement - Balance sheet - Cash flows

- Return on equity (assumptions)

• Get your team organized

- Legal council, CPA, tax planning professional, business advisor, etc.

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Strategic planning

44

WHAT MARKETS, SERVICES, DISCIPLINES? DO WE WANT TO GROW?

WHAT TYPES OF CLIENTS?

WHERE DOES YOUR FIRM WANT TO BE IN FIVE YEARS? MISSION & VISION.

WHO ARE THE NEXT LEADERS? WHAT ARE OUR CORE VALUES?

01

02

03

04

Developing a strategic plan – and sharing it

widely – creates focus and direction,

helping staff work towards common goals.

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© ZWEIG GROUP 2020

What you should do today

45

01 BALANCE NEAR LONG TERM PLANNING WITH LONG TERM PLANNING

UPDATE YOUR STRATEGIC PLAN ANNUALLY

HAVE AN OWNERSHIP TRANSITION PLAN AND FINANCIAL MODEL. TEST SCENARIOS

CHOOSE YOUR TEAM CAREFULLY

MONITOR FINANCIAL PERFORMANCE

KEEP ASSUMPTIONS AND EXPECTATIONS FOR VALUE AND TIME LINES REASONABLE

02

03

04

05

06

Page 46: Owning and Operating an Architecture Firm...• Reduces the stress of owning and operating a business enabling the firm to maximize resources and avoid wasting time, effort, and money

Thank you!!

[email protected]