TZL 1533.5 special (web)

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TRANSACTIONS ATWELL CONTINUES GROWTH IN FLORIDA WITH ACQUISITION OF BANKS ENGINEERING, EXPANDING ENGINEERING, PLANNING, AND SURVEYING SERVICES Atwell has acquired BEI Engineering Group, LLC, doing business as Banks Engineering, a 90-person firm providing civil engineering, planning, and land surveying services. The acquisition of Banks Engineering continues to strengthen Atwell’s resources and capabilities in Florida, specifically in Fort Myers and Port Charlotte. The terms of the transaction were not disclosed. Banks Engineering has provided Florida with civil engineering, planning, and land surveying for more than 30 years. Founded in 1992, Banks Engineering has supported private sector work for a diverse range

of clients throughout the state of Florida. The firm provides professional expertise at every stage, from initial concept to project completion and beyond. “Banks is excited to join the Atwell family,” said Tom Lehnert, president of Banks Engineering. “Banks Engineering and Atwell share similar values, and the merger will allow us to expand our services to better meet the needs of our clients and provide new opportunities for all of our team members. We look forward to supporting Atwell’s growth in Florida and the Southeast Region.” “We’ve worked with the team members at Banks Engineering for years and have firsthand experience of their excellent work and commitment to clients,” said

Ron Waldrop, senior vice president at Atwell. “We have added the outstanding professionals at Banks Engineering to our company because we want to continue investing in this market for the benefit of our clients and the success of their projects.” Atwell has significantly expanded its geographic footprint, service offerings, and capabilities through organic growth and strategic acquisitions over the past few years. The acquisition of Banks Engineering follows Atwell’s most recent acquisitions of Summit Engineering, a civil engineering and land surveying firm in Heber City, Utah, and Mead Gilman & Associates, a land surveying firm located in Woodinville, Washington.

■ Competition. What are your strengths and weaknesses when compared with the competition? ■ Management quality and depth. Do you have depth in your bench or is there a heavy reliance on only a few top players? ■ Diversification. Are you diversified in size, geography and customer base? If your firm relies upon a handful of clients for most of its revenue, the upward impact on risk is substantial. To demonstrate the influence that a rate of return has on value, assume that a firm has net cash flow to equity of $500,000. That is the cash flow available to the shareholders which is free of working capital requirements and capital expenditures. Also assume that the rate we are using is inclusive of the company-specific risk premium and long-term growth has been accounted for.

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of value for the interest under consideration. In doing so, the appraiser must develop a discount rate that is the proxy required return for the hypothetical buyer. There is more than one technique for developing a discount rate, but I want to focus on the build-up methodology to demonstrate how the risk level present in a closely-held company can have an impact on value. A good rule to remember is a high level of risk equals a lower value and lower risk leads to higher values. In the build-up methodology, the discount rate is “built-up” from empirical financial risk components derived from the public markets. In today’s economy that rate is around 15 to 17 percent for net cash flow to equity, or slightly higher if the appraiser determines that a size premium rate from the smallest of the small companies is warranted. One additional component is necessary to account for the fact that your closely-held firm is likely much different than a company traded on an exchange. This last component is called the company-specific risk premium because it is specific to the subject business being valued. The specific company risk premium is of primary importance to you as a firm owner or principal because this is where the rubber meets the road in terms of driving firm value up or down. Take a minute to run down this list and ask yourself where you think you might stand: ■ Financial condition. How do you stack up against industry guidelines? When’s the last time any financial analysis has been done in your firm to determine performance levels such as liquidity, receivables collection, working capital, and debt burden, among others? ■ Asset risk. AEC firms have a significant amount of value wrapped up in intangible assets such as reputation and client base. Intangibles are high-risk assets that can erode quickly unless consistently nurtured. What are you doing to ensure and sustain a strong value for your firm’s goodwill?

Net cash flow to equity:

$500,000 $500,000 $500,000

Rate:

20%

23%

25%

Value indication:

$2,500,000 $2,174,000 $2,000,000

Based on the concluded rates, the spread in value indications is $500,000, or an entire year of cash flow! Now, I know that no one likes “leaving money on the table.” Spending some time understanding your firm’s risk drivers and addressing those on the high end of the scale could very well be time wisely spent. I am always pleased to talk with firm owners who are thinking ahead to an exit strategy and want to learn more about improving firm value. With time and sustained focus, problem areas of any firm can be corrected, and that should improve the measure of risk and increase value. Tracey Eaves, MBA, CBA, CVA, BCA, CMEA is a member of the valuation consulting team at Zweig Group. Contact her at teaves@zweiggroup.com.

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THE ZWEIG LETTER APRIL 19, 2024, SPECIAL ISSUE

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