Anders + Summit: A Merger Story

This eBook is an "under-the-hood" view of an uncommon merger.

A MERGER STORY by Jody Grunden, CEO & Co-Founder of Summit CPA Group

This is an “under-the-hood” view of an uncommon merger.

Summit CPA Group Brand Style Guide

Anders + Summit Merger Story

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PREFACE

MAASTRICHT BLUE # 011638 their first steps toward merging. And now, as 2022 draws to a close, the two companies are in the thick of the process of integration. KEPPEL # 419EA4 In 2021, Anders—a large, St. Louis-based brick-and-mortar firm—and Summit—a fully distributed, unconventional, smaller firm—took We entered the merger process with a list of must-haves. In terms of our day-to-day, we wanted to take care of our Summit team and continue to operate as an independent unit—essentially keeping our machine intact, and using the merger to accelerate our growth trajectory. To reach such a goal, we knew we needed to maintain our national brand, which provides two main and equal benefits: finding prospects and finding talent. We’ve put a thought-leadership marketing engine in motion that attracts clients across the country. At the same time, the national brand helps recruit talent coast-to-coast without geographical limits—a must-have in today’s tight talent market. In terms of the structure of the merger itself, we wanted to create an incentivized buy-out that motivates both sides to continue pushing toward those goals, and we wanted a seat at the table for Summit’s co-founders, Jody Grunden and Adam Hale , so that they could be a central part of the decision-making process moving forward.

It’s been fast, it’s been intense, and it’s been—at times—bumpy. That’s why we wanted to tell you the story of how and why it happened: to share our thinking behind this merger and our approach to the challenges that we’ve faced along the way. Anders and Summit are different, no question, and we see this merger as an opportunity to leverage those differences. As a result, we’ll become stronger not just in our respective areas of expertise but, even more exciting, we’ll strengthen one another by sharing that expertise to better serve our clients and continue to make positive changes to the industry. Whether you’re interested in merging yourself or are just curious to understand the thinking behind the Anders + Summit merger, we invite you to read the story from the perspective of Jody Grunden, Summit’s co-founder and former CEO, as well as key players on the Summit and Anders teams.

With most accounting firm mergers or acquisitions, one firm is looking to acquire more of what they already do. ST. PATRICK’S BLUE #1F3D7D X11 GRAY #BDBEC0 BLACK BEAN #390B0C FONT PREFERENCES SAMPLE IMAGES

But with Anders CPAs + Advisors (Anders) and Helvetica Light Gil Sans Bold Calibri (Body)

Summit CPA Group (Summit), this is not that kind of merger.

“ As a result, we’ll become stronger not just in our respective areas of expertise but, even more exciting, we’ll strengthen one another by sharing that expertise to better serve our clients and continue to make positive changes to the industry.”

P. 3

Summit CPA Group Brand Style Guide

Meet the Team COLORS

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Since Summit is fully distributed, the firm has the advantage of being able to span geographic locations to find the best candidates for their team of directors. Each director has a special focus at Summit. They provide leadership to their teams, ensuring their departments are running effectively and contributing to the overall mission of the organization.

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Founders

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Additional Steering Committee Members

JODY GRUNDEN CEO & Co-Founder of Summit

ADAM HALE COO & Co-Founder of Summit

DAVE DANIC Director of Tax

JAKE GRIMM

JAMIE NAU Director of Accounting

KELLY SCHUKNECHT Director of Marketing

KIM MOORE Director of Audit

JOSH JEANS People Operations Strategist

ZACH MONTROY

Director of Technology

People, Team & Organizational Strategis t

Anders + Summit Merger Story

ANDERS LEADERSHIP

Anthony Zecca Founder of Growth Path Partners LLC As the founder of Growth Path Partners LLC, a firm that focuses on leadership, strategy, and growth consulting for organizations with a focus on professional service firms, Anthony was instrumental in connecting Anders and Summit. He continues to serve as an advisor as the merger solidifies and grows.

Founded in 1965, Anders has grown steadily and can attribute much of its success to its employees and partners—some of whom have more than 20 years of service with the firm.

ROBERT J. MINKLER, SR., CPA, Founding Partner

Additional Steering Committee Members

DAVE HARTLEY CPA, CISA Partner and Director + Advisory

SCOTT HOFFMANN, CPA Partner and Director + Accounting

JEN SIDES Chief People Officer

LINDSAY SUELMANN Marketing Director

THERESA STEARNS Chief Information Officer

Executive Committee

MICHAEL STAFFORD, CPA Partner and Chief Operating Officer

MARK HINSEN,

ROBERT MINKLER, JR., CPA/CGMA Managing Partner

DOUGLAS MUELLER, CPA/PFS Partner and Director + Tax

KEVIN SUMMERS, JD, CPA/ ABV/CFF, CVA Partner and Director + Forensic, Valuation and Litigation

ROBERT BERGER

CPA/CGMA Partner and

CPA/CGMA Partner + Tax

Director + Audit and Assurance

P. 5

“Traditional accounting is boring.”

Summit CPA Group Brand Style Guide

Anders + Summit Merger Story

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Accounting Done Differently ST. PATRICK’S BLUE #1F3D7D X11 GRAY #BDBEC0 BLACK BEAN #390B0C MAASTRICHT BLUE # 011638 KEPPEL # 419EA4 FONT PREFERENCES Helvetica Light Gil Sans Bold Calibri (Body) SAMPLE IMAGES

of our business came to us from industries such as construction, consulting, healthcare and manufacturing, because they genuinely connected to our message and our offerings. We didn’t have to convince them; the fit was apparent. 4 %

A New Communication Strategy 9 Virtual 401(K) Audits 10 Value-Based Billing 11 Growing Virtually 11 Cutting-Edge Tech 12 Leading With Values 12 Changing The Industry 13

P. 7

Accounting Done Differently My vision for Summit CPA Group 20 years ago was grounded in a desire to be different—to create something that nobody else was doing in the industry. I started by focusing on what I didn’t want.

Instead, I wanted to ignite a passion for business growth through accounting and financial services. I wanted to change the way people think about accounting. I wanted to do something that mattered. I wanted to walk alongside a business owner and help them grow their business—to form relationships with them, not just look at their books once a month. I wanted flexibility in my life so I could coach my kids’ hockey teams. With a clear vision of what I wanted and what I didn’t, my business partner, Adam Hale, and I set out on an uncharted mission. We didn’t have a map or a compass; all we had was determination.

You don’t need to spend years in corporate accounting to discover that the stereo- types are right on: Traditional accounting is boring. It’s boring for the clients and, to be frank, it’s not much more exciting for the accountants. But why does that have to be the case?”

I didn’t want to run the proverbial rat race. I didn’t want to wear a suit and tie. I didn’t want to have a traditional busy season that comes with the CPA territory. I didn’t want to go to an office for 40+ hours a week. And I didn’t want to burn out. Instead, I wanted to ignite a passion for business growth through accounting and financial services. I wanted to change the way people think about accounting. I wanted to do something that mattered. I wanted to walk alongside a business owner and help them grow their business—to form relationships with them, not just look at their books once a month. I wanted flexibility in my life so I could coach my kids’ hockey teams.

Anders + Summit Merger Story

A New Communication Strategy

You don’t need to spend years in corporate accounting to discover that the stereotypes are right on: Traditional accounting is boring. It’s boring for the clients and, to be frank, it’s not much more exciting for the accountants. But why does that have to be the case? That was our first challenge to solve. We started by moving beyond the traditional accounting services of filing tax returns and historical financials that would make our clients’ nod off in their chairs. But it wasn’t just the jargon that kept them from getting fully engaged; it was the focus on the past. Our clients wanted to grow their business, see how it stacks up against themselves and their peers, and look to the future. So, in response, we created dynamic forecasting to help them see it more clearly by looking at long-term and short-term cash flow. We figured out how to use the data to help them understand their story, to allow them to keep a finger on the pulse of their business and be proactive about their financial health. Now, all of a sudden, clients didn’t see us as snoozy accountants, but business performance coaches who understood their finances, came into their business and made them better.

Once we made that shift, our clients started looking forward to talking to us on a regular basis. They even started to ask for more meetings. So we offered weekly strategy sessions where we could dig into their challenges and figure out how to help them grow faster. With this approach, we had more client time than ever before, which was one of our main goals when Adam and I left our traditional firms and struck out on our own. Then tax time came around, and another benefit of weekly meetings became clear: Because we were already on top of our clients’ financials, there was no last-minute scramble. We didn’t have to burn the midnight oil (or give up hockey season) to get their filings done. And so our Virtual CFO (VCFO) services evolved. It was a name that made people scratch their heads when I put it on our website back in the early 2000s—and it took four whole years before we found a client (Rhode-Island-based Lullabot) who was ready to take us up on the “V” part. But once they signed on and started spreading the word, our growth skyrocketed. Another win-win: We were growing because we were able to multiply our client base and help our clients grow at the same time.

Our vision of Virtual CFO services was so new that it was impossible to sell traditionally. No one knew what it was. When a business hired an accountant, they wanted an accountant to show up at their door, not a VCFO to appear on their computer screen.

In order to succeed at doing things our own way, we needed a communication strategy that would educate the public. That’s how we developed our thought- leadership approach to marketing. The blog and, ultimately, the podcast series, grew out of that need to get the word out that we had this new vision for financial services. From our website to how we introduce ourselves toa client in a virtual meeting— everything had to be branded in the same way, to reflect our non-traditional approach. Clients had been conditioned to expect in-person meetings; we had to show them that our virtual approach wasn’t simply a good substitute—it was a strategic advantage. Our thought-leadership communication strategy is an essential part of this approach to attracting clients who aren’t looking for a traditional accounting firm to step in and just do their books. Our clients want a visionary, someone who can sit alongside them as an

entrepreneur: a sounding board who partners with them, to guide them and help them make decisions. That’s the big differentiator, so we designed our communications—our daily blogs, podcasts, and speaking engagements—to show the level of thinking Summit provides, and get our audience excited about the possibility of benefitting from that level of partnership. Because we were getting to be so well known nationally, we were attracting clients outside of our target: We focused our thought leadership on digital agencies, but a full 40% of our business came to us from industries such as construction, consulting, healthcare and manufacturing, because they genuinely connected to our message and our offerings. We didn’t have to convince them; the fit was apparent.

P. 9

We got into audits through HUD audits for mortgagees. We found it to be a scalable business, because we didn’t have to be on-site; we could do it all throughout the United States. We started putting a lot of effort and marketing dollars, growing to 40 or 50 audits, and then the federal government decided to let the big banks swallow up the little mortgage companies and oversee them. The revenue center we were building vanished—literally—overnight. BUT THEN WE GOT A PHONE CALL.

Virtual 401(k) Audits When we started to gain traction in the Virtual CFO space, there were people who said we got lucky, that we were able to go against the grain and work remotely in that one specific niche because of the nature of the VCFO service. They said, “you can’t do 401(k) audits remotely. No one’s going to hire you to do that.” But we decided to find out whether we could get the VCFO model to work in other areas of accounting, and we bucked the system again.

One of our earliest clients called us up and said, “Hey, I know you don’t need to do my HUD audit, but I really enjoyed working with you. I like your style. I like the fact that you don’t have to be in my backyard. Can you do our 401k audits?” So we dug in, spent three times the amount of time we should have, and started to figure it out, with the help of consultants who reviewed our process. As we learned, we started putting out information, writing articles, and sharing what we were learning. It turned out to be the perfect niche. Unlike HUD audits, 401(k) audit season doesn’t overlap with tax season, so we were able to distribute the workload more evenly throughout the year. Companies are required to do 401(k) audits when they have 100-plus employees, so they’re established companies with systems, a payroll

company, and high quality data—which makes them straightforward to conduct. It’s also a great market because when a company crosses that 100-employee threshold, they’re having to educate themselves about the 401(k) process for the first time. That means that when those clients would search, “Why do I need a 401(k) audit?” online, they’d find our articles and, even though we might have been halfway across the country, we could end up working together. In our early stages, nobody did 401(k) audits virtually, so we had a big competitive advantage. Not only were we doing something unique, we were putting out a lot of content to educate clients, and we had a transparent billing model. People could go on our website, click a button, answer a few screening questions, and get a quote. They didn’t have to wait two to four weeks to hear what the quote might be. -ADAM HALE

It started with one audit, and it blew up into just under 200. Everyone in the industry said, “You can’t get 401(k) audits by doing them virtually, by having a national presence, or by doing podcasts and blogs. You get them with an outbound sales approach, traditionally through the Request For Proposal (RFP) process.” And that’s not how we did it, and we were very successful: 401(k) audits were a million dollar stream of income when we were a $10 million company.

Our thought-leadership approach creates demand for this service, so we have clients who follow our podcasts and blogs—maybe for months—that call us up and initiate the sales process. With this kind of inbound marketing approach, our accountants don’t need to go out and make sales pitches. When we hire someone, they get handed a book of clients; they aren’t expected to land them, which is the industry standard. That means they have more time to spend on delivering expert service and not honing their sales skills. And, starting from their first meeting, they can approach their client as partners, not as salespeople.

Anders + Summit Merger Story

VALUE-BASED BILLING

Growing Virtually Our decision to become the first completely virtual CPA firm—fully distributed in 2013—was motivated by the same outcome: to help our clients grow their business even more efficiently and improve our work environment.

From the very beginning, we did things differently. But every game-changing idea we’ve implemented—from what we offer to how we deliver it—has to meet this standard: We provide a more valuable service to the client and improve our team’s experience. You don’t have to sacrifice one to get the other. In fact, that’s what makes a business great. Take our decision to move away from the traditional hourly billing model to value- based, weekly billing. Hourly billing felt like a lose-lose. We couldn’t predict our cash flow, wasted time chasing accounts receivable and risked compromising our relationship with the client every time we sent out a bill. Would they complain about every .25 hours? Would they laugh at how cheap we seemed? Instead of being able to have substantive conversations about pressing issues, we had to act as a project manager and bill collector. “Hey, I want to have this serious conversation with you, but first you owe me $30,000” is a sentence we were able to remove from our routine at Summit. Once we figured out a price that wasn’t ridiculously low, we moved one step closer to where we wanted to be—in the clients’ corner, doing the work we do best, rather than hovering by the mailbox, waiting for the next check.

It took a little while to convince everyone to come along for the ride, but the switch to a fully distributed firm ended up being one of the best decisions we ever made. It was an opportunity to really live our values of employee empowerment and trust—to show our employees we don’t mind if they have to leave work for a few hours to coach a game or go to a personal appointment; we know they’ll get their work done. That’s what employees really want. And maybe that trust is there in a brick-and-mortar firm, but it’s hard to show it in the same way when everyone is required to be physically present. We also saw major benefits in terms of growth. Going virtual allowed us to grow faster than our brick-and-mortar business ever would have allowed us to, by expanding our talent pool. When we were only getting a few local resumes per week, we often had to decide whether a partial fit was the best way to go. Another lose-lose.

Soon, from a few resumes per week, we started receiving nearly 2,000 per year, allowing us to hire the exact perfect candidate without geographical limits. At the same time, since we were now investing in finding technological solutions to allow seamless online interactions, we were able to concentrate on attracting the kind of growth- oriented clients that make us excited to come to work. We quickly saw the benefits of meeting remotely: We cut wasted commuting time, and we saw how easy it was to loop in new colleagues or members of the clients’ team at a moment’s notice. These benefits have become familiar to a large part of the global workforce since 2020. But well before the pandemic caused remote work to trend, we were figuring out how to leverage technology to make the best possible connections with our clients and within our team.

Once we figured out a price that wasn’t ridiculously low, we moved one step closer to where we wanted to be—in the clients’ corner, doing the work we do best, rather than hovering by the mailbox, waiting for the next check.”

P. 11

Cutting-Edge Technology Being distributed is a part of our DNA. Technology is our workplace, which means we actively look to advancements in technology in order to improve our client experience, increase our efficiency and grow as a collaborative team.

Leading With Values One of the reasons we’re all able to make decisions so quickly—not just at a leadership level—is because of our strong core values. When we’re looking at something new to incorporate into our process, we can gut-check that against our core values pretty quickly and decide, “How is this going to make a financial, process and cultural impact on our business?” That’s why we move, and that’s how we vet stuff that doesn’t fit. As Adam likes to say, it’s a great way to center ourselves. These values are shared throughout the team, so that everyone is empowered to look for ways to improve our processes and make those changes. They trust us because we’re transparent with our values and our culture; and we trust them, because we know they live those values and that culture, too.

This commitment is clear when you look at the way we approach our tech stack. In recent years, we’ve used AI, we’ve created bots that run Excel files, and we’ve built client dashboards to take the mundane, repetitive processes out of our teams’ hands, increasing accuracy and saving them hours of prep time that can be spent with the client–which, after all these years, is still our priority. Essentially, with our value-based billing model, technology is the way we increase our profit margin and improve our service— without overworking our people. A cash flow analysis that once took us three to five hours per client per month now takes us about 30-45 minutes, thanks to the tools we’ve adopted. With the people shortage nowadays, we want to be smart about making people more efficient. Still, technology is just a means to an end—improving our clients’ experience and relationship. Dashboards are great, because they give us the data we need— and quickly—but, as our Director of Technology, Jake Grimm says, the real value is in interpreting that data and using it to help the client meet their goals. That’s why we’re never attached to a specific tool. When we discover a new tool that might fit our needs, we’re not afraid to put it to the test immediately—even if we’ve been experimenting with something else. We’re not afraid to fail, and we’re not afraid to move on.

A cash flow analysis that once took us three to five hours per client per month now takes us about 30-45 minutes.

Anders + Summit Merger Story

Changing the Industry

Nobody outside the firm thought any of what we were doing would work. There were a lot of things that were unique about the way we ran our practice. After years of hard work and trial and error, we hit our stride and carved out a name for ourselves in the industry. It was time to open our playbook. For years we had been going to conferences where expert presenters would discuss “the firm of the future,” but we always felt like we were already doing a lot of the things people were saying were coming down the road. We were small and nimble, so it was easy for us to beta test every- thing, reinvent our processes, and keep moving forward. At a lot of these conferences, we’d get into side conversations with firms who were interested in the presentations, and we’d say, “Yeah don't do what they just said. We did that and it failed horribly. You actually want to use this and do it this way…” And just like that, we started growing contacts over five-ten years, until we realized: “Hey, we need to be super deliberate about this CPA coaching, just like we are with our clients. If we want to make an impact in the industry, if we really want to change the way everybody's thinking, we’ve got to get our peers to do the same kind of thing.”

Opening our playbook sounded like another crazy idea (for some people), but for us it was the start of our CPA coaching service line. We weren’t worried about the competition— it’s a big blue ocean out there because we knew that the better the industry is, the better served the clients will be. The reception of my 2019 book, Building the VCFO Firm in the Cloud , was a major signal for us. With over 500 copies sold, readers wanting more started signing up for our Virtual CFO training course. The industry was recognizing the method to our madness.

OTHER FIRMS WERE TAKING NOTE.

P. 13

“Change is hard, especially for accountants.”

Summit CPA Group Brand Style Guide

Anders + Summit Merger Story

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SUMM I T:

The Prospect of Merging Enter, Anders 16 A Future-Oriented Partnership 17 Why Anders Sought Out Summit 18 The Teams Meet 20 In The Teams’ Words 21 Five Conditions For Merging 24 Full Speed Ahead 25 ST. PATRICK’S BLUE #1F3D7D X11 GRAY #BDBEC0 BLACK BEAN #390B0C MAASTRICHT BLUE # 011638 KEPPEL # 419EA4 FONT PREFERENCES Helvetica Light Gil Sans Bold Calibri (Body) SAMPLE IMAGES

We’re not a rigid CPA firm, and we never want to be. We always want to remain nimble, flexible, and ready to tackle the next big thing, whatever that might be.”

-ROBERT MINKLER, JR.

P. 15

Enter, Anders When we were initially approached by Anders, selling or merging wasn’t anywhere on my to-do list. I didn’t have any real interest; our business was growing at a rapid pace. But Adam always appreciated the exercise of having conversations with potential buyers, because it helps you better understand what you’re doing right, what you’re doing wrong, and what needs improvement. Having such conversations can help make your company more marketable if or when you do want to go to market.

As we’ve blazed the trail in so many areas, we’ve had plenty of people call us crazy. On the flipside, we’ve also had many firms approach us with an interest in acquiring us. We’ve always pushed back; we’ve listened, but no one ever really turned our head.

As I mentioned previously, I started Summit knowing what I didn’t want my company to be. In the same way, I’ve always thought of a merger in terms of what I didn’t want. To me, culture is huge. Even though we are fully distributed, our culture at Summit is strong, and our employees are drawn to (and stay at) Summit for that reason. We lead with humor—and Hawaiian shirts. We weren’t willing to button up our personality or bottle up our values to merge with another firm.

Change is hard, especially for accountants. One of the things that has made us different is that at Summit, one of our core values is that we embrace change (adaptability); however, we don’t change for the sake of change. There always needs to be a good reason behind it. A merger represents one of the biggest possible changes for any company, so Adam and I were only open to a situation that would allow us to change for the better—and to maintain the unique aspects of our company that we’ve been developing from day one.

of the work we were doing, but it started to feel a little rinse-and-repeat. And then someone put the $50 million figure in front of me, and I thought, “Yeah, we could probably do $50 million”—but I hadn’t quite figured out how. Until Anders came along. We were limited when it came to hiring new people. We were focused on being highly profitable, but in order to get to $50 million, we knew we had to have a bigger bench, people trained on the sideline, ready to take on new clients and not at capacity. So when Anders showed up, we realized this could be the perfect scenario. A traditional accounting firm never takes down their job postings, because they can utilize their people different ways. With that pipeline in place, I thought, “We can truly get that $50 million mark at a very quick pace, if we had somebody that had the same philosophy, ideals, core values and wasn’t worried about the billable hour requirement all the time.” When we met Robert and the team, we realized this could be the thing that would get us there, something new and challenging. And that got me excited.

As more and more companies started showing interest, we began to see some themes: Our Virtual CFO services, our diverse approach to client relations, and our cutting-edge use of technology were turning the heads of potential buyers. We had made a bet, and it was paying off. Those services were also turning the heads of potential clients, which meant we were feeling some growing pains with our hiring. We needed to onboard new Virtual CFOs to keep our current employees from being overworked tomorrow; but we had to time our hiring process carefully so that we didn’t hurt our bottom line today. That got us thinking maybe it was the right time; maybe there was an opportunity to find a strategic partner, not just a financial one, that could help us accelerate our growth trajectory.

IT SEEMED LIKE A TALL ORDER—UNTIL WE MET ANDERS CPAS + ADVISORS.

The truth is, I had gotten bored.

I hate to say it. I felt we had already accomplished everything. Since 2010 we’ve doubled our revenue every three years. Five, ten, twenty million seemed like easily attainable goals… I was proud

Anders + Summit

Merger Story

When Anders approached us about merging, it felt different. They sat us down and said, “Here’s where we think accounting is going, and here’s how we think Summit and Anders can partner to realize that future.” That got us listening. A FUTURE-ORIENTED PARTNERSHIP

Anders is a brick-and-mortar, St. Louis-based firm with more than 55 years of experience, offering traditional, full-service accounting, tax, audit, and advisory services to growth- oriented companies, organizations, and individuals. The differences with Summit— a younger, smaller, fully distributed firm with a national presence—are crystal clear. And yet, there was also an obvious alignment, a way in which our differences made us complementary not oppositional. Although Anders is more traditional than Summit, they are more forward-thinking than most larger firms. While they’re a traditional firm in how they conduct their business, they are non-traditional in their culture and their goals for the future. Over the years they have consistently been entrepreneurial and innovative—not necessarily doing what they’ve always done but instead focusing on what’s next, asking what small to mid-sized businesses need, and figuring out how to deliver those services to them.

They are not afraid to try new things. As Robert Minkler, Jr. likes to say, “Just because things are going well doesn’t mean they can’t be better.” That reflects in the vision of Anders founder, Robert Minkler, Sr., to not just keep pace with changes in technology but to continuously challenge themselves to “embrace [their] entrepreneurial spirit, spearhead change, and be the advisory firm of choice,” an accomplishment they realized they could only hope to achieve by being “intentional about [their] culture.” (For more on Robert Minkler, Sr.’s founding story, see page 46.) It also reflects in their client list: forward- thinking companies, organizations, and individuals across a broad spectrum of industries, including banking, construction, real estate, health care, manufacturing, sports, entertainment, and startups.

P. 17

Why Anders Sought Out Summit

As we continued getting to know Anders, Adam and I were on the lookout for a true cultural match. We quickly discovered we’re both very intentional about our culture, focused on employees and family, and put “people over profits.” (As Robert Minkler, Sr. says, it’s “we, us, ours” not “I, me, mine.”)

Fort Wayne—and we spent a day and a half ironing out all the big items on our checklist. One of the primary things we addressed was that Anders had imagined folding us into their team, but we said no—we want to operate as an independent unit. It was the first time they had thought of the merger that way, and it would have been a showstopper if we hadn’t been able to work it out. The more we talked about how the combination of our services and teams could positively impact our clients and the accounting industry as a whole, it was a no-brainer for us to join forces. It wasn’t just about a perfect match in terms of our offerings, expertise, and resources, but a perfect alignment of our cultures. We each want to change how people think about accounting, and we realized together we could increase that reach exponentially. We only ever wanted to partner with a firm where we could really have an impact. With Anders, we felt like the Summit team could come in and make a difference. A clear win-win: Anders was explicit that they had no intention of changing our model or our processes; instead, they see learning from the Summit model as one of the main value-adds we bring to the table.

THAT WAS ENOUGH TO GIVE THE CONVERSATION SOME LEGS.

In November 2021, Adam and I made the six hour drive from Fort Wayne to St. Louis to meet the Anders team. The first night—our first in-person meeting with anyone at Anders—it was just the two of us (me in my Hawaiian shirt, Adam in his t-shirt and jeans) sitting down with a few representatives from the Young Professionals, a group that is bridging the generational divide and bringing new and fresh ideas to the accounting indus- try. There was quite the age gap between us, but we hit it off right away. They were extremely welcoming (and talented at ping pong). The next day we met Robert Minkler and Dave Hartley, and I realized this might lead to something big. As a follow up to that meeting, Dave Hartley traveled out to Fort Wayne. Even though Adam and I both live in Fort Wayne, we got a hotel—first time I’ve ever stayed in a hotel in

Anders + Summit Merger Story

One of the first major factors I evaluate in the early discussions is culture. Most mergers fail if the culture of the organizations merging is too far apart, or where the owners of the firm being evaluated do not have the right chemistry to fit into the acquiring firm. Summit was a clear “yes” on both of those issues. Jody and Adam are the type of individuals who will flourish as partners in Anders, and Anders will easily be able to integrate Summit and fit the axiom of 2 + 2 = 6.”

We were all intrigued by Summit’s uniqueness. We were fascinated by how differently they approached things. It was thrilling to see two puzzle pieces fitting together with each firm’s expertise and offerings that complement each other. In addition to the service offerings, the cultures of each firm fit together perfectly. Culture is a challenge for many firms. When companies aren’t intentional about culture, it often just “is what it is.” Anders, on the other hand, has always been pro-employee; the firm recognizes the value of its employees and the contri- butions they make. Summit makes this a priority as well.”

This merger grew from a desire to partner with a cutting- edge firm who already had a solid presence in the digital world. With more and more companies offering services online and remotely, we were specifically looking for a firm that offered Virtual CFO services. There’s no need to reinvent the wheel if someone in the industry has already worked out the kinks.

With that kind of partnership in mind, we set out to find an accounting firm that would align with our culture, goals, and best practices. With Summit being a key player in the accounting world, we were familiar with the way Jody and Adam were revolutionizing the industry with their Virtual CFO offerings. The Virtual CFO offering initially attracted us as a complement to our Outsourced Accounting Services (OAS)—typically known as Client Advisory Services (CAS) across the industry. Then, as we peeled back the layers, we saw there were a lot more benefits. The efficiencies that Summit has been able to develop are no secret. Their alternate weekly billings philosophy, service delivery, technology stack—all that as it relates to Virtual CFO Services is a definite benefit. But then I started seeing how we could take some of those things and apply them to different areas of our firm because we have traditional tax and audit services, as well as other advisory services. Some of

the things they’ve gone through the pain of learning are going to benefit other areas of the firm. One component that drew me to Summit is the fact that the firm is fully distributed. These last couple of years, the pandemic has thrown a lot of offices off track. We had to pivot and figure out how to continue providing services when we couldn’t meet with clients in person—something that Summit has been doing for nearly the past decade. So, when the country shut down, businesses, Anders included, had to figure out how to take a step back and learn how to work in the virtual world. For the Summit team, on the other hand, the next day was just another workday. It’s impressive how Summit has built such a strong culture with a fully remote team. The fact that Summit has not only figured out how to do it but also maintains its culture and brand is a huge benefit.

-MIKE STAFFORD (ANDERS)

-ANTHONY ZECCA (CEO OF GROWTH PATH PARTNERS LLC)

“ We were instantly drawn to Summit. When we looked at

in response. This approach is reactive: Many times clients don’t know what services they need—they just need help. The Summit approach, on the other hand, is proactive. Their cash flow forecasting helps guide clients through strategic business decisions. The pathway to a more successful business.

an invaluable advisor within the digital agency space. They cracked the code on client needs, and then scaled to meet it. When we thought about combining that value with our expertise in several different industries, we realized how much we could accomplish together, enabling us to serve clients across North America, regardless of geographic location.”

what they offered and where they wanted to take their Virtual CFO service, we saw how they lined up with what we think is going to happen in the market over the next decade or two and got excited. It makes sense why clients are drawn to Summit. CPA firms traditionally ask clients what they need and then provide services

-ROBERT MINKLER, JR.

Summit has also done an amazing job of developing a niche—becoming

-DAVE HARTLEY (ANDERS)

P. 19

The Teams Meet

When we first brought the possibility of a merger to our team, there were certainly a few “gulp” reactions. With conversations moving full steam ahead, we knew there were reservations amongst the team—or doubts that it would even happen. Because we had been approached a number of other times by other firms but never said yes, some employees assumed that’s the way it would continue to be. Our employees are drawn to Summit for a reason; many of them came to us because they were walking away from “big CPA firm culture,” just like Adam and I did when we founded Summit. They value Summit’s tight-knit culture, the flexibility of being fully distributed, and the agility of being a small firm where it’s easy to act quickly, make decisions and apply necessary changes—without getting bogged down into a lengthy approval process. They thrive on the ability to be early adopters, implementing cutting- edge ideas that larger firms don’t have the flexibility to try.

Until we met with the Anders leadership, Adam and I had the same reservations about mergers in general. So we figured, let’s have our teams meet and see if they feel like they could still be excited to come to work every morning as part of Anders. We knew our team was trusting us to clear an extremely high bar in terms of fit. In January 2022, we brought our leadership team to St. Louis, and they got a chance to meet the partners and executive committee at Anders, as well as members of their Young Professionals team. Seeing the firms side-by-side, it was clear that both firms cultivate a welcoming, family atmosphere. We don’t take our- selves too seriously, and we have a lot of fun at work.

OUR TEAMS WERE IN AGREEMENT. THINGS WERE STARTING TO ROLL.

Anders + Summit Merger Story

In the Teams’ Words

Going to dinner with the Summit and Anders group was a blast. It started with a few drinks and ended with Summit and Anders employees hitting the karaoke stage. Summit leads with humor and fun, which is refreshing. This is a facet in which Anders and Summit are aligned. While meeting the Summit team and attending dinners with the group, it became apparent Summit and Anders both value having fun. Overall, this merger allows two firms with amazing cultures to combine their expertise and continue to grow in the accounting industry.”

—ABBY FERGUSON (ANDERS – YOUNG PROFESSIONALS)

P. 21

When we visited their headquarters, Robert Minkler met with us. He explained his theory is to bring good people in, let them do what they do and get out of their way. I really liked that, and it helped me feel more at ease. I also saw that Anders has gone to great lengths to make their work environment welcoming and a place people want to be.”

IN THE TEAMS’ WORDS

— KRISTEN REINKING (SUMMIT)

I was glad the Summit team had the opportunity to visit the Anders offices in St. Louis. Going into that trip, one thing on my radar was the culture. So when we played dodgeball with zombies in a high-rise hotel on our first night, that solidified it for me! Joking aside, I could immediately tell that, culturally, our teams were a good match. As the merger became final and we began to unpack the pros and cons, what we were gaining was far better than what we were giving up.”

— JAMIE NAU (SUMMIT)

I went into the dinner with the Summit team picturing that I’d meet two individuals (both in suits) who would be a little stuffy and maybe a bit boring, as accountants tend to be. This couldn’t have been further from the truth! Jody came dressed in his typical Hawaiian shirt, and Adam was decked out in a t-shirt. Both were down to earth. After dinner, we all went to a local arcade (where I beat Adam in ping pong).”

— BOBBY HEITZ (ANDERS)

Anders + Summit Merger Story

I got the chance to meet the Summit team and go out to dinner when they visited St. Louis. That was a fun evening for sure! I was a little nervous at first and didn’t know what to expect, but Jody and Adam were both so nice. I felt like they really wanted to get to know me as a person and how my experience has been at Anders. After dinner, we got to explore downtown and continue to see each other’s personalities come out. After that evening, I knew these were the type of people I’d look forward to working with! Both firms put their people first and prove accountants can be fun, while providing excellent client service and technical expertise!”

—CHRYSA COUSLEY (ANDERS – YOUNG PROFESSIONALS)

When we visited the Anders office in St. Louis, I was impressed by how much homework they had done and how serious they were looking at Summit. They were different from what I expected, and I really liked that. The Anders team was genuinely interested in what Summit was doing.”

— TOM WADELTON (SUMMIT)

P. 23

When it got serious with Anders, Adam and I outlined five things we needed to make sure we were all on the same page about before we could actually strike a deal. First, our director team—and the entire team in general—needed to be taken care of, in terms of their compensation, benefits, workload and status. That was a non-negotiable. We weren’t just concerned with protecting our people as individuals; we wanted to protect our working relationships. That meant we needed to ensure Summit would continue to operate as an independent unit running separately and not dissolved within Anders. Summit didn’t need to merge, so we weren’t going to go into a situation where our employees were divided up and used to fill gaps in the Anders roster. The true incentive behind the merger was always to double our five-year goal, from 25 to 50 million. In order to do that, we needed to keep our team together. We also needed to preserve our growth engine: our national brand. It’s what drives our revenue, as clients get to know and trust us from our speaking engagements, pod- casts and blogs. The meaning behind the brand—our reputation as a non-traditional

accounting firm—is also our HR pipeline: We hire the person who is running away from a traditional accounting firm. So in order to keep up with our ambitious growth, we knew we would need to continue to appear on a national stage as the Summit everyone has gotten to know and trust. Then, in terms of the structure of the deal, we also had two deal-breakers. We didn’t want to follow the traditional accounting firm part- nership model buyout where partners receive their buyout upon retirement. Also, we didn’t want it to be treated as an acquisition where we get bought out on day one of the merger. Instead, we settled on an agreement where we would take some of the chips off the table on day one, and get the rest based on our value once we’ve hit our numbers after five years. Based on our history of doubling our size every three years, we expect the value to be significantly greater in year five than today, so that overall value will be bigger. The idea is to incentivize the leadership team to continue to grow the company, not just to fall in the mix. This creates a big win for both Summit and Anders. A key part of that long-term vision is the fact that Adam and I wanted to be equity partners, in order to have a seat at the table and be part of the decision-making process throughout.

GETTING ON THE SAME PAGE

Five Conditions for Merging

Anders + Summit Merger Story

Full Speed Ahead

After a few more months of discussions and managing expectations, we came to a mutual agreement. The entire process was so fast. Within six months, we went from not interested to a sealed deal. That’s a really short period of time for something of this size to happen.

Five Conditions For The Merger

The merger happened so fast; I remember feeling like I wasn’t sure what it meant or what the future of Summit would look like, but it was fine because I have total trust in Adam and Jody. I knew they wouldn’t have done the deal unless they thought it was good for their team.”

Once we decided to sign, it felt a little surreal. We were really excited about the opportunity to reinvent what we were doing on a larger scale. We are always looking for the opportunity to evolve, change, and get better; this merger allows exactly that. The additional resources it affords us opens so many doors for Summit. While we were on a heavy growth trajectory on our own, this merger excels that trajectory on a steeper incline. There was a little concern— probably from both sides—that the merger took place very quickly. (And during tax season, no less!) Employees didn’t have much time to process it. However, Anders wanted to make it clear that they thought Summit was an attractive

candidate for a lot of interested parties and that they were ready to move quickly. They said they weren’t going to drag their feet and potentially lose the deal, and they lived up to that promise. There were a lot of individuals who put in a lot of hard work in order for us to not only meet our aggressive timeline but beat it—while still managing to sail smoothly through tax season. We got the immediate, short-term stuff out of the way, and now we’re settling in for the long-term: working through operational areas, roles and responsibilities, branding and marketing with the combined resources of Anders and Summit for the OAS/VCFO division. We’re getting there.

m Taking care of the team

m Operating as an independent unit

Both sides were a little nervous about the speed of the merger, but Anders more so: We wanted Summit to unders- tand the seriousness of our interest and that we were ready to move as quickly as possible. We wanted ample time to get the deal done. And that’s exactly what we did.”

m Maintaining

a national brand

-TOM WADELTON (SUMMIT)

m Incentivizing the buyout

m A seat at the table

-MIKE STAFFORD (ANDERS)

P. 25

“Even though it’s uncharted territory, we’re confident things will come together smoothly.”

Summit CPA Group Brand Style Guide

Anders + Summit Merger Story

PRIMARY LOGO (2-COLOR)

ALTERNATE LOGO (1-COLOR)

COLORS

SUMM I T:

The Merger: Year One Applying Summit’s Advisory Offering To Industries Served By Anders 29 Complete Virtual CFO Services In-House 29 Building A Hiring Pipeline With Diverse Strengths 30 What Our Departments Are Up To 32 An Unprecedented Integration 34 Audit 35 Tax 35 Marketing 36 HR 38 Technology 39 ST. PATRICK’S BLUE #1F3D7D X11 GRAY #BDBEC0 BLACK BEAN #390B0C MAASTRICHT BLUE # 011638 KEPPEL # 419EA4 FONT PREFERENCES Helvetica Light Gil Sans Bold Calibri (Body) SAMPLE IMAGES

When I have time to be more consultative with my clients and think more about ways to be strategic with them, it builds a better relationship. The path put in place with this merger is a win-win for all involved, and I am excited to see us grow.”

-KRISTEN REINKING (SUMMIT)

P. 27

Of course, there were reservations in the beginning; we’ve owned and operated Summit for 20 years. It’s like having a child who grows up and leaves the house. There’s an emotional attachment. The Merger YEAR ONE

Now that we’re part of a larger firm, there’s new complexities in terms of decision-making. Decisions affect a lot more people and there are a lot more stakeholders involved, so we have to slow down a little and think about the broader impact. That’s why it was so important for us to align ourselves with a place that was open to change and new ideas. My hope is that as things move forward, our cultures will align as much as they did in the initial merger conversations and Summit can main- tain its autonomy. A few months into the merger, it’s an exciting time—but we’re also doing the brunt of the hard work. First, there were a ton of administrative type things, like making sure employees got paid properly and vacation balances were transferred over. Then we had to figure out the nuts and bolts of how to bring our teams together (as I’ll discuss more in detail below). Now we’re excited to start to focus on supercharging our growth.

You don’t need to spend years in corporate accounting to discover that the stereo- types are right on: Traditional accounting is boring. It’s boring for the clients and, to be frank, it’s not much more exciting for the accountants. But why does that have to be the case?”

As we settle into the merger, Adam’s immediate focus is on assimilation and alignment—making sure that the integration plan goes well. It’s probably going to take six months to a year to feel like we’ve got our bearings and a good foundation under us. Once that is in place, we can focus on heavy growth. Even though it’s uncharted territory, we’re confident things will come together smoothly. We chose Anders because we didn’t want to simply fold into somebody’s culture and the way they do things; we see ourselves as a platform company and wanted to make sure we found a partner that would appreciate what we have built. One of the crucial elements of that culture is our ability to make decisions quickly. It has always been one of our competitive advantages, and one of the parts of working at Summit that our teams most appreciate. We want to make sure that stays true.

Here are some of the most important ways we plan to do that.

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