Professional Services
Mergers & Acquisitions
for Professional Firms
CPA firm sales, RIA roll-ups, law firm mergers, engineering consolidation, and brokerage transactions — negotiated and documented to protect value and client relationships.
The consolidation wave in CPA firms, RIAs, law firms, and engineering firms has created more exit and growth opportunities than ever — along with more sophisticated counterparties. We represent CPAs, attorneys, engineers, financial advisors, bankers, and real estate professionals on every side of these transactions — buy-side, sell-side, roll-ups, and peer mergers — with attention to client retention, rollover equity, employment terms, and second-bite economics.
What We Deliver
Sell-Side Representation
From first LOI to closing, we maximize value and protect you post-transaction.
- Letter of Intent (LOI) negotiation
- Purchase price structure and earn-outs
- Employment or consulting agreement at the acquirer
- Reps, warranties, and indemnification caps
Buy-Side Representation
Acquiring a retiring colleague's book, a competing firm, or a complementary practice without overpaying or inheriting liabilities.
- Legal and regulatory due diligence
- Asset vs. stock acquisition analysis
- Client retention and transition planning
- Assumed liability and indemnification terms
RIA & Platform Consolidation
RIA aggregators, CPA consolidators, and law firm combinations have their own playbooks. We represent sellers and buyers in each.
- Rollover equity and platform economics
- Compliance program integration
- Custody, ADV, and regulatory filings
- Post-closing governance and professional boards
Firm Mergers & Joint Ventures
Two or more firms combining — or forming a joint venture for cross-referrals.
- New entity formation and governance
- Valuation equalization and true-ups
- Integration of client, payer, and vendor contracts
- Regulatory and licensing compliance
Our Process
Deal Strategy
We map the transaction path: structure, timing, tax, regulatory constraints, and leverage points.
Negotiation & Diligence
We lead legal negotiation and manage diligence with your CPA and banker.
Closing & Integration
Funds flow, regulatory filings, client transition, and a clean integration plan.
Frequently Asked Questions
Straight answers to the questions our clients ask most.
Should I sell my CPA firm or RIA as a stock sale or an asset sale?+
Most professional firm sales are structured as asset sales, which give the buyer a stepped-up tax basis and limit inherited liabilities. Sellers often prefer stock sales for capital-gains treatment. The right structure depends on entity type, tax position, client contracts, and regulatory considerations.
How are CPA firms valued in an M&A transaction?+
CPA firms commonly trade at 1x–1.5x trailing 12-month collections, with adjustments for practice area (tax, audit, advisory), client concentration, and realization rates. Larger and more advisory-heavy firms can command higher multiples.
How are RIAs valued in a sale?+
RIAs typically trade at a percentage of recurring revenue (often 2x–4x) or a multiple of EBITDA (6x–12x for larger firms). Recurring revenue percentage, client retention, growth rate, and fee structure drive the multiple.
What is rollover equity in a professional firm sale?+
In aggregator and platform deals, sellers typically roll over 20–40% of sale proceeds into equity of the acquiring platform rather than taking all cash. The rollover can be highly valuable on a future exit — but also carries real risk if the platform underperforms.
Do I still work at the firm after a sale?+
Generally yes for a defined period. Most transactions require selling professionals to sign multi-year employment or consulting agreements with defined compensation, productivity expectations, and non-competes. Negotiating these terms is as important as the headline price.
Ready to Protect Your Future?
Take the first step toward securing your legacy. Schedule a free consultation with our experienced team or contact us today to discuss your legal needs.
Call us directly: (888) 517-4575