Agentic Shift – Details, episodes & analysis

I interview Adam Edwards, co-founder of Metric Theory, about the company’s founding journey, challenges, and eventual sale to S4 Capital. Adam shares insights into the evolution of Metric Theory, from its beginnings as a pivot from Meltwater Reach's unsuccessful SMB-focused strategy to becoming a successful digital marketing agency. The interview provides a behind-the-scenes look at the growth of Metric Theory, highlighting how process-driven strategies, client-focused sales, and commitment to employee development contributed to the agency’s success and eventual acquisition.

Marcel Petitpas, CEO and Co-Founder of Parakeeto, talks about how his firm helps agencies and professional service firms measure and improve profitability. He outlines the primary reasons agencies struggle with profitability, which often boils down to "poor delivery margins." He discusses key issues like underpricing, inefficient use of labor, and poor utilization of staff as common causes for low profitability. He explains how agencies should focus on improving operational efficiency by either lowering labor costs or increasing revenue from labor.

In this episode of Agentic Shift, we talk to Keith McCracken, founder of McCracken Advisory Partners, an international M&A advisory firm. Keith tells us about his early life in Liverpool, England (yes, he did cross paths with the Beatles on many occasions), his experience growing, selling, and then buying back an agency, as well as buying other agencies as part of a roll-up, why team members leave after an acquisition (and whether you should be worried), why selling a factory is easy, but selling an agency is hard, and why timing really is everything in agency M&A. 

In this episode of the Agentic Shift podcast, we talk to Jesse Pujii, co-founder of Ampush and Gateway X, and the first person to be on two episodes of this podcast. Jesse tells us about the long and twisted path he took to eventually selling Ampush to Tinuiti, including several different business pivots, taking minority investment from Red Ventures, firing himself as CEO, hiring and then firing an investment banker, and working through the most challenging negotiating points to get the final deal done. He also shares what he’s been doing post-acquisition. Enjoy the show.

 

Patrick discusses his background and how Level Agency was founded in 2010. He talks about their initial focus on the education vertical and expanding to other verticals like B2B, financial services, home services, and e-commerce. Patrick emphasizes the importance of being experts in a specific vertical while also having the ability to learn from different accounts. He mentions that agencies have an advantage in learning about channels due to their exposure to various clients. The conversation then shifts to M&A activity, specifically the management buyout of one of their partners. Patrick describes how he approached the idea of buying the agency from his partner and how they secured an SBA loan for the transaction. Overall, it was a smooth process guided by SBA guidelines which required a 100% cash deal without earnouts or rollover equity.

 

Patrick discusses the process of selling their company and the involvement of the Small Business Administration (SBA). They explain how they had to follow SBA guidelines, go through a fair market valuation, and come up with a down payment for the sale. Patrick also mentions that they had favorable terms with the buyer and were able to borrow against their 401K for the down payment. They compare the process to buying an expensive house and mention that they had to complete all paperwork within a specific timeline. They emphasize that having experienced advisors was crucial during this process. Later, they talk about how a private equity firm was interested in acquiring their company after nine months of running it themselves. This decision turned out to be one of their best as it led to a successful partnership. Patrick acknowledges that their friend who sold them the company might have felt some regret or envy seeing what happened next but highlights their continued friendship. In terms of advisors, they initially worked with an MA attorney acting as an advisor during management buyout (MBO) due to dealing with an SBA loan, and later set up an advisory board consisting of industry experts when considering offers from potential acquirers.

 

Patrick discusses the decision not to go through a formal process when selling their organization, as they believe it resulted in a fair deal. They highlight the benefits of working with agencies and employees that are not actively looking to sell or leave. The speaker shares an experience where running a process led to a higher offer for their company. They express satisfaction with partnering with Dubin Clark, emphasizing their financial expertise and support in mergers and acquisitions. The partnership also provides access to operating partners and financing opportunities. Patrick values Dubin Clark's belief in their vision and appreciates the ability to take risks while receiving guidance from experienced professionals. They stress the importance of assessing how potential partners handle difficult times before entering into an agreement. Lastly, they advise understanding concepts like adjusted EBITDA during the MBO or private equity process and recommend seeking assistance from a reputable sell-side advisor.

 

The transcript discusses the importance of structuring books, representing expenses accurately, and understanding valuation methods for selling a business. It emphasizes the need to sell when the business is doing well and highlights the impact of showing a down year on valuation. The conversation also touches on the significance of having succession plans in place and being replaceable as a CEO or founder. It advises against overinflating one's value and stresses the importance of scalability and contingency planning. Additionally, it mentions that enterprise value increases when CEOs are replaceable and have built strong teams around them. The transcript concludes by discussing post-sale changes in responsibilities and the necessity of succession planning at all stages of a company's growth.

Richart Ruddie, the founder of The Reputation Management Company, talks about how he sold his business and the journey leading up to it. He discusses the importance of due diligence on potential buyers and shares an interesting story about a competitor who quit the industry to become a pastor. Richart also explains how he accidentally got into the online reputation management space and how his business grew over time. He mentions that he brought in a professional management team to make the business less reliant on him before eventually selling it in 2023. Throughout the conversation, Richart highlights the challenges and successes he experienced while building his agency.

Richart initially spoke to another reputation agency owner but they were not interested in acquiring the business. He then connected with a consultant and used a site called Biz Buy Sell to find potential buyers and investors, including a private equity company. Richart also sought advice from friends who had sold similar companies and worked with Quiet Light Brokerage based in Charlotte, North Carolina. Ultimately, Richart chose to pursue the private equity route for a partial sale of the business. Biz Buy Sell was effective in reaching potential buyers and even attracted some clients. The broker at Quiet Light helped organize financials and facilitate buyer-seller calls. Having good organization and video demonstrations made buyers comfortable during meetings with the team in Utah. Richart had multiple offers but waited for the right one because they didn't have to sell urgently due to strong cash flow. Reputation played an important role in choosing the buyer since bad reputations can negatively impact deals. Meeting potential buyers through video calls was common, but there were also some in-person meetings, including one with a successful internet marketer based out of DC Virginia area who ultimately lost out on their offer due to financing issues.

Richart discusses the challenges and complexities of selling a business, particularly an agency. He emphasizes the importance of preparing for the sale process by diversifying revenue streams and building a strong team. The value of an agency lies in its talent, making it a risky acquisition if key staff members leave. Richart also reflects on their own experience, highlighting the need to avoid certain mistakes and regrets in hindsight. After selling his agency, he remains actively involved as a consultant while pursuing other ventures.

Phil Palazzo, founder of PALAZZO, discusses various aspects of selling agencies in an interview. He highlights that growth is the most important metric for agency buyers and explains the complexity of due diligence. Phil shares his own experience of selling and buying back his agency twice. He emphasizes finding the best fit with a buyer rather than focusing solely on financial outcomes. Phil also mentions red flags when assessing compatibility between buyers and sellers, including falling asleep during a meeting. He differentiates his investment bank by emphasizing their industry experience and understanding from both sides of the M&A process. Phil advises clients on considering private equity or strategic buyers based on their specific needs and goals. Lastly, he reveals that many companies are not actually ready to be sold due to factors such as inadequate growth or scale.

Brian Bowman, founder of Consumer Acquisition, talks about the shocks that impacted his business and led him to sell it. He discusses the challenges faced due to changes in Facebook's Value Bidding, the impact of COVID-19 on the app business, and Apple's removal of their tracking ID called IDFA. Brian shares his decision-making process for selling the company and highlights the importance of working with an investment banker during this process. He also emphasizes the need for thorough preparation before putting a business up for sale and offers insights into contract negotiation, describing it as a challenging experience.

The process of finalizing the purchase agreement was complex and required constant communication and iterations between Brain Labs in the UK and the speaker's team in San Francisco. Both sides were motivated to complete the deal before the end of the year, but it involved an enormous amount of work. The speaker emphasizes the importance and value of hiring a law firm for such transactions, as they provide expertise in foreseeing potential issues and proposing solutions. The lawyers worked tirelessly, acting as litigators and fighting for their client's interests during tough negotiations. Despite being expensive, their services were considered worthwhile.

The transcript also reveals that while going through this process, the speaker faced personal challenges, including strain on his marriage that required therapy. He experienced exhaustion due to working long hours and pushing himself physically. Eventually, after successfully completing the sale, he suffered a health emergency requiring emergency open heart surgery.

Post-sale life was impacted by external factors like changes at Facebook and Apple affecting business performance. Additionally, health issues led to retirement from work to focus on recovery and personal well-being.

Throughout this journey, Brain Labs demonstrated supportiveness towards their executive team member facing health difficulties by providing assistance when needed.

Retirement was not an easy decision for the speaker because building up the business felt like raising a child. However, knowing that his team was taken care of made it easier to let go.

The speaker reflects on their retirement process and the challenges of starting a new business in a chaotic market. They mention the difficulty of leaving their role as the center of their industry and the belief that founders have in the value of their stock. The speaker emphasizes the importance of maintaining personal belief and focus to be successful as an entrepreneur. They compare retiring to losing control, similar to when a child goes off to college. The speaker acknowledges that selling a business can sometimes feel like sacrificing purpose for money. Their advice for founders considering a sale is to approach it with passion and energy while also ensuring someone capable runs the existing business during the process. The speaker shares their positive experience with selling a startup compared to one that failed, expressing gratitude for the opportunity and hoping their insights are helpful.

We talk to Sanjay Chadda, Managing Director of Canaccord Genuity. Sanjay tells us how to prepare for the marathon of selling your agency, why M&A is like a marriage, how a sale changes the way a founder runs his business, and how Sanjay's sale of his own business helped him become a better banker. Enjoy the show!

We talk to Sanj Parikh, head of client growth at Position Squared, a 200 person performance marketing agency based in Santa Clara, CA. Sanj tells us how he went from Lehman Brothers to Hollywood (including a role on Hannah Montana) and then to online marketing. He also shares the genesis of the name Position Squared (Google nerds will enjoy the story), how the mnemonic RAMP describes great client service, and whether you should be worried about algorithms taking your job someday.