Mike Wyman – The CFO Role in Search Funds – Ep.205

Ravix Group — Ravix Group is the leading outsourced accounting, fractional CFO, advisory & orderly wind down, and HR consulting firm in Silicon Valley. Whether you are a startup, a mid-sized business, are ready to go public, or are a nonprofit, when it comes to finance, accounting and HR, Ravix will prepare you for the journey ahead. To learn more, please visit their website at https://ravixgroup.com/

Hood & Strong, LLP — Hood & Strong is a CPA firm with a long history of working with search funds and private equity firms on diligence, assurance, tax services, and more. Hood & Strong is highly skilled in working with search funds, providing quality of earnings and due diligence services during the search, along with assurance and tax services post-acquisition. They offer a unique way to approach acquisition diligence and manage costs effectively. To learn more about how Hood & Strong can help your search, acquisition, and beyond, please email one of their partners Jerry Zhou at [email protected]. 

Oberle Risk Strategies– Oberle is the leading specialty insurance brokerage catering to search funds and the broader ETA community, providing complimentary due diligence assessments of the target company’s commercial insurance and employee benefits programs. Over the past decade, August Felker and his team have engaged with hundreds of searchers to provide due diligence and ultimately place the most competitive insurance program at closing. Given August’s experience as a searcher himself, he and his team understand all that goes into buying a business and pride themselves on making the insurance portion of closing seamless and hassle-free.

If you are under LOI, please reach out to August to learn more about how Oberle can help with insurance due diligence at oberle-risk.com. Or reach out to August directly at [email protected].

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(00:00:00) – Intro

(00:04:02) – Mike’s favorite roles during his career

(00:12:31) – Developing the CFO Mentality framework

(00:16:19) – Early improvements to implement in a finance department post-acquisition

(00:18:38) – Phases and priorities in the finance of a search fund company

(00:30:27) – Hiring a CFO

(00:34:07) – Responsibilities of a strategic CFO

(00:36:25) – Personal discoveries about life as a CFO

(00:38:16) – Common mistakes from CFOs and CEOs post-acquisition

(00:39:57) – What makes an effective finance team?

(00:42:25) – Closing advice

Alex Bridgeman:  What roles did you find the most fun and interesting throughout your career? We’re talking about controllers have to love the reconciliation process. I’d be curious, what roles in particular did you really thoroughly enjoy?

Mike Wyman:  Yeah, I mean, I think your listeners are going to be the poorer for not having listened to that last 30 seconds on reconciliations and debits and credits. We can replay that if you’d like. I mean, I think about finance people sort of in two categories. One is someone who’s come up through control, maybe was a CPA or maybe just started out as a Corporate Controller, but has basically got accounting as their foundational skill. And on the other side, it’s some form of analytics, call it FP&A or maybe you went to Wall Street, and you were a junior investment banker. I started out life as an FP&A guy, an analytics guy. And so, my exposure to accounting was kind of incidental because I focused on smallish companies. And I had to be able to do a journal entry. And so, you started out with a question with what was the maybe the most challenging or interesting thing I did. And so, in 2006, I went to a company that was called Senior Whole Health. My friends sort of accused me of always working for companies that sounded like breakfast cereals. But it was a very small healthcare payer, so like Blue Cross Blue Shield, but it was a startup company. And it was specifically dedicated to people who had both Medicare and Medicaid. And so, these are older people with really limited financial means. And it was the most challenging and rewarding eight years of my professional career. I arrived there, and it was just a shitstorm. I mean, nothing, nothing worked. And every time – we were talking about reconciliations earlier – every time I looked at reconciliation, it was flawed in some way. And I literally had to start from the absolute bottom. And not only did I do journal entries for the first six months, I did every journal entry. And this is my first exposure to healthcare. I knew nothing about healthcare. I had been to business school, and I was like, how hard can this be? It’s just another industry. Well, healthcare, there’s a lot to healthcare that I learned, and I probably went home- for six months, I went home every night with this pounding headache. But much like what I’m doing now in the search fund world, it was just sort of like just put one foot in front of another, reconcile cash disbursements to your claim system, even if it has to be done in Microsoft Excel, and then move on to what’s happening with revenue, and outcome revenue does not equal cash receipts. And it’s like, oh, my God, this is painful. But several years later, I mean, we were a middle sized, profitable healthcare payer. And we had good analytics. We had an actuarial team. I mean, we were doing some really exciting stuff. And so super rewarding for me.

Alex Bridgeman:  How did the team you were on change over that time?

Mike Wyman:  This is a sort of classic growth-oriented company. When I started there, we were probably 17 million in sales. When I left, it might have been just under 400 million. So, when I started, it was myself and a halftime person who was, I think, an English major from the University of Alabama. And everywhere I turned, I was like, I don’t know if- I’m pretty sure I don’t have the credentials to do this work. I’m not sure you do either. I would get in front of the board and literally just lived in fear of somebody saying, are we really making any money? Because I just had no idea. And I was not confident in revenue at all. And I was even less confident in claims payments and disbursements, and the matching of the two was like there was no hope that the two were matched. Long story short, we had built- the company had built its own software, its own claim software, its own credentialing software, its own provider database software. Over time, we replaced all that stuff. I hired people who were better at each of the individual functions than I could ever be. I hired a good controller. I hired a good head of FP&A. I hired an actuary. And after a couple of years, the things we were working on were fun. They were, hey, what is the profitability of a specific member type, someone who is in a nursing home versus someone who could be in a nursing home but was at home with lots of individualized and expensive care. Was that more, quote unquote, profitable or less profitable? We’d break things down by ethnicities and neighborhoods. So, for me, again, that circles back to where we started, which is I was an analyst at heart. I found those projects super interesting, and I could spend forever drilling into them.

Alex Bridgeman:  You got to move up in interesting work overtime above just doing the journal entries.

Mike Wyman:  Yeah, totally, totally.

Alex Bridgeman:  What other favorite CFO roles have you held?

Mike Wyman:  I did sort of like an off the beaten track role the last one I did, which might seem a little like it did not connect to prior work, but I guess I had a little bit of a history of doing that kind of thing. I was the CFO of a company called Hydro and started there very much part time consulting because I had just left the healthcare gig. And at the time, it was only ten people. This was a company that was building a rowing machine, so very much a Peloton style rowing machine. So, a 22 inch touchscreen at the front of a rowing screen with a- I mean, it was coolest thing. So, we literally rode on the water multiple times every day, and that rowing was videoed, and then up streamed to Amazon Web Services and then streamed down to your individual rowing machine. And so, you could row along, and it’s been synchronized with someone who’s actually rowing on a waterway. And so we started out here in the Charles River. And we also had a location down, because it got cold in the wintertime in Boston, we had location down in Miami as well. And ultimately, they branched out, and we’re doing things down on the West Coast and in the UK, etc. But it was totally a consumer product, a subscription product, focused on acquisition of new customers and retention, coupled with the complexity of having to build something in Taiwan and ship it from Taiwan to the West Coast and then from the West Coast out to individual consumers’ homes and get that installed. So, a complex business model, but also a complicated set of operating systems, which then translated into complicated finances.

Alex Bridgeman:  One thing we were talking about earlier, too, is over time, you’ve developed this kind of framework for the CFO mentality of constant inspection and improvement, a couple of other things, too. I’d love to hear you dive into that mentality a little bit.

Mike Wyman:  Sure, yeah. It’s funny, as I have gotten further along in my career, I won’t say old, Alex, sort of simplified away some of the basic skills like we were talking about before, Microsoft Excel, debits and credits, etc., and then focused more on what are the underpinnings of what ends up in the financial statements? And so, the financial statement review process at the end of an accounting period is, hey, do I believe this? Do I believe revenue is up X percent? If revenue is up X percent, how come gross profit is not up X percent? And so that sort of drill down analytic approach to the financial statements. But then, clearly what the underpinnings for that are, are really the operations. What’s happening? In my earlier illustration with Senior Whole health, it was all about, well, how many new enrollees did we have for the month? And what was the average revenue per enrollee? Those things ought to move in some sort of- in a synchronized fashion. And so you can envision doing that on a sort of very, very granular level. Early on, in the evolution of a company, you’re doing it at a top level and nothing more. And then later on in life, as you get more control over the operations, you’re doing it at a really granular level. And I think the second thing is, and it applies to both kind of the Senior Whole Health experience but also the search fund world, is just building a culture where you’re improving a lot and improving constantly, both in small ways and in big ways and for a lot of reasons. I mean, mostly because things are a mess when you start. In a search fund illustration, there’s a chance that the organization has been undermanaged for years, maybe even decades. And so, you have people who have been around for a long time. They might be great, but they may not. You have software that’s been around for a long time, same is true. And your processes are unlikely to be the most efficient ever. They’re unlikely to be documented. Everything needs to be improved. Some things can be improved easily. Some things take, there’s a lot of lead time. If you want to put a claim system in a healthcare payer, you better set aside a year and a lot of money and the lives of half a dozen people in order to get that to happen. So, improvement is sort of a requirement. It’s also a cultural thing. And it’s something that I think employees love. So, if you’ve been around doing the same damn thing for years, and no one’s ever paid attention to your process and it’s just been repeated, and you’ve had ideas for how to improve it forever, and no one cares, that’s a bad place to be. So, everyone welcomes the improvement culture.

Alex Bridgeman:  How do you prioritize- Maybe this is getting into a deeper topic on kind of the timeline for the financial department improvement after an acquisition, but what kinds of refinements, improvements, and things are you doing early on versus kind of like later stage as the basics are being ironed out?

Mike Wyman:  Yeah, you’re right. Okay. I see why you questioned yourself while you were asking that question. I mean, in my experience, early on, there’s a big kind of build integrity in the process focus, so meaning that the numbers are right. And that promotes confidence, confidence in the organization. When you’re talking about financial performance, it also promotes confidence at the board level and the industrial level, which is critically important. I mean, you can’t- too many companies spend too much time in that unpleasant zone where there’s a lot of silence in the boardroom as you present information because people are afraid to ask questions because they know you don’t have the answer, or they suspect you have an answer they’re not going to like. I think it’s really the early process, building integrity in the financial statements and building financial statements that are insightful. So, if this is a gross profit driven business, well, highlight gross profit and cost of goods sold and margin. And if it’s margin by segment or by client, then obviously do that. And again, my personal experience, later on, the improvement opportunities tend to be kind of massive, big scale, long lead time, often software oriented where you say to yourself, we have too much labor associated with this, or the current software approach we have is just leaky. I mean, we know it works, but it sort of smokes, and no accountant would love the process of reconciling these numbers.

Alex Bridgeman:  Maybe we can dive into that timeline a little bit more. You talked about whether it’s a search fund acquisition or private equity acquisition, there’s kind of a number of phases to focus on as the new ownership takes over for that business. There’s that due diligence immediately after close kind of 30 to 90 days after. Can you kind of walk through those phases and what are the most important priorities along each phase?

Mike Wyman:  I guess you’ve sort of laid out three or four key timeframes for a search fund company. When I think about the finance in a search fund company, I have not been a searcher, so I’ve certainly participated in acquisitions. So, I think the first phase is the due diligence process and probably the post letter of intent timeframe and pre close. And I can only envision that a prospective entrepreneur or CEO of a search fund company is doing a million things. He’s trying to solidify a transaction, trying to develop a relationship of trust and confidence with the seller, but also drilling into everything, every bit of information you can possibly get from the organization and forming opinions about does this correspond with my expectation for the business and what makes this business attractive to me? But from a pure finance perspective, the things I would focus on are, how easy is it to get information from the business? When you say, hey, I’d love to see a set of financial statements with 13 columns, one for each of the last 13 months so that I can look at seasonality, I can look at year over year growth, the most current month, is that met with, sure, I’ll have it for you this afternoon? Or is that met with I’ve got to talk to IT. That’s obviously an indication of where the organization and the capability is. And when you get the income statement and the balance sheet, how well laid out is it? Does it look like it’s the canned report that is the first thing that you get out of QuickBooks when you push the button for ‘produce financial statements,’ and it’s never- there’s no level of customization to the business or the industry or the preferences of the CEO or investors. All of these things are indications of, A, your software capability, B, your focus on finance, C, the staff you have assigned to the tasks of finance. Many of these companies, I mean, asking questions like, gee, do you have an accounting close schedule? Most often the answer to that question is going to be no at this stage with these smallish companies. But it’s still an interesting question to ask. And anyway, so the process, this process, I think, for the prospective CEO has got to be an evaluation of, gee, a number of potential alternatives here. One is gee, I love the finance organization, they’re fabulous, look at the quality of the outputs. If only I could retain these people post acquisition, I’d be all set. The opposite end of the spectrum is oh, my God, the software implementation is horrible, the quality of the financial statements is highly suspect, the person who’s doing all the work is an office manager, and he or she is the first person to raise their hand and say, I am totally inappropriate for this task. And once you have that judgment in hand, then obviously, that’s got to set in motion a planning process for what happens post close.

Alex Bridgeman:  Once you have folks who are qualified and feel up to the task for the different parts of that finance team, what’s that next stage look like? What’s that high performing finance team look like? What are some key components and elements of a team like that?

Mike Wyman:  I think we’re sort of skipping over a little. I would say the next stage that I see for these companies, for these acquisitions, is really one of like, oh, my God, I just closed, and what do I do now? And if you’ve ever- I’ve had the opportunity in sort of emergency situations over the last couple of years to be involved at that timeframe with these companies, the amount of things that are happening is just astonishing. So, the CEO walks in and is now the CEO of this search fund company, and they are now in charge. And purely on the finance side, they’ve got to take over a set of financial statements. They may or may not have a person to do that. They may have to hire somebody immediately, like a controller is often the next step. But then the set of activities is a complicated task of how do I get to an opening balance sheet? How do I allocate the purchase price to the assets that have been acquired? The investors are screaming for an initial budget for the year, especially if it’s late in the year, a budget for the coming year. My first board meeting is in 60 days. My first lender package has to be produced in 90 days. All of this stuff has to happen. And one of the things that’s obviously important here is what is the skill set of the CEO? If he or she has no support, they better be an ex investment banker or someone who’s highly skilled in Microsoft Excel or has the skills to really assist in that process. So, that’s what I would say is the next phase of this is how do you survive that process of the first 90 days and maybe I sort of skipped over the most important thing, which is how do you not screw up the client side of this, sending out invoices and receiving cash? That has to- That’s like absolutely critical, the number one thing. Everything else, you can sort of get to it when you have the time and resources. But not disturbing that client relationship and the cash flow is obviously critical. So I know I didn’t answer your question, but I thought I answered a better question.

Alex Bridgeman:  Yeah. So I mean, that’s obviously a critical piece is keeping invoicing and the client side going. Are there other critical pieces that really cannot be pushed off? I imagine cash management and having working capital in place is another big one. But any other components that are priority number one before moving on to others?

Mike Wyman:  I mean, I think all of the things that I’ve listed that sort of fall into the next category, send out the invoices, don’t disrupt the client process, don’t disrupt cash is number one. Everything else falls into this bucket of, boy, you better get this done in a timely way, whatever that means for you and your company and your resources, if that’s 30 days, 60 days, 90 days. You just have to get some of those things off your plate so that you can begin to work on your business. The initial balance sheet is incredibly important, but you can’t get that done until you get the valuation of the business done, so you know how to allocate assets and liabilities to the various assets and liabilities that you acquired. So that’s going to take a little bit of time. But until you get the initial balance sheet, the valuation done, and your initial set of financial statements out, you’re going to be preoccupied with this stuff, which is fundamentally not terribly productive for where you’re going as a business. After that happens, then there’ll be a huge and immediate focus on reporting, not the cruddy reporting that you may have inherited, but the reporting that professional investors are used to seeing. And that’s going to be a challenge for you to do. Your bankers may want slightly different reporting than your investors. I don’t think it’s necessarily hard. It’s just time consuming. And it comes at a time when there are a million things that are requiring your attention. So just getting through that period, making sure that you have the right resources, even if it’s sort of expensive short term resources so that you can get through it quickly so that at the end of the day, the investors say, oh, my God, look at this set of financial statements we trust, we believe in them, clap, clap, clap. This is wonderful. So many of our search fund companies take a year to get this done. When you get to that point, whether it’s 90 days, 180 days, life is going to be better at the other side of it because all these activities will drop off.

Alex Bridgeman:  So then once you’ve gotten there, where do you go from there? What’s next?

Mike Wyman:  Yeah, I think obviously, it’s a better place. That’s a better place to be on the finance side. And it’s just, my view is it’s sort of you’re not in as much of a crisis, you’re focused on continual improvement, efficiency, getting your reporting done faster, getting it done better, getting it done in a more insightful fashion and beginning to work on your analytics, whether it’s on the FP&A sides of the house, whether it’s a budget or a long term model, focusing on your pricing, and then I think, at some point, you probably begin to think about staffing, and do you have the right level of staffing or type of staffing? Does it match properly with the business that you’re in? And these things, those questions typically get answered after nine months, a year, 18 months when sort of the fog of the immediate acquisition has lifted, and you’ve been through a few board meetings, and you’ve presented your reporting, and you’ve taken the feedback, and you realize kind of where you have to hit that may or may not result in a software change. And a lot of these companies have Microsoft or, pardon me, have QuickBooks, which is cheap and easy, but it has limitations. And your business may be one of those where you’re better served by something else.

Alex Bridgeman:  I assume most companies probably don’t have a CFO upon acquisition. When you go to hire a CFO or Director of Finance, depending on what stage your company is at, what are key character- you’ve been a part of a lot of these hiring processes. What are key characteristics you look for in those types of hires?

Mike Wyman:  They’re sort of the basic human characteristics that are important, which would maybe fall under the banner of chemistry. And if the CFO is going to be a key part of your senior team, there has to be great chemistry with the CEO, there probably should be good chemistry with other members of the senior team. So, that’s hurdle one. On the finance side, I would say there has to be a match between where you are as an organization and what your needs are as an organization and finance term. So, if it’s a really accounting driven organization and where debits and credits are absolutely vital, maybe you need somebody with an accounting background. If that’s not true, if you’re going back to my Senior Whole Health illustration where analytics and actuarial work is kind of driving decision making, then maybe you need someone with more of an FP&A analytic background. Usually, for these organizations, you’re in this funny place where you’ve got a small team, and the team can be one often or the team can be two or three. So, what that implies- that implies a lot. It implies you’re hiring somebody who’s willing to do anything to get the job done, willing to roll up their sleeves, who’s not afraid to do the journal entry, is not afraid to say, gee, our income statement needs to be tweaked, maybe I could do that myself by writing a report in this software. That’s not the CFO of a public company. That’s not the- So, these are small companies, hopefully growing companies, always resource constrained. You’re going to need somebody who’s sort of a jack of all trades, can get their hands dirty and be grubby, but also somebody who can be effective in talking to the board. So, it’s a difficult set of constraints. When I look at people, I always look for people who have demonstrated intellect, who are articulate, who have some level of humility. And there’s evidence, not just hey, I like to roll up my sleeves, but there’s some evidence in their background where that actually is true.

Alex Bridgeman:  Yeah, I remember in an accounting internship doing all kinds of different things like there was a small software business in Portland, and I would call an accounts receivable, and then the next day, we’d be looking at our financial statements and like footing every table in our 14 page report. I remember catching like United States was spelled wrong, like Unites States or something like that. So, yeah, small things like that and then moving up to putting a report together for what software should we use. So, definitely all up and down the range was certainly a requirement. For that more strategic role, that CFO role, not necessarily even just at a public company, but just in a larger company, what does that person’s set of tasks look like? What makes that role more strategic and less, once they’re like not in the weeds, they don’t have to do journal entries anymore, what does that role start to resemble?

Mike Wyman:  Yeah, I think at that level, you’re talking about somebody, not somebody who’s a roll up your sleeves, do the journal entry guy, but who’s a manager, who’s going to hire and retain the right people, who can motivate people, who can, in my personal opinion, sort of focus other people in the organization on improvement, not just themselves, and create situations where your controller or your VP of Finance are getting wins, whether it’s our close process is now three days, and it gives us 17 other business days to do real work as opposed to just do the accounting, or we’ve implemented some exciting new FP&A software, and the process of getting from closed financial statements to a board package is now two days instead of five days. So other people are getting wins on a pure finance basis. But also, you’ve now got an organization that can help in business decisions around the company, so that there are people who are your other senior leaders, your Head of Finance or your Head of Technology want your VP of Finance in the room when they’re making a big decision on a piece of software or a new facility or whatever the business decision is. That’s a very different set of activities. So the CFO is a manager and leader in the organization, more externally focused, should be more focused on reading trade press, understanding competitive products, understanding sort of risks along that dimension, rather than do we have the latest release of QuickBooks up and running.

Alex Bridgeman:  Yeah, certainly. What are the things you noticed yourself about moving to a CFO role at the various companies you’ve been in? Are there any particular discoveries personally you’ve had about the role that you found interesting or remarkable?

Mike Wyman:  It’s a good question. The first thought that pops into my mind is how helpless you can feel. And if you don’t- It’s like, I remember going to business school and taking all these organizational behavior courses and thinking this is really just BS. You’re wasting my time. it really is true, it turns out, that’s the sort of motivational- who the people are, their motivations, it’s what drives businesses. And so, you find yourself in a senior leadership role, whether it’s finance or anything else, and you look around and you see problems, you see issues, and you say to yourself, well, that just doesn’t seem that hard to fix. Why does that problem still exist? And the answer is because you aren’t the person who’s going to fix it. Someone else is going to fix it. And you haven’t established that as a goal. You haven’t supported them with the knowledge or the training or the tools to actually fix it. And so here you sit in your office with all these brilliant ideas, but they’re not adequate to develop forward motion in the business. So that’s sort of like key learning number one for me, when you got into a larger organization where you just didn’t like get up from your chair and do something yourself.

Alex Bridgeman:  What common mistakes do you see CEOs making or CFOs making, either side, in these small companies within a couple years after acquisition or maybe more recent too?

Mike Wyman:  I would say it’s common not to take the bit of advice about getting the basics right quickly and to deliver information that is not quite right, isn’t reconciled, isn’t sliced the way that people would like to see it in your reporting. Or maybe you’ve got QuickBooks getting the job done, but really, what we’d really like to do is have a medical facility company, and we’d really like to see a set of financial statements facility by facility. And that’s really hard in QuickBooks, but it would be a lot easier if you had Sage. But it’s going to cost more money and may require somebody who knows more about software, ERP software than we have internally. And so, it can’t be prioritized this year. I see a lot of that, thinking about finance in kind of a cost control way as opposed to delivering information in an efficient way that’s going to allow everybody to make better decisions. So, I’d say that’s sort of the biggest thing I see in this that I would call an error.

Alex Bridgeman:  When you think of the best finance teams you’ve been a part of, what made them so effective?

Mike Wyman:  I guess I’d again go back to my time in healthcare with this payer. And to be honest, it’s not clear to me in retrospect, now, it’s been 10 years or so, it’s not clear to me in retrospect that I had some brilliant strategy for doing this. But I did end up hiring people who were better than I was. And a lot of people say that. But I remember one of my first hires was someone who had an FP&A background, a generalist FP&A background and absolutely no healthcare experience. And I remember sitting down with her and going through the financial statements and saying, this is the way a set of financial statements will look in healthcare. And we don’t talk about cost of goods sold, we talk about medical expense ratio, and they’re sort of the same thing, but don’t use the cost of goods sold language here. And I remember thinking to myself, I hope I hired the right person here because I hired her essentially for intellect. And she had a lot of good experience. But it turned out, she was just super curious, super talented, hard working, great interpersonally. I discovered she was a fabulous negotiator and just took to it naturally. Within the first year, she probably saved us a million dollars in insurance, which is a big deal, Stop Loss insurance for healthcare company. And so I didn’t know if she had those skills. But I mean, it turns out she was a talented lady. I did the exact same thing on the actuarial side, and I just ended up learning a ton from my actuary, who was a very young, very smart woman, very ambitious. And you get to a point where it’s like you have a few people like that working for you, and you say to yourself, well, this is wonderful. I have to give myself so much credit for hiring great people.

Alex Bridgeman:  That’s awesome. Yeah, it’s super fun getting to work with people like that who are just super curious and want to learn as quickly as possible. Any last pieces of advice for CEOs developing their finance team?

Mike Wyman:  It’s a little bit of a rehash of what I said earlier probably, but I think, while there are a million things going on for a young CEO, getting the finances, including team and analytics, etc., getting them right early will end up being leverage that you will appreciate in the business as you proceed down the path.

Alex Bridgeman:  That’s great. Mike, thank you so much for coming on the podcast. And it’s really good to see you and chat a little bit. Next time I’m in Boston, I’ll let you know. Maybe we can meet up during that time. But it’s really good to see you, good to meet you. And thanks for sharing your time.

Mike Wyman:  Likewise. I enjoyed it, Alex.