Mergers & Acquisitions Among Independent RIAs FA Insight 2017 Securing Your Firm’s Future survey highlights March 2017 Signs point to a surge in RIA mergers and acquisitions Survey indicates strong advisor M&A appetite to continue for a third year. 76 percent forecast at least one deal for their firms in the next five years. Solo advisors are the #1 M&A target. Buying books of business also has strong appeal. Bigger RIAs with deeper pockets plan to do more deals. However, smaller firms are also planning for more transactions. RIAs see M&A helping on many fronts – revenues, assets, expertise & clients. Succession planning is a growing concern among those considering deals. M&A Trends 3 M&A Activity Remained High in 2016 Though down from record 2015 levels, deal activity outpaces recent averages Annual Transactions Announcements Number of Transactions 90 80 85 77 70 50 51 40 30 20 69 2000-2014 Average = 42 deals / year 60 30 36 30 36 29 50 40 48 48 46 33 38 43 10 0 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 Source: FA Insight, M&A database, 2000-2017 4 Pace of M&A Likely to Quicken Interest in M&A engagement soars relative to prior periods Percentage of Firms Responding 80% Transaction Experience and Expectations 76% 70% 60% 50% 40% 30% 20% 34% 26% 10% 0% Experienced a transaction Experienced a transaction as of 2014 as of 2016 Expecting a future transaction as of 2016 Source: The 2014 Insight Study of Advisory Firms: Growth by Design; and Base: Total Respondents (n=234) Q2: Has your firm been involved with a merger or acquisition in the past five years? Q15: Is your firm considering at least one transaction in the next five years? 5 One Third of Recent Deals Involved Solo RIAs Industry M&A Activity from 2011-2016 Transactions by Type Acquired solo advisor with own practice 33% Acquired firm with multiple advisors 19% Acquired a book of business only 15% Merged with another firm 13% Acquired by some other entity 4% Acquired by another firm 1% “Tucked in” a breakaway broker 1% Other 15% 0% 5% 10% 15% 20% 25% 30% 35% Percentage of Firms Responding Q4: Which best describes your most recent transaction? (Select one) (n=80) 6 Top target: Solo Advisors Smaller deals top to-do list of most prospective acquirers Expected M&A Transaction Type Acquire solo advisor 61% Acquire book only 47% Acquire firm with multiple advisors 42% Merge with another firm 36% Acquisition by another advisory firm 14% Join or be acquired by a consolidator 7% Acquisition by another type of entity 7% Other 14% Q16: If you are considering a transaction in the near future, which best describes the transaction types that you are considering? (Select all that apply) (n=178) 7 RIAs Are Leading the M&A Pack The financial advisory industry’s most active acquirers since 2008 Acquirer Type by Year 100% Percent of Acquisitions 80% 10% 25% 12% 34% 12% 26% 10% 25% 9% 15% 35% 40% 22% 23% 26% 30% 28% 2006 2007 40% 42% 2008 2009 26% 18% 18% 50% 6% 24% 22% 60% 20% 20% 15% 17% 21% 19% 9% 14% 21% 22% 12% 21% 14% 51% 52% 2015 2016 16% 62% 42% 39% 2011 2012 44% 0% RIA 2010 Traditional Aggregator 2013 Bank/Trust 2014 Other Source: The FA Insight M&A database 8 Bigger RIAs Lead the Charge… … While Smaller RIAs Expect the Biggest Jump in Deal Activity Transaction Experience and Expectations 120% 100% Percentage of Firms Responding 100% 91% 80% 69% 68% 60% Completed M&A 50% 40% 20% 77% 76% 75% Planning future M&A 32% 14% 0% <$500K $500K - $1.5M $1.5M - $4M $4M - $8M $8M+ Firm Size Range by Annual Revenue Base: Total Respondents (n=234) Q2: Has your firm been involved with a merger or acquisition in the past five years? Q15: Is your firm considering at least one transaction in the next five years? Q23: Which of the following ranges includes your firm’s approximate total gross revenue over the last 12 months? 9 Desire for Growth is Key M&A Driver Succession planning likely to drive more deals Increase revenue growth 45% 37% 34% Realize economies of scale Increase asset growth 31% Provide shareholders with a succession solution 25% Expand into new market 17% Add skilled labor or technical expertise Access to new service capabilities Other 46% 30% 24% 24% Increase client growth Gain capital for reinvesting into the firm 49% 15% 21% 21% 6% 8% 7% 6% Plan to Complete a Transaction in the Future 13% 15% Completed a Transaction Q6: What were the primary reasons your firm implemented this transaction? (Select up to three) (n=80) Q18: What are the primary reasons you are considering a future transaction? (Select up to three) (n=178) 10 Managing Expectations Anticipated vs. Actual Benefits of a Recent Merger or Acquisition 58% Increase revenue growth 33% Realize economies of scale 69% 45% 45% 44% Increase asset growth 26% Provide shareholders with a succession solution 32% 24% 27% Expand into a new market Actual Benefit 24% 24% Increase client growth Anticipated Benefit 23% 23% Gain access to new services or expertise Improve the client experience 11% 18% 8% 7% Gain capital for reinvesting into the firm 6% 4% Other 0% 10% 20% 30% 40% 50% 60% 70% 80% Percentage of Firms Responding Source: The 2016 FA Insight Study of Advisory Firms: Growth by Design 11 Methodology Results are based on an online survey of 234 independent registered investment advisors (RIAs) conducted by FA Insight and TD Ameritrade Institutional, a division of TD Ameritrade, Inc., in December 2016. Survey respondents were clients of TD Ameritrade Institutional and non-clients. All survey respondents have been in operation for at least one year, generating a minimum of $100,000 in annual gross revenue and serve individuals or households as primary clients. The margin of error is ± 5.6%. This slide presentation references data from the proprietary FA Insight M&A database (2000-present) and the 2016 FA Insight Study of Advisory Firms: Growth By Design to draw conclusions about trends and provide context. 12 Important Information About the Survey The Securing Your Firm's Future survey was completed in December 2016 through an online survey with the owners / shareholders of 234 independent RIAs, followed by interviews and focus groups. The median size for RIA firms represented in the study was $800,000 in annual revenue. The margin of error is +/- 5.6% based on a 90% confidence interval. About TD Ameritrade Institutional TD Ameritrade Institutional is a leading provider of comprehensive brokerage and custody services to more than 5,000 fee-based, independent RIAs and their clients. Our advanced technology platform, coupled with personal support from our dedicated service teams, allows investment advisors to run their practices more efficiently and effectively while optimizing time with clients. TD Ameritrade Institutional is a division of TD Ameritrade, Inc., a brokerage subsidiary of TD Ameritrade Holding Corporation. About TD Ameritrade Holding Corporation Millions of investors and independent registered investment advisors turn to TD Ameritrade’s (NASDAQ: AMTD) technology, people and education resources to help make investing and trading easier. Online or over the phone. In a branch or with an independent RIA. First-timer or sophisticated trader. Our clients want to take control, and we help them decide how - bringing Wall Street to Main Street for more than 40 years. TD Ameritrade has time and again been recognized as a leader in investment services. Visit www.amtd.com for more information. Brokerage services provided by TD Ameritrade, Inc., member FINRA /SIPC FA Insight is a product of TD Ameritrade Institutional, Division of TD Ameritrade Inc., member FINRA/SIPC. FA Insight and TD Ameritrade are trademarks jointly owned by TD Ameritrade IP Company, Inc. and The Toronto-Dominion Bank.© 2017 TD Ameritrade. 13
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