Andersen Group Inc. (ANDG) Earnings Call Transcript & Summary

November 12, 2026

New York Stock Exchange US Industrials Professional Services earnings 63 min

Earnings Call Speaker Segments

Gregory Vistica

executive
#1

Thanks, Alicia. Good afternoon, and welcome to Andersen's fourth earnings call since becoming a public company. I'm Greg Vistica, Head of Investor Relations and Communications. I'd like to express appreciation to our investors, the public, and the analysts who cover us for being on the call and joining us today. Later today, you'll hear from Mark Vorsatz, Chairman and CEO of Andersen Group, along with CFO Neal Livingston. Before that, though, Bill Deckelman, Andersen's Chief Legal Officer, will go over our disclaimer. Bill?

William Deckelman

executive
#2

Thanks, Greg. I want to flag before we get started that some of what we say today constitutes forward-looking statements under federal securities laws. Risks and uncertainties apply to those statements, and they could make actual results come out materially different from what we express or imply. You can find those risks and uncertainties described in our earnings release and in our SEC filings, and that includes the 10-Q for our third quarter of 2026, which we filed this afternoon. Other than as the law requires, we take on no obligation to update any forward-looking statements. We'll also be citing certain non-GAAP financial measures today. Reconciliations to the most directly comparable GAAP measures appear in our earnings release and will be posted on our website. Mark, over to you now.

Mark Vorsatz

executive
#3

Thanks, Bill. Before I begin, I have a couple of quick acknowledgments. Matt, a good friend of mine who works as a waiter at Westlake Joe's in Daly City, California, one of our favorite restaurants, is an investor, and I know he's listening on this earnings call and keeps up with all the analyst reports. So, hi to Matt. Second, I've spent pretty much the past month traveling since we're holding regional meetings this year. I did get to speak with our 2 granddaughters today. Maya turned 3 since our last call, and Lila turned 1, and Maya has started preschool, and today she told me she had cheese and apples for snacks. I know she's on this call, so I want to say hi to her. I'll keep my remarks quite brief. I'll give you a quick rundown on the third quarter. I'd call it fairly consistent. I want to thank our partners and our people for another solid performance. Revenue in the third quarter came to roughly $337 million, a growth rate of about 18.7%, or up roughly $53 million. Year-to-date, we're at roughly $795 million, an increase of about $127 million, or about 19.1%; in the third quarter, adjusted EBITDA was roughly $154 million, up about $24 million, or 18.8%. And year-to-date, we're at roughly $277 million in adjusted EBITDA, an increase of a little over $60 million, or about 27.8%. The third quarter figures are fairly consistent when it comes to our margin. It's our best quarter because much of our recurring work gets done during that quarter. So our adjusted EBITDA margin for the quarter was 45.8%. Last year it was roughly 45.7%. Year-to-date, we're at roughly 34.8% versus about 32.5% last year; we had given revenue guidance of $980 million to $1 billion. We're going to adjust that slightly to $990 million to $1.10 billion. Our adjusted EBITDA guidance was $225 million to $250 million; we're going to raise that to $255 million to $275 million. And for the year, we expect revenue growth in a range of somewhere between about 18.1% and 20.5%, and margins are pretty consistent with what we did last year, somewhere around high 25s to low 27s is what we're currently using for guidance. As I said on the August call, we are going to provide guidance for 2027. Our revenue guidance for 2027, I hope all the analysts have their pencils out, is $1.275 billion to $1.325 billion, or approximately about a 30% increase. Adjusted EBITDA guidance will be $320 million to about $340 million, so a range of somewhere between about a 25% and 33% increase. I want to keep my remarks brief because I want to give the analysts a chance to ask questions. I’ll hand things over to Neal, who will provide a bit more detail about the financial performance. He will also give you our view on supplemental reporting. For the first 6 deals we completed, the transaction costs related to the earn-out will essentially all be treated as expense for accounting purposes; so during the first 5 years, we will not show any adjusted EBITDA from those transactions, or only a nominal amount. When we discussed it internally, we felt that was not — I was not giving investors and analysts accurate information and performance; so Neal will also speak briefly about what we have kind of agreed on regarding supplemental reporting. With that, I’ll pass it to Neal.

Neal Livingstone

executive
#4

Mark, thank you very much. Good afternoon, everyone, and thank you once more for being with us today; we value the ongoing support and interest in Andersen. So, as is customary, I will attempt to address some elements of the financial results that Mark has not already covered. And I will begin, as normal, with revenue. Mark did reference our 3Q and year-to-date revenue figures. Allow me to add the trailing 12 months, which came to $966 million, an increase of 19.2%. So whether you examine it on a third quarter, year-to-date, or LTM basis, you are observing consistent top line growth for the company; all of these figures include inorganic revenue from acquisitions and business combinations. The encouraging part is how diversified that revenue is. Every one of our service lines and geographic regions added to revenue growth in the third quarter, and as we've said previously, the third quarter contained no large one-time revenue items. Taken as a whole, we think the top line shows the consistency and strength of the two complementary growth engines we've been talking about: solid organic revenue growth, plus acquisitions layering on additional revenue. Clearly, as the acquired firms are integrated further into Andersen, we believe that mix of organic and inorganic growth will play a more and more important role in driving our long-term financial performance. Now let me turn to a few of our key operating metrics. On prior operating calls, we've noted that we track a number of metrics—revenue per hour and revenue per person, for instance. Revenue per hour captures the value we get from client work; it was up 8.6% in 3Q and also 8.6% higher year to date. That number includes the pricing moves we discussed before, notably the 3% technology surcharge, which went into effect for client contracts signed beginning in the second quarter of 2026. Revenue per person captures the value our professionals deliver on client work; it rose 14.6% in 3Q and 13.1% year to date. It therefore clearly shows the effect of technology investments and the productivity initiatives tied to them. Strong fundamentals are fueling that natural expansion, and the figures I cited reflect purely organic results — mergers and acquired operations aren't included in them. I'll address that topic shortly. At quarter's close we had 2,930 staff members, among them 366 managing directors, compared with 2,296 when the year began. So far this year, counting acquisitions as well, we've brought on 2,800 client groups — up 24% — and 4,400 client engagements, which is a 21% gain. I hope that gives everyone listening a clearer picture of the fundamental forces and the key measures behind that revenue performance. Turning to GAAP net income, we posted $68 million in the third quarter, versus $111 million in 3Q 2025. The Andersen Group posted a net loss of $9 million — that's negative $0.55 per basic and diluted share of Class A common stock. Net income attributable to noncontrolling interest came in at $76.9 million. One thing worth keeping in mind: our GAAP figures aren't really comparable year over year, since Q3 2025 occurred before we went public and before the reorganization steps we took while operating as a partnership — a structure that paid no entity-level income tax and carried some equity-based compensation expense linked to our Class X aggregator units. Within that net income, income tax expense was $31.6 million in the third quarter, reflecting an effective tax rate of 31.8%. On the operating expense side, third quarter came in at $234.9 million, which works out to 69.6% of revenue, compared with 58.7% in the same period last year. The jump is mostly due to $40.4 million of noncash equity-based compensation expense related to vesting of our Class X aggregator units, and there was no similar charge in 2025. Just to remind everyone, these charges are accounting-driven and have no impact on cash flow or operations, and we back them out of our non-GAAP metrics. So once you strip those charges out, total operating expense was 57.7% of revenue, against 58.7% a year ago — roughly a 110 basis point improvement versus 2025. Turning now to non-GAAP measures — Mark already touched on our adjusted EBITDA margins. Adjusted EBITDA for the third quarter was $154.5 million. That represents an 18.8% gain versus 3Q 2025, with margins at 45.8%, as Mark mentioned earlier. Since Mark has already covered the nine-month adjusted EBITDA, I'll briefly address our LTM number, which reached $287.4 million — up 37.5% compared with the trailing twelve months that ended September 2025 — and carried an adjusted EBITDA margin of 29.7%, compared with 25.8% for 2025. That amounts to 3.9% of expansion, or 390 basis points. Let me take a moment on the supplemental inorganic information we provided. As Mark noted, inorganic activity is becoming an increasingly important part of how we grow, which is why the 10-Q filed today includes additional disclosures. What we've shared covers a trailing twelve-month period, and during those twelve months that wrapped up on September 30, 2026, we closed 8 acquisitions in total, with Canada and Switzerland both coming in the third quarter. Revenue of $16.2 million came from those 8 deals. Annual acquired revenue — meaning the local currency revenue for the 4 quarters before closing, converted into U.S. dollars under GAAP — came to $37.2 million. Just so it's clear, that number hasn't been audited and you can't compare it directly with revenue recognized in our consolidated results, but hopefully it gives everyone a sense of how large the businesses being acquired are. When you take GAAP purchase consideration and divide it by the annual revenue we acquired, our purchase multiple came out to 0.67x — that's 0.67% (sic) 0.67x — across those eight transactions. A deal is treated as inorganic for the twelve months after closing. Going forward, we do plan to keep providing these disclosures, but we don't intend to report an inorganic P&L as its own line item, nor will we adjust our non-GAAP metrics for inorganic activity — the one exception being stock-based compensation expense, which is standard practice. Internally, we track margins on inorganic activity on a pro forma basis, which means we strip out the effects of GAAP acquisition accounting — and as Mark pointed out, those effects vary from one transaction to the next. That approach gives us consistency and comparability across deals. So with that as context, looking at the eight acquisitions we've closed so far this year, margins were in the 15% to 25% range, and the effect on our adjusted EBITDA margin over the trailing 12 months was minimal. Several factors can cause margins from acquired activity to start out lower than what we see organically. For one, businesses we buy are usually smaller, so they don't benefit as much from organic economies of scale. It also takes time for integration synergies to show up, and some consulting and other service lines run at lower margins than the organic U.S. tax business does. As a result, we anticipate margins improving as we complete more transactions and integration work accelerates over time. Next, I'll give a quick rundown of our balance sheet and cash flow. Entering the end of the third quarter, our balance sheet stayed strong. On September 30, cash and cash equivalents came to $193.6 million, down from $250 million at year-end. Net working capital — total current assets minus current liabilities — stood at $301.5 million, versus $216.2 million at year-end.

Neal Livingstone

executive
#5

At quarter end, we had nothing drawn on the $50 million asset-based revolving credit facility with JPMorgan Chase, which comes due in June 2029, and only $1.5 million in standby letters of credit were outstanding. The rest of the debt on our balance sheet is made up of $287.7 million of notes issued alongside the IPO, which is lower than the $350 million we had at year-end. Just to remind everyone, these are subordinated amortizing related party obligations rather than third-party borrowings. Operating activities gave us net cash of $142.8 million across the 9 months year-to-date, compared with $101.9 million in 2025, which works out to a 40% increase. Turning to capitalization and our Q3 secondary offering. As I'm sure all of you know well, in August our selling stockholders finished an underwritten secondary offering of 4.9 million shares of Class A common stock. Andersen sold no shares and got no proceeds from this offering. That offering cut the noncontrolling interest in AT Umbrella by roughly 4%, which raises the company's share of AT Umbrella's earnings. The exchange also lifted the tax basis of AT Umbrella's assets. We booked a deferred tax asset of $87.5 million and a tax receivable agreement liability of $74.4 million, equal to 85% of expected cash tax savings, with the 15% difference recorded to equity. As of September 30, no TRA payments had been made. As of September 30, the company had about $16.2 million of Class A common stock outstanding on a weighted average basis, and that figure was used to calculate earnings per share on both a basic and diluted basis. On top of that, roughly 92.7 million Class X units, 5 million restricted stock units and 1.6 million LTIP units were outstanding; these securities were left out of the diluted earnings per share calculation for both the quarter and year-to-date, since including them would have been anti-dilutive; we keep evaluating additional secondary offerings to grow the public float and give our partners chances to diversify their holdings. As I'm sure you'd all expect, this will be carried out in a controlled and orderly way, in line with the aggregate and individual annual redemption limits set out in our agreements. Mark has already gone over our guidance, so I won't repeat it. But in brief, as we close, we hope you'll agree that our third quarter results strengthen our confidence in Andersen's growth strategy. We keep delivering strong organic revenue growth and substantial profitability, and we keep expanding our capabilities through disciplined acquisitions. Thank you very much for listening. Mark, back to you for a wrap-up.

Mark Vorsatz

executive
#6

Alright, Neal, I’m not sure whether there’s anything else to add. Thank you so much for laying out all of that in such detail, and I hope the analysts and investors find it very useful. Greg, should we go ahead and take a few questions?

Gregory Vistica

executive
#7

That works. Let's begin with a single question from each person, and if there's time afterward for follow-ups, we'll take additional questions then. Mark Marcon, would you like to kick things off?

Mark Marcon

analyst
#8

Great job on the solid quarter. Could you take a moment to walk us through the acquisition strategy? A few of the deals you completed were tied to Andersen. Others were with businesses that didn’t have the Andersen name. Would you mind sharing your thinking, philosophically, about acquisitions that aren’t under the Andersen brand, and what the integration approach is for those? Then, related to that, on the 2027 guidance you brought up, could you break down how much of it comes from inorganic activity? And does that guidance factor in any further acquisitions that haven’t closed yet, or do those stay out of it?

Mark Vorsatz

executive
#9

Okay. Starting with your second question: the figure includes deals we've already completed, ones we've signed, and a small number of others we expect to either finalize before this year ends or during the early part of the first quarter. During the August call, I mentioned expecting another 8 to 10 deals to be signed from that point through year-end. To date, 8 have been signed, and we anticipate signing more before the year concludes. Regardless of whether a firm carried the Andersen brand and held member firm status or was just a collaborating firm, it participated in our global affiliate organization on largely comparable terms. There wasn't any financial setup in place for firms that weren't within the Swiss verein. That said, most of our partners, I'd argue, couldn't tell you which firms collaborate with us versus which ones are members. We run regional meetings every two years. At the start of October, then—I typically deliver the opening remarks—we gathered in Singapore for Asia, Central Asia and the Middle East. A week later, Barcelona hosted our consulting meeting. The week after that, Athens was the venue for Europe and the Middle East. Earlier this meeting — actually this week, we held a meeting in Atlanta for North America, and I'm departing on Saturday since we're kicking off some internal discussions and have a meeting in Cancún for Latin America. Those involve all partners, whether they belong to a member firm or are part of just a collaborative firm. At these meetings, I've taken the opportunity to hold one-on-one meetings with firms that have expressed interest in possibly joining us. To give you some sense of the activity level for the month of October, I met in person with 41 firms. So we're — there's quite a bit of interest. We've increased the resources on the acquisition team. Ed Prokop, who collaborates with me on this, brings 20 years of experience in acquisitions from his time at Sidley Austin and Winston & Strawn. Tatum Sornborger has been part of the acquisition since its start. She is a lawyer as well. Nick Rowan — congratulations, Nick, on your promotion to partner, effective in January — has been heading up the due diligence work. With the volume of activity we've encountered, we added another lawyer in July, Angelina Ditta. Oscar Alcantara, too — he's worked alongside me in our legal department on the majority of our affiliates, covering the agreements both under the Swiss verein and with respect to member firms — is now, we hope, going to devote roughly 50% of his time to transactions, and we're currently in the process of bringing in one more full-time lawyer. That gives us the equivalent of approximately 4.5 full-time lawyers dedicated to transactions. Ryan Guthrie, who leads our due diligence practice, I met with on Monday in Atlanta. Ryan will also be putting in some time on this. Roughly 4 or 5 people sit on the due diligence team handling the financial matters. Technically speaking, we lean on our U.S. M&A team, roughly 60 strong in that group. Our cross-border operation is another resource we use. As for the announcement Greg put out Tuesday, 24 deals are now signed. Of those, 16 have closed since March, and we'd expect the ones still pending — the other 8 — to finalize by the close of Q1 at the latest. That said, marketplace interest is hardly in short supply. Even the partner firms that came aboard have each likely been with us 3 years or more. And Mark, one more strategic step: a deal in Switzerland was signed and closed. Paolo Mondia co-manages Europe; we have signed a deal in Italy, which we should close in the first quarter. Andrea De Vecchi co-manages Europe alongside Paolo; we have signed a deal in the U.K. and closed the deal in the U.K. Paul Finlan has oversight of the U.K., Scandinavia and the Netherlands. We're moving conversations forward with our practice in Spain. José Vicente Morote, Co-Managing Partner of Spain and Portugal, sits on our Swiss verein Board. And as we indicated, we just signed a deal, I believe it was last Friday, with Poland, and Marcin Matyka is also on our Swiss verein Board. So the 2 members of our Swiss verein Board are either signed or in discussions. We’ve got the two co-managing partners based in Europe who are responsible for Europe, plus the partner whose oversight is mainly Northern Europe. We’re also holding talks with our practice in Slovenia, and Katarina Kresal is in charge of the Balkans and CIS. So one consideration here is that you can’t simply bring all those individuals on board unless a management structure already exists. What we’re doing, in effect, is taking the management structure already operating within the firm and lifting it out. That’s a strategic approach. As for why we went ahead and completed the Nigeria transaction, the reason is that Leye, who serves as managing partner of our Nigerian practice, also co-manages Africa. A key factor in pursuing the legal practice in Uruguay was that Juan Federico Fischer sits on our Swiss verein board; so what we are doing is lifting our management structure out of the existing group and giving those priority; I hope that helps; and as Neal mentioned, more detail on the EBITDA range will be provided down the road, but I believe you have captured the point well; our expectation is that during the first 12 to 18 months, a number of those will be slightly lower, yet we believe over the intermediary time period those practices will gain the organization's leverage and ought to produce EBITDA figures comparable to or approaching what we achieve in the U.S; on an organic basis.

Gregory Vistica

executive
#10

Mark, let's move on to another question. Kevin McVeigh from UBS.

Kevin McVeigh

analyst
#11

Nice work on these results. I want to dig a little deeper on that point. Could you give us a way to think about, for '27, how much of the revenue comes from inorganic activity, and then how much of the EBITDA comes from inorganic activity, purely using the figures and the guidance that are out there right now?

Mark Vorsatz

executive
#12

That's still being worked out. What I'd tell you, Kevin, is that you'll come to appreciate this, as I've mentioned to you previously: we drew once on a bank facility, back in the first quarter of 2008. Our MBO debt was repaid 10 or 12 years ago; we've never taken any money from a bank since, even though we do have a credit facility. Once you get acclimated, I believe you'll see that my aim is to manage expectations by giving you information I feel confident we can deliver on. So as next year unfolds, we'll likely share some further detail regarding the inorganic side. As I said, we won't do deals with all 41 of those groups that I personally met with in October. That said, a fair number of them sit in our queue, and conversations are moving forward. That's why we're adding more resources. To put it in context, we've basically signed 24 deals in 9 months. Now, I won't claim we'll repeat that in every 9-month stretch. But when people ask what I believe lies ahead, my answer is that tomorrow looks quite a bit like yesterday; and I think yesterday looks pretty good; so with the guidance and revenue figures we've put out, I'm very comfortable. About a week or so ago, I met with our Board, both our inside and outside directors, and went over the financial information with them, and they were comfortable that what we're providing is consistent with how we communicate information in the marketplace. So I wouldn't suggest in any way that the guidance numbers I gave you are aggressive. I think they're very doable.

Gregory Vistica

executive
#13

And should time permit, we'll take follow-up questions. Mark, I didn't mean to cut you off there. Let's go to Faiza Alwy from Deutsche Bank.

Faiza Alwy

analyst
#14

Growth in organic revenue...

Gregory Vistica

executive
#15

Faiza, we didn't catch the start of what you were asking. Could you begin again?

Faiza Alwy

analyst
#16

Absolutely, yes. I'd like to ask about how the organic side performed this quarter — 15%, quite robust, matching your usual growth pace. This being the biggest quarter of the year, I realize. So I was hoping for a little more color. You mentioned better productivity. Could you expand on where traction is strongest — is it mostly new clients, or more cross-selling into the existing base? Some additional perspective on the organic momentum this quarter would help.

Mark Vorsatz

executive
#17

Certainly. I often mention that I've been at this for quite some time, and the third quarter tends to be a good indicator of what we'll do in the following year. Following the release of our Q4 results last year, during the call Greg and I hosted, one investor remarked, "Great quarter. Congratulations." My reply, somewhat in jest, was, "What about the 93 quarters before that?" So I do recognize that relative to the marketplace, our revenue and adjusted EBITDA margin results are very high. Yet, as the S-1 shows, across 24 years in the United States we've averaged 15% growth. Starting in 2008—the first year we operated as a private company—net income has increased at an average rate above 25% each year. Over just the past twelve months, net income climbed 48%, even after absorbing a $22 million loss in global mobility and consulting; on a pro forma basis, the growth in net income would have hit 65%. So, Faiza, my response is that I don't anticipate much looking different tomorrow. That being said, a number of initiatives are in motion. Right now we're adding approximately 200 new clients per month in the U.S., and despite that, I think there's ample opportunity for us to do better. Between 9/'25 and 9/'26, our new client growth went from over 2,300 to 2,376, and from January 1 through 9/'26 it was 1,804 — both figures work out to about 200 a month. Still, there's room for us to improve. A fresh training initiative is now being rolled out. Each year we hold a new partner meeting, and this year it covers all firms worldwide, since people have been generous — given how my travel schedule looks, we're holding it in San Francisco; alongside it, we're running a new business development program. As you come to know me, you'll learn that I've never actually hit a goal in my life, because I keep moving the goalposts; my attention always goes to the areas where there's room for improvement. We have substantial room to improve in two — actually three — areas. The first is new client acquisition. Second, our productivity has considerable room for improvement—it's only increased 4% year-over-year. Revenue per professional is up roughly 13%, which is a somewhat better figure; and even our pricing, which I believe Neal commented on, is a little under 9%. In my view, artificial intelligence serves as a tailwind for us rather than a headwind. Looking at my own personal book of business, the recovery rate has gone up considerably over the course of this year. Those, I believe, are 3 areas where we could perform better: acquiring new clients, the productivity of our people, and pricing. I realize some people might push back on that, but regarding pricing, again, we have averaged 9% growth each year across the last 6 years. Even so, I believe opportunities remain, since I think there is room for us to generate greater efficiencies, move more toward a fixed fee billing process, and keep concentrating more on value for services. In industries where significant fee pressure is likely to appear, I think it will hit businesses that rely on large leverage or that really operate in areas closer to commodities than to value services. Broadly speaking, we are not experiencing nearly the same level of pressure there as most of the other firms we compete against.

Gregory Vistica

executive
#18

Tobey Sommer with Truist.

Tobey Sommer

analyst
#19

I'd like to follow up with another question regarding the acquisition program, perhaps taking a slightly longer view. Mark, has your thinking shifted at all when it comes to how many member and affiliate firms, in total, it might make sense to have inside a public company? You also mentioned how many you've completed and signed during the last 9 months, and maybe not every 9-month stretch will look like that.

Mark Vorsatz

executive
#20

Sure. Tobey, the level of excitement we're seeing out there — I'm an optimistic person by nature. Even so, the way the market has responded has honestly surprised me, and here's a small illustration. Granted, many of these companies are on the small side. When I first started talking with the partners over in New Zealand — the guys I refer to as my Kiwi brothers — they were bringing in about $5.5 million in revenue. During the period from our initial talks to the closing with them, they added 2 groups that brought in roughly another $3 million of revenue. So they had gotten to approximately $8.5 million. I've spent the last 60 days or so working with them, and we anticipate that we're financing 2 additional small acquisitions that we expect to close before year-end and that will bring about $3.6 million of revenue. That will move them from roughly $5.5 million at the time we started these discussions to $12.1 million; we already have 3 more small groups in the queue that we believe have a very good chance of closing by June 30. Those teams might bring in roughly another $6 million in yearly revenue. We began talks with them nine months back, when they were at $5.5 million, and it's possible that by July they'll reach $18 million on an annualized basis. That's not a one-off situation. This week, earlier on, we closed a deal in Mexico. Our Mexico practice consists of 12 partners and 110 people. It handles both legal and tax work. I've just given approval to bring on 2 lateral partners plus a small group; two additional groups are in talks with us. Of those, one comprises 5 partners and 30 lawyers. The other comprises 5 partners and 16 lawyers. Taken together, assuming we can get those done by June 30 — and bear in mind that deal isn't closed yet. We won't finalize it until January or early February. It's quite possible that our Mexico headcount rises 40% by the middle of next year. That isn't a one-off. We brought on a team in Ireland that's now part of our firm. In July, we entered a collaboration agreement with an Irish-based practice, and during my trip to Athens I sat down with that firm's managing partner, and I think there's a good chance they will consider joining us before 2027 comes to an end. So on one hand, Tobey, we've got more than 400 affiliates, and as I've mentioned previously, we won't be offering this opportunity to every one of them. A number of them are too small right now. A number are located in jurisdictions with difficult geopolitical conditions or elevated corruption levels, yet we still require that geographic coverage. But what we're actually finding is that, as with every deal, we haven't yet closed Italy. Earlier this week I approved the acquisition of a small group in Naples; so what's happening is we're making acquisitions on top of the acquisitions. That represents an additional five, six, or seven transactions exclusively with organizations we have either signed or finalized. And larger companies globally are beginning to reach out to us. There's a call on my calendar in about fourteen days with one such firm. Honestly, I'm attempting to defer conversations into Q1, since every transaction takes considerable effort from our deal team — particularly when breaking into new markets, because you're building these arrangements from the ground up. That said, one group based in an Asian nation is very keen, and they employ 2,400 individuals. I doubt we'd move on anything with them immediately, since getting a better understanding of them is necessary first. When it comes to working with firms, our due diligence process is very extensive. That said, I've closed down the expansion team and converted it into an integration team, because just focusing on the opportunities that have already come up could easily occupy the rest of my career. With a non-audit practice built on a multidimensional business model that includes tax, we have a presence in legal across 164 countries. Consulting is already something we do in 78. Valuation accounts for 60 of our people, investment banking for 9, and global mobility is expanding; with 2 long-familiar groups in global mobility we are holding talks regarding a merger into the public company. Perhaps one of them gets signed before this year ends. The other will most likely close in the first quarter. Even so, merely answering the inquiries has proven hard, since I don't wish to open talks with anyone when we couldn't finish a deal with them for a year. And we got — I had met with — I've brought the deal team along with me, Ed Tatum and Nick have joined me in Singapore, Barcelona, Athens, and they'll be meeting me in Cancún, since we have a number of meetings scheduled on Sunday. I do feel somewhat uneasy about that, since they are putting in 24/7 effort, and that's exactly why we're bringing on additional staff; and execution stands as our greatest hurdle. When folks ask me what the biggest challenge is for this organization, my answer is 2 things. It isn't growth — it's handling our growth. And the second one is executing on these deals. Still, I'd put it this way, Tobey: there's far more opportunity than I pictured even 9 or 12 months back; we're simply attempting to run the process more efficiently; and clearly, we're — that has benefited us in numerous ways. And clearly, the stock price has performed very well. Yet we believe we will produce very, very strong results for our shareholders. I have great confidence that there is an enormous amount of upside in our business. Hence, the 30% rise in revenue that we're effectively applying for next year. And we will — I will keep watch on that and talk it over with our Board where appropriate to modify those figures as next year unfolds. During last Friday's Board call, one of our directors proposed that we might want to hold off on giving guidance for 2027. My response to the board was this: first, October accounts for 60% of fourth-quarter revenue. The guidance I've put forward for the rest of this year, I consider conservative. Likewise, the guidance I'm putting forward for next year, I consider conservative. So I believe there's ample opportunity for all of us as professionals to continue delivering at a very high level. Neal, would you care to add anything on the numbers?

Neal Livingstone

executive
#21

No, Mark, you nailed it. Thank you.

Gregory Vistica

executive
#22

William Blair's Andrew Nicholas.

Andrew Nicholas

analyst
#23

Both parts of this are interesting to me. Starting with organic growth: Neal, I think you mentioned that tech investments are helping somewhat with the revenue per person metric. Can you say a bit more about that, and how should we think about technology's ability to boost revenue per person in the coming year? And then, thinking about the second half of '27, once some of the deals you've already closed become organic, do you expect them to deliver top line growth rates comparable to your core U.S. tax business? Or what's the right way to think about the growth profile of those businesses once they're in the organic count?

Mark Vorsatz

executive
#24

Andrew, your second question is the one I'll answer. As for the first, Neal is the right person to address it. Regarding those groups that are part of the Swiss verein, their financial statements still come to me. There's a cost-sharing agreement between us and them; and across those groups, the average growth rate during this year's first half — about 80% or 85% of them operate in tax and legal — came to roughly 13%; now, as I've mentioned previously, and this is what I tell firms, if I inform you that your bonus is really high, I reasonably expect that you will share that news with everyone else at your firm. That's the reason we remain very disciplined on these deals at 10x earnings. We have 3 transactions in progress at an elevated PE multiple of 12x. I mention this to every firm, since once we finalize the U.K. deal, I anticipate the groups we'll be speaking with will reach out to our partners in the U.K. That's why we're fully transparent. Over 5 years, the U.K. has posted average yearly revenue growth above 30%. The transaction we closed in Italy was priced at 12x earnings. For five years now, our Italy practice has been posting average revenue gains above 30% annually. The same holds for our teams in Spain and Portugal — over 30% average yearly revenue growth across five years. Admittedly, part of that comes from bringing in lateral partners and adding groups of people, but we expect that opportunity to stay the same, if not expand. We now have a currency, and we believe that gives us a huge competitive edge. On top of that, we hold many relationships with people who are drawn to our culture — which is our greatest asset — and to our approach. Each deal we complete includes granting RSUs to every manager and director at the firm coming on board, and we fully intend to extend that program next year to all employees below the manager level. Philosophically speaking, every person at the firm in the United States — my executive assistant Carol, known to many of you, included — owns equity in the company. Everyone in the U.S. holds an ownership stake in the firm, and that's a theory we believe in. It's part of our culture, and we believe we can achieve margins on an equivalent basis, or perhaps even higher, than what we are delivering now. A program of that kind, in our view, creates an enormous chance for our employees and works as a fantastic tool for keeping them, because the usual structure we apply to every group involves vesting across 6 years at 1/6 ratably each year. Regarding the groups joining us, I recorded some videos during my time in the U.K. I made the trip and sat down with the office. Last week, in September, we held a Board meeting. Following that, my wife and I flew from there to Singapore for the regional meeting. I spoke with each and every individual in the U.K. office, and they know that every one of them is getting RSUs. Nobody could be happier; they are overjoyed. Many of these individuals came to us from rival companies. In fact, I met with one team of six who came over from a competitor, and I asked how their experience here stacks up against their old employer. The manager, a woman, replied that it felt like being let out of prison. She described herself as liberated, and called this a wonderful vehicle for growing our culture. So we anticipate further gains on these fronts. I'll pass it to Neal for the first question.

Neal Livingstone

executive
#25

Thanks, Mark. And thank you for asking, Andrew. I'll try to unpack this for you a little. Consider top line revenue growth of 19%. That's approximately what we've reported throughout the Q year-to-date and LTM; and within that, you have rates or pricing of roughly 9%, as Mark just mentioned, with productivity up 4%. What accounts for the gap there is essentially volume of client activity. So at that level, those are your three kind of top line drivers. The metric you mentioned was revenue per hour. As we said, that's up 13% year-to-date. For the quarter it's actually up 14 — close to 15% — but on a run rate basis, let's call it 13% to 14%. So what you're seeing there is the gain from those productivity initiatives, and obviously also the capacity we have within the firm in terms of headcount revenue-producing capacity, which we've been managing quite tightly and prudently in the current environment. So that is, as I think we've communicated before, growing, but at a much more modest level than we had — than has historically been the case. From where I sit, Andrew, what’s encouraging here is that the growth drivers and metrics underneath are well balanced. We aren’t leaning too heavily on volume, headcount, pricing, or productivity—it’s all of them together. That gives us a nicely diversified mix of drivers. At the same time, that’s exactly why we can deliver at these levels: because we depend on every one of those drivers firing at once. I hope that helps.

Gregory Vistica

executive
#26

Toni Kaplan, Morgan Stanley.

Toni Kaplan

analyst
#27

< > regarding organic growth for this year; and I was just hoping you might elaborate on what's baked into that guidance. So for instance, on pricing, you've mentioned 9% over the past 6 years. In the guide, are you assuming a comparable level of price? And I suppose, likewise on revenue per hour and productivity, if you kind of built it from the bottom up that way? And should we anticipate yet another technology surcharge? And maybe I'll leave it there.

Mark Vorsatz

executive
#28

So Toni, I'll offer a few remarks, and then I'll hand it over to Neal. To start, that surcharge hasn’t gone away—it’s now part of the base, right? So next year, if we’re going to reach 9%, we’ll need to reach 9% with the surcharge base counted in. What I’d say is this: I’m optimistic, and I’m confident that we’ll continue transforming our business model. In May, I gave a short presentation to our outside directors where I said I believed our business model would move from a leverage factor of about 6.5:1 to about 3.5:1, but I also felt it would be substantially more profitable because we’re bringing in more people at the lateral level. On the experience side, our retention is much stronger. We've been a bit more aggressive when it comes to underperformers, and I'm pushing that through the organization, though Dan DePaoli is the one carrying the ball and doing the heavy lifting. That said, I think we're putting more emphasis on value for our clients, and clients are prepared to pay for cost benefit. What I do with my individual clients after October 15 is this: each one of them sends a note laying out the things we did for them that year that were material and what we believe they saved them. So we're quantifying the cost benefit for them. Actually, a client of mine sent me a note—he's been with us for roughly 4 years, and before that he worked with another Big Four firm, and our fees are probably about double what they were charging. His comment back to me in the note—I had the director send it—his comment back to me was, you guys are sure expensive, but you're awfully good, okay? So competing as a low service provider isn't something we're interested in. In fact, in 2025, our revenue per professional among 60 firms in the United States in tax, including the Big Four that self-reported, was #1. That gap, we think, is getting bigger. Our belief is that by concentrating on solutions that deliver value, cost savings, and clear benefits, clients will treat us fairly, and we will do the same for them. Neal, would you like to add anything?

Neal Livingstone

executive
#29

I believe you've addressed nearly all of that, Mark. One thing I'd add is that nothing fundamental has shifted in how we think about value and pricing. That 3% won't necessarily show up again, but our traditional practice of reviewing rates twice a year will continue. So the drivers stay the same, Toni, though the mix will differ for the reasons Mark laid out, especially the reshaping of the skill base and the workforce from something more hierarchical with a large pyramid into a workforce with more capacity at more senior levels across the firm. That is a huge value driver. The fact that headcount may be growing at a low level doesn't really capture the whole picture. You have to examine how value is being created across each of those revenue-producing parts of the firm.

Gregory Vistica

executive
#30

We still have 2 more analysts to include before we wrap up our call. Let's move to Jason Haas with Wells Fargo.

Jason Haas

analyst
#31

I have just a quick question about this year's guidance. What amount of inorganic revenue is included in the guidance? Previously, the expectation was $25 million to $30 million. Is that right? If not, then what is the updated figure?

Mark Vorsatz

executive
#32

Neal, would you like to speak to that?

Neal Livingstone

executive
#33

Yes, Jason, we deliberately haven't provided guidance on how that splits between organic and inorganic. That said, I'd say the figures you brought up are probably a bit low.

Gregory Vistica

executive
#34

Jeff Silber, Bank of Montreal.

Jeff Silber

analyst
#35

I'd like to return to the acquisitions topic. Considering how well — pardon me, your shares have performed, I assume a number of the potential acquired companies have noticed that. Are you encountering any resistance when it comes to multiples drifting upward? And what's your approach to that?

Mark Vorsatz

executive
#36

What I'd say is that we have to treat every group that comes to us fairly, and that's exactly the reason I'm so open about the economics. If I make a deal with you at 10x earnings and then someone else shows up — I had a conversation while I was in Europe with a group that had been approached. Private equity firms approach everybody, of course, and they were approached and offered a deal at 16x EBITDA with a private equity firm. My view is that if money is your only reason for joining us, this isn't the right place. Culture is our biggest asset; it drives how we conduct the business. When we decided to become a public company, the driving force wasn't financial gain. To make that clear to both my coworkers and the market, I committed to an additional twelve-month lockup period—this isn't about the money. What it's really about is reaching our full potential as a team of professionals and building something better for those who come after us. We refer to that as stewardship—a commitment to giving our people more professional opportunity and more financial opportunity. That's precisely why I think every single person working here should have a stake in the game. Back when we were private, on our pure core equity earnings—this was when we went private in 2008—I told our partners that we would hand out 20% of our equity earnings to our people as bonus. So that was the approach we took, all right? Does the marketplace play a role in pushing up some of the acquisitions and PEs? Without a doubt. We aren't running into any pushback. I can't think of a single specific deal where I'd moved conversations forward and someone told me they wouldn't do a deal with us since they could get more money elsewhere—because if that's how they see it, they should go there, since they're not a fit for us. So Jeff, when we think about this business—and it isn't just me; if you spoke with all of our senior people, you could speak with our first-year staff person—all of us are committed to this. This is a team, a culture, and a business model. And we believe that's the reason so many groups are eager to come aboard. Now, clearly, our stock's performance has been outstanding, and that certainly doesn't hurt. I mean, for the groups that signed with us, we're issuing stock priced as of the signing date; so if you signed in early March when the share price was $23, and today it's at $64, $65, $66, then obviously you're making a lot of money on the stock component. The stock isn't why I'm doing this. The analysts, the investors, and even a few of our outside directors have advised me against using stock. I realize that if our share price climbs 25% or 30% over a year while our cost of funds is 7% or 8%, using cash is the superior choice. I'm not foolish — that's clear to me. The very same constraints we place on partners apply to the groups coming on board. Number one, as an active partner you have to keep one-third of your ownership. Number two, there is a vesting timeline, exactly as exists in the United States, and that's the reason these odd figures show up. What's behind it is that 59% of our equity was left unvested. Just walk into any other company and propose this: your equity is fully vested. Wow, have I got a fantastic opportunity for you. We proposed taking your equity and unvesting it, then having it vest across a five-year period. That got a unanimous vote in favor. We also had a unanimous vote in favor of giving our retired partners four times what they were legally entitled to. Our partners voted unanimously for that. Our partners unanimously supported giving our people $90 million of RSUs, and every single person in our firm received RSUs at inception; so yes, the stock performance has certainly helped, but that isn’t why people are joining us. People join us because they believe we have a unique business model. They believe we have a unique culture. And yes, over time, they’re going to do fine financially. And certainly, they have to date.

Gregory Vistica

executive
#37

Later this evening, on our separate analyst calls, we'll wrap up the follow-up calls; so Mark, would you like to offer any closing remarks?

Mark Vorsatz

executive
#38

Yes, and I want to express my gratitude to the analysts, since all of you have been terrific. You have taught me a great deal. I have gained a lot of knowledge from you. It has shifted my thinking somewhat. I also want to thank our outside directors. Even in cases where we have disagreed about matters, I value the spirit behind those communications. I certainly want to thank our people, because they are the ones generating this value. And I want to thank the investors, especially those who came in with us early or at the original IPO and still hold significant positions in the company. I understand the reasons behind profit taking and pulling some money off the table. I have urged my partners to do that, since they have kids in private schools, they want to get bigger houses, all those kind of things. My wife and I are in a different financial position. But I simply want to thank everybody for all of the support.

Gregory Vistica

executive
#39

Thank you, Mark; and with that, we conclude the call.

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