DEFA14A: CBIZ to Acquire Marcum, Creating a Professional Services Powerhouse

CBIZ has announced a definitive agreement to acquire Marcum, a national accounting and advisory firm, in what is described as the largest acquisition in CBIZ's history.

Summary

• CBIZ has entered into an agreement to acquire Marcum, a national accounting and advisory firm.
• The acquisition aims to combine the talent and expertise of both firms to offer clients a broader range of services.
• Marcum is ranked as the 13th largest accounting firm in the country and has over 4,000 professionals.
• The combined entity is projected to have revenues close to $3 billion and over 10,000 team members, serving over 135,000 clients.
• The acquisition is expected to position CBIZ as the seventh-largest accounting services provider in the nation and the largest professional services provider of its kind.

Sentiment

Score: 8

Explanation: The document expresses excitement and optimism about the acquisition, highlighting the potential for growth and increased capabilities. The tone is positive and forward-looking.

Positives

• The acquisition is expected to create a leading provider of accounting, tax, advisory, insurance, and other professional services.
• The combined entity will have a broader range of services and deeper expertise to offer clients.
• The acquisition is expected to provide growth opportunities for team members and the company.
• The acquisition will solidify CBIZ's position as a leading professional services provider to middle-market clients.

Risks

• The ability to consummate the transaction in a timely manner or at all is subject to various conditions and approvals.
• Litigation related to the transaction could arise and affect its progress.
• Anticipated benefits and synergies of the transaction may not be achieved in a timely manner or at all.
• The costs of the transaction and/or liabilities assumed could be more significant than anticipated.
• Integration of the two companies could prove more costly and/or time-consuming than anticipated.
• The transaction could disrupt ongoing plans and operations of the parties or their relationships with clients, business partners, and employees.
• Financing for the transaction may not be obtained as anticipated, and the increased leverage of CBIZ following the transaction could have adverse effects.

Future Outlook

The acquisition is expected to position CBIZ as a leading provider of professional services, with significant growth potential for team members, clients, and the business.

Management Comments

• Jerry Grisko stated that the acquisition of Marcum is the largest in CBIZ's history.
• Jerry Grisko mentioned that the combined company will become the seventh-largest accounting services provider in the nation.
• Jerry Grisko emphasized the idea of 'stronger together' and the potential for growth for team members, clients, and the business.

Industry Context

The acquisition reflects a trend of consolidation in the accounting and professional services industry, as firms seek to expand their service offerings and geographic reach to better serve middle-market clients.

Comparison to Industry Standards

• Marcum is ranked as the 13th largest accounting firm in the country, suggesting a significant presence in the industry.
• The combined revenue of approximately $3 billion would place the merged entity among the top firms in the professional services sector, potentially competing with companies like RSM, BDO, and Grant Thornton.
• The goal to become the seventh-largest accounting services provider indicates a desire to compete with established players such as Crowe and Plante Moran.

Stakeholder Impact

• Shareholders are urged to read the proxy statement to make informed voting decisions.
• Employees are informed about the acquisition and its potential impact on their roles and opportunities.
• Clients are expected to benefit from the broader range of services and deeper expertise of the combined firm.

Next Steps

• The Company will file a proxy statement with the SEC.
• The definitive proxy statement will be mailed to the Company's stockholders.
• The Company's stockholders are urged to read the definitive proxy statement carefully when it becomes available before making any voting or investment decision with respect to the transaction.

Key Dates

Keywords

acquisition, CBIZ, Marcum, accounting, advisory, professional services, merger