Stout Advises BDO USA on Establishment of ESOP

September 05, 2023

Stout has advised BDO USA (BDO) on the establishment of an employee stock ownership plan (ESOP). Stout served as the exclusive financial advisor to BDO and led the ESOP structuring, financing process, and execution on behalf of the company. Stout also served as the sole debt placement agent on a term loan financing led by Apollo-managed funds to facilitate the ESOP. The transaction closed on August 31.

BDO is now among the largest ESOPs in the country and is the first large public accounting firm to transition to ESOP ownership.

“BDOs ESOP is a game-changer for our people, firm, and profession,” shared BDO USA CEO Wayne Berson. “It is the realization of our purpose of helping people thrive, every day. It is also the natural evolution of our business, allowing us to pursue continued investment opportunities in quality, operations, and growth strategies while maintaining continuity in leadership and commitment to a long-standing vision and purpose. We are thrilled to begin our next chapter as an ESOP, taking our people-first culture to a new level of engagement and commitment.”

Stout has completed over 2,000 ESOP-related engagements and has worked with some of the largest and most successful ESOP companies in the country. Stout provides investment banking services to private companies seeking to establish an ESOP in addition to advisory services for existing ESOP-owned companies. Coupled with its long-standing history of advising institutional trustees on ESOP transactions, Stout is the leading, full-service financial advisor in the ESOP sector.

The deal was led by three seasoned professionals: Aziz El-Tahch, Co-Head of Stout’s ESOP & ERISA Advisory practice; Mark Buchanan, Head of Stout’s ESOP Investment Banking practice; and Jeff Zolkin, Head of Stout’s Capital Markets.

“Stout’s strategic guidance and knowledge were instrumental in creating an ESOP structure that would allow our people and firm to thrive,” said Steve Ferrara, COO of BDO USA. “Stout deftly helped us navigate the intricacies of this complex transaction, allowing us to bring broad-based beneficial ownership to all eligible U.S. employees and enabling a material benefit to the firm. We are grateful to the entire Stout team.”

“We believe this landmark transaction positions Stout as the advisor of choice in structuring and raising capital for ESOP transactions involving large, blue-chip companies with complex ownership structures, during a time when the benefits of broad-based employee ownership are becoming more widely recognized,” said El-Tahch.

“BDO is an innovative and forward-thinking organization, and this transaction serves as a blueprint for ESOP formations in the accounting and professional services sector going forward,” added Buchanan.