Speaker 1 00:00:03 Hello and welcome everyone. I'm Peter Lehrman, and this is Masters in Small Business m and A. This show is an ongoing exploration into the vast and undercover world of small business m and a, where we interview both the proven and the emerging owners, operators, investors and advisors whose strategies and methods for transaction success have been put to the test. The show aims to surface the nuanced intricacies, the key ingredients, and the important factors that can improve your decision making in your own journey in the world of small business m and a. This podcast is produced by Axial, an online platform that makes it easier for business owners and their m and a advisors to find research and privately connect with a diverse mix of professional buyers of small businesses. In addition to learning more about Axial, you can find this podcast, show notes, edited transcripts, and many other related resources, all for
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Speaker 2 00:01:02 Peter Larman is the c e O of Axial. All opinions expressed by Peter and podcast guests do not reflect the views or opinions of aio. This podcast is for informational purposes only and should not be relied upon as a basis for investment decisions. Podcast guests may have ongoing client relationships with Axial.
Speaker 3 00:01:21 Hey everybody, this is Peter Lehrman. I am your host of the Masters in small business m and a podcast. Really excited to sit down with two guests today, same time. Uh, most of the time it's just one, but today, uh, the recipe was ideal with two. I have Dr. Bill Wagner and his co-founding partner, Dimitri Marinovich. They together are the co-founders of Associated Veterinary Partners, which is an investment in acquisition organization that is a hundred percent focused on acquiring and operating veterinary businesses in America. We're gonna dive really deep into their business and into the veterinary category and into the two of them as well. So guys, thanks very much for, for, for coming on. Great to have you. Yeah,
Speaker 4 00:02:03 Thank it for having us. Yeah, thank
Speaker 3 00:02:05 You. I'm gonna just jump right in. You say on the front page of your website that one of the things that you guys are totally focused on is enabling gold standard medicine to be achieved by the veterinarians in that join the AVP platform. I'd love to just hear in the words of a, of a clinician like you, someone who has spent a great part of your life actually taking care of animals, taking care of pets, what is gold standard medicine to you and what are the like typical or really significant challenges that ob that, that tend to obstruct a passionate veterinarian from, from being able to, to just focus on that?
Speaker 4 00:02:41 Yeah, so as far as uh, gold standard medicine goes, I mean I think it's really boils down to being able to offer pet owners offer clients the, uh, best possible care for, uh, their pets and then, uh, being able offer them a variety of options beyond that. Because when we look at best possible standards of care from a strictly medical standpoint, certainly there's cost associated with that. And that kind of ties directly into your question of what is the, often the limiting factors. One is access to care of, are the clinics in the area that they're located in able to provide kind of top-notch medical care? Uh, are the resources available there in terms of medical capacity? But then the other aspect is owner finances are a major factor within medical decision making and veterinary medicine, it's a very different dynamic than when we talk about human healthcare.
Speaker 4 00:03:33 Pet owners are, uh, typically paying for care for their pets out of discretionary income. There is such a thing as pet health insurance, although the market penetration is very low. Uh, last I'd heard we're sitting at about 3% market penetration of pet health insurance in the us. So certainly the, the overwhelming majority of pet owners in the US are, are paying essentially out of pocket for the care of their pets. And that is most commonly the, the biggest factor that really plays into how far do we go in terms of medical care for, for pets. And the other big factor, which is kind of where I see a V P providing the most synergy to veterinary practices is time. So the time of the clinician is, uh, very often a limiting factor of veterinary clinics, especially in recent years, have been extremely busy. Pet ownership in the US has been on a sharp incline over several decades now, but especially in recent years, we saw certainly increase a sharp increase in pet ownership around the pandemic, a lot more people working from home.
Speaker 4 00:04:27 And that allowed people to become first time pet owners, which was certainly an exciting time for them, but a very busy time for veterinary clinics. And when we talk about veterinary practices, these are for the most part true small businesses where the business owner is also the primary or secondary administrator of that practice. Often, if they're not the primary administrator, it's often a family member, a spouse or a son or a daughter or something like that who is administering the practice. So it truly is in a lot of cases what you'd expect out of a small business. But that means that a large amount of time of somebody who has, you know, dedicated their life to being a medical practitioner is being spent on accounting and bookkeeping and HR matters and all these things that ultimately are a distraction away from, in my opinion, very biased opinion as a clinician, but the most valuable use of their time, which is seeing patients, spending time with their clients. So that's an area where we as a partner to them, are able to come in and really provide value for them by taking a lot of the administrative burden off of their plate and streamlining processes and systems for them.
Speaker 3 00:05:27 What would you say is like the, if a vet gets to the office between, call it seven 30 and eight forty five in the morning or something like that, and is working like roughly speaking a 40 to 50 hour week, how much of that general time working inside the clinic is allocated to actually seeing patients and delivering care to pets and pet owners relative to this sort of big wedge of administrative obligation? Like what do you guys see just in terms of what is the significance of this, of this administrative role in terms of their time in a, in a, in a given week?
Speaker 4 00:06:04 Yeah, and it's, it's actually an interesting dynamic of, uh, veterinarians tend to be, uh, very hardworking individuals, uh, sometimes to our own detriment. I've been guilty of it myself, uh, in, in my own life of not having a great work-life balance. And it's something that has become a bigger point of conversation within the profession of moving away from this idea of, you know, the work week stretching well beyond 40 or 50 hours for many clinicians. Cuz when we look at the average independent veterinary practice owner, most of them are spending probably about 40 or 50 hours a week with patients being a clinician and all of that big wedge of administrative time is in excess of that. And then they're sitting at home at 10 o'clock at night after they finish writing up their records for the day or maybe before they finish writing up their records for the day and they're sitting down and they're messing with QuickBooks and handling payroll administration and all these things.
Speaker 4 00:06:55 So we see kudos to all these hardworking individuals, but it's, it's a big challenge of being a small business owner in general, but particularly when you're also a, a key player of the business on, as, as an employee as well. If you're working for yourself 40, 50 plus hours a week as a clinician and then trying to be an administrator on top of that. And it's that excess time where we really feel that we are creating a lot of value for our partners because speaking from personal experience, the every hour you stretch beyond 40 or 50 hours just as heavier than the last of it's, it really becomes, when you talk to somebody who's working 60 or 70 hours a week, it's, it there's a, every hour is not the same once you stretch into that, that realm of commitment. So that's something where we're, we're quite happy and unfortunately our partners have been quite happy about our ability to kind of course correct some of their, their own personal work life balance as well.
Speaker 3 00:07:46 Yeah, you guys talk about like sort of three big ideas on, on your site, right? Better medicine, better business and and better lives for veterinarians. So, uh, I think understanding this idea of allowing the clinician to be a clinician and to move all of the administrative overhead materially away from them, that that, that makes a lot of sense. One of the things that we talked about before we pushed record was you guys mentioned that there are maybe as many as 40 50 investment organizations or corporations that are already in the business of acquiring veterinarians prior to associated veterinary partners, you know, entering the market. You guys now you guys now own a dozen clinics as part of your business. What is missing from the, the other consolidators to use kind of like an industry term, what is missing from from those, from that approach, from your perspective? Is it really true that like none of the other 50 to 60 are, are thinking about these things and what is the opportunity for you guys to be to to be different here and how do you parse all the competition?
Speaker 5 00:08:55 Yeah, and maybe Bill can talk more in depth about the thesis itself, but I think it's unfair to say that none of them are thinking about that, right? Like many of them do. And to be fair, there are a lot of, or there are a handful of consolidators out there that we admire and respect. Uh, there's also a lot of them that frankly do things very poorly, right? They, they, they do things that they should not, whether that's in relation to standards of care or the way they treat their team members and they're very unemotional about many things that use sometimes have to be emotional about. And yeah, so it's not necessarily like none of them do those things. Uh, many of them do. But I think we pride ourselves in bringing together sort of the best of both worlds. Bill coming from an actual medical setting, being a veterinarian himself, seeing the struggle that many veterinary team members struggle with suicide rates among veterinary professionals is through the roof.
Speaker 5 00:09:55 It's insane how high it is compared to general population and there are many other struggles. There's mental health issues, there's many problems that veterinary professionals face and then there's always the struggles with the clients and patients that come to those professionals on a daily basis. And so you have to keep those things front and center, right? And then, well, my background, I bring financial understanding of those businesses and financial structuring and how to perhaps make those businesses more efficient and how to drive synergies and value for the group as a whole. And I think I personally and selfishly, I, I think that's the unique recipe of Bill and I coming together with very different backgrounds and kinda joining at the hip to drive those better mental health for our team members, be better centers of care, better medical outcomes, but also better financial outcomes. And at the end of the day, more value creation for everyone in the ecosystem that we deal with.
Speaker 3 00:10:52 What are some of the decisions that you guys have made about the way in which you are going to operate the veterinary clinics that you acquire in, in partnership with the veterinary? Like what are some of the big positions that you guys have taken about this is how we're going to run the businesses and run our businesses? Where, where do you guys think you've made some interesting decisions that that really manifest materially for, for what it's like to be part of your organization and where you think you guys are are are maybe making decisions differently from at least a meaningful number of others that are operating in the space?
Speaker 4 00:11:33 Yeah, I think really partnership is the magic word for us of where we've really focused on differentiation and not just differentiation kind of in a superficial, we say this is what we do differently, but really living differentiation in a, a deep and meaningful sense. We exclusively work within a joint venture or co-ownership model. So all of our partner clinics have at least one local co-owner who is typically a medical director of the practice, plus or minus some of their associate veterinarians, plus or minus managers or other key individuals. And we see that this really creates a fantastic alignment of positive incentives cuz I think if we look at how a lot of consolidators think about, you know, purchase of clinics and operation of clinics, there's a lot of negative guardrails. It's a lot of, well if you do this, you get punished in this economic way or you know, this employment way, something like that.
Speaker 4 00:12:26 That there are ways to kind of, you know, push people to oper operate in good faith, uh, by essentially having negative incentives around that. And we feel that you really wanna have a genuine business partnership with somebody and really live that word partnership. It needs to be built around positive incentives that if the partnership operates well, everybody is acting in good faith and working in the way that you would expect and the way that we all committed to work together. And there's certainly a large number of commitments that we're making on our end as, as kind of the majority partner in these scenarios that everybody has to do well if the partnership does well. And that's really kind of the core thesis both economically and, and intangibly as well. This idea that our partners are true, genuine co-owners with equal economic rights in the partnership, which is very important cuz that's certainly an area of differentiation from nearly all. I believe all of the other partnership organizations within veterinary medicine that we're aware of that the equal financial terms aspect is, is actually quite unique as far as we're aware.
Speaker 3 00:13:27 Can you explain that just a tiny bit just before, because there, there's, there's multiple decisions that I'm sure you guys have made, so I know it's a a lengthy answer to the question, but before we get to some of these other places where you guys feel like you're making very deliberate decisions that are, that are specific to your plan, I'd love to just make sure the the incentives or the financial incentives are, are as clear as, as you guys are, are comfortable sharing. When you say equal like equal partners, what, what does that mean and how is that different from many of the other approaches? What, what are the other ways that you see things structured that is either different or disadvantageous to, to the vet?
Speaker 4 00:14:05 Yeah, and I I can take that Dimitri, unless you, you'd rather, but yeah, so it really boils down to if we look at I guess the core economic theses of consolidation companies in general, not unique to veterinary medicine, if there's really two main pillars to it. There's essentially organic growth of and margin expansion. So this idea of economies of scale that you can come in and as a larger organization you can, uh, develop economies of the scale both around limiting expenses, creating opportunities for growth and certainly that's an, an important part of the thesis. But there's a another core pillar to that which is this concept of arbitrage. The idea that the market validates this idea that a consolidation company is more valuable than the sum of its original parts. In a literal sense that turns into a lift in the effective multiple of EBITDA that we see that consolidation companies are valued at compared to small businesses.
Speaker 4 00:15:00 And certainly that's a big part of the investment thesis and in our, in terms of our investment base. But also when we talk about our clinical partners, that this becomes a very important part of the thesis for them as well because they have making it made a choice to become now effectively by being an owner co-owner in a site of a growing consolidation company, that because of this pass through of equal equally economics that as our group grows, so does the effective value of their, of their ownership within their clinic because we're not gating off this access
Speaker 3 00:15:32 What does pass through of equal economics. What does that mean? Like how does that work
Speaker 4 00:15:36 So effectively, especially when we talk about our retirement path partners who are looking at this as within the next three to five, three to seven years, depending on their, their personal timelines, they're looking at this as a eventually sale of their practice and certainly they, they earned their right to retire <laugh>. So these are not perpetual partnerships, uh, but they eventually are gonna wanna sell their retained equity and this, this is really where our partnership is designed to shine relative to our peers of certainly there is same site growth that they're hoping that we're gonna be able to drive together as partners. Again, that margin expansion, that top line growth. So just by virtue of bottom line growth, they are hoping and expecting that working together as partners with us that their equity is gonna grow in value. But there's also this concept that as we continue to grow and we will need to both provide liquidity to our current investors as well as obtain capital to continue growth cuz we don't have unlimited funds <laugh> at our disposal, we are gonna need to go to market and raise additional funding. And that is gonna be both a liquidity point for any current investors who are, uh, looking at this as a potential exit point as well as a liquidity point for any clinical partners who are, uh, looking at this as an exit point. And again, we're talking about a V p as a whole being going out and valued at market. There is that significant arbitrage between how veterinary groups have been valued over the last five to 10 plus years compared to independently owned veterinary practices.
Speaker 5 00:17:09 And I think it's worth, speaking of equal terms, Peter, your question, the way we intend to allocate the values based on ebitda, each clinic contributes, right? So if essentially we are not capturing any portion of that multiple that we get as a whole for ourselves, right? And so let's say if we have 10 clinics and let's say each one of them is doing a hundred dollars of EBITDA and we have a thousand dollars of EBITDA in total and we get the multiple of that thousand dollars and let's say it's 10 x, so we got $10,000, we'll allocate that to each clinic rapidly based on that cda and then we'll allocate the splits, the ownership splits between a v p we, so we own each clinic at the opco level and so do our partners and our partners. So we'll allocate this pie of value between ourselves and our partners at the local level, essentially passing through full multiple that we get at the corporate level, right?
Speaker 5 00:18:09 As opposed to what some structures have is, let's say the corporate, uh, entity, corporate entity parent company gets multiple off, I'm making this up, let's say 20 times ebitda and then there's a clause in the agreements that the doctors only get 12 x faster them, right? So essentially the parent company captures all the value in XS of 12 x between 12 x and 20 x. That all goes to the parent company. We don't do that, right? So our our structure is extremely transparent in that sense. So we're all incentivized on the same dollar basis to drive value. Something else worth mentioning is when we set those partnerships up, the ownership is at the local level, meaning each clinic is, its only galacia, which is CO by a v p and one or two or more of our partners, right? At the local level. And when they sellers, most of our partners are sellers, so usually doctors who sold to us, but also sometimes it's associates who buy in or other q team members who buy in together with us.
Speaker 5 00:19:16 But the important piece is when a doctor rolls over their equity at the time of sale, they roll it over dollar for dollar, right? We're not diluting them day one. It's, it's an extremely transparent and fair structure in that sense where whereas some consolidators would say, okay, you you doctor, you sell to us and we ask you, or if you would like, you can roll over let's say 20, 30% of your equity, but you roll it over up to our parent company and then depending on the structure, it could be a case whereby let's say their clinic was so was bought for it can up 10 x but then they're rolling over into a parent company that's valued internally at 20 x. So the doctor gets massively diluted day one right? On a dollar for dollar basis, right? And so when they consolidator then goes, let's say they get sold for 20 x, the doctor basically gets no multiple arbitrage accrued to them, right? They'll still get accretion through growth and EBITDA growth, that kind of stuff. But, but essentially the, the, the, the, the parent company captures all this multiple trust for them, right? And for us, we were very intentional in how we structured this in order to allow our partners at the local level to participate in the upside in the, in the value wealth creation that happens on the same terms as we do, as our investors do as well.
Speaker 3 00:20:39 Yeah, that's super helpful. Thanks for the, those details. That is, that's really interesting and it makes a lot of sense. Before we push record, you guys mentioned also that the, the owners can enjoy some form of dividend related distribution of capital along the way. Is that a normal course of operating the businesses for, for a v p? Do you guys tend to have a relatively normal dividend distribution schedule provided that the, the EBIT or the EBITDA or the free cash flow is, is there, or how have you guys thought about dividend strategy as, as part of the, the sort of co-ownership with the veterinarians? Is it special dividends or does it tend to be more predictable than that?
Speaker 4 00:21:23 Yeah, and the, the intention is for it to be regular dividends. I mean, we're typically aiming for quarterly distributions. It's obviously conditional on cash flow of the clinic typically not an issue. But certainly there's always that asterisk of we're only distributing, you know, to ourselves as well cuz it's all pro rata by ownership. Cuz we again equal economics. But yes, the, the intention is for that to be a part of the total financial value statement to the owners as well as is that by retaining ownership, not only do you have access to this long term equity incentive, but also near term you're retaining this access to profit distributions. Cuz that's part of the, part of the thesis is saying, Hey, if I'm three to five years away from retirement, why should I choose to sell a good chunk of my clinic today? There needs to be a a why, and certainly if we just completely axe distributions, that undermines the, the financial value statement of, well your second bite of the apple is larger, but you're taking a potentially meaningful hit to your near term cash flow out of the business.
Speaker 4 00:22:22 And another aspect of that is, is that very frequently the owners of these clinics are also the landlords of the clinic. They, they own the real estate. So also there's, you know, establishment of a fair market lease that is between the partnership and them as the landlords, which also, you know, guarantees that they've got that secure cash flow out of, out of their real estate asset as well. So there's, you know, an advantage cuz we do see that when we talk about how owners think about the value of their business and how cash moves in and out of their business. We're we're talking about individuals who, like myself, did not go to business school, had very minimal training on finance in veterinary medical school and most of us were science tracked in undergrad. So we also didn't have financial education, a large amount of formal financial education.
Speaker 4 00:23:08 So this is something that on the m and a side becomes often a very long conversation of providing a, a degree of education to them in terms of understanding how money is moving in and out of their practice today. If they will often look at, I guess, sellers discretionary earnings in a sense of they own the real estate, uh, they're a key employee of the practice and on top of that, they're the business owners. So they've essentially got these three trenches of money that is moving out of the business that right now they view as one single stream in many cases. And there's an explanation exercise that has to go around that of, well this money needs to be allocated to fair market rent this month needs to be allocated to fair market clinical compensation to you as an employee of the business. And then this remaining pool that's left over, this is the actual profit.
Speaker 4 00:23:55 And that's really what we're buying into by buying interest in, in the business. So there is, that's been honestly one of the, one of the hurdles on the, on the mergers and acquisition side is really fine tuning these explanations of relatively complicated financial concepts in ways that somebody who doesn't have a financial background is going to be able to process and digest and, and understand because it's otherwise creates a huge gap in expectations. If somebody thinks that all of the free cash flow of the business, not including any of these fair market adjustments for a renter clinical compensation, if they think that that's their ebitda, which we've run into cases where they think that, Hey, I've got $250,000 of ebitda and in reality there's, you know, a hundred thousand dollars of EBITDA there after you make those adjustments, that that can be a, you know, long conversation that needs to happen. That,
Speaker 5 00:24:47 That's actually Peter, to answer one of your earlier question, something that we do differently, I believe, is that we take a lot of time to educate our perspective partners and to spend time with them pre-closing and then eventually once we get closer to the, the date, meet their teams, meet their family members, fly out there, sit down, have lunch, have dinner, and it's, it's a very important part of the process for us to make sure that those, the partners as well as their team members and key key team members, but also the, the team as a whole really understand what's going to happen, what's going to change, what's not going to change and, and things like that. And we've seen consolidators and not necessarily in, in the vet space that happens everywhere in every industry where a decision is being made by the seller, known one at the local level knows what's happening, and then the day off they make an announcement, Hey, I sold my business to X, y, Z and here's a woman or a man in a suit walking into the doors.
Speaker 5 00:25:50 And they say, and they introduce themselves. And where the new owners, I mean, that usually goes extremely poorly, but you'll be shocked how often that happens. I mean, you, I mean I get shocked over and over again how often this happens. And so we really manage the process from a la viewpoint of like, hey, we want to educate you all, we want to make sure that the right questions to ask, get chance to ask questions. We educate you on what's happening and then we meet all of you and you're comfortable with us, we're comfortable with you. And we, we generally approach it as a partnership. And that sort of, I think that shines through. I mean people like we, we get comments from our partners, their team members, like all the time that this sh shines through, especially from the ones who've had a chance to meet other consolidators during the process.
Speaker 3 00:26:38 Dimitri do, do you think that the reason why other consolidators maybe don't do that? Is that what, what allows you guys to do that? Is do you have a longer time horizon that allows you to spend time on this? Like what, why do you guys have the ability to spend that kind of time sitting down and educating, taking somebody who's financially at best, maybe an intermediate and walking them through these fair market adjustments and how the, just what puts you in a position to approach and execute a transaction this way that is challenging for, for a peer or an alternative acquirer? Do you think it's just you guys are just more diligent on these things or do you think there are, are advantages associated with your approach, your structure, your capital base, that, that allow you to, to do business this way?
Speaker 5 00:27:33 I'll mention two things and I'm sure Dell will have more. I think number one, our process is a lot more intertwined internally than my understanding it is at other firms or other consolidators in a sense that we involve our people and success team, which is HR and recruiting as well as our operations team early on in the diligence processes, not necessarily like reviewing diligence. I mean they have, we have like a robust like post o i like checklist gets allocated between team members and stuff like that. So they, they all have their own share of things to do, but it's also just like meeting, meeting the prospective partner, meeting the team so we all get to chance to meet them. And so it's never the case that a m and a team, quote unquote a biz dev team made the decision to buy, buy a clinic and then ops team is unaware of that or they don't know what they're getting into because that happens, like we've heard of that happening where consolidators have a biz dev team completely separate from operations team for example.
Speaker 5 00:28:34 So that's number one. Number two I think is the nature of whom we partner with. I think there's a self-selection that's happening with people who partner with us have a longer term horizon, right? Like we're never, we're not partnering with people who are looking to exit in the next few years, right? Like we're partnering with people who want to continue growing their business, they're part of the clinic, they'll remain a crucial part of the clinic. And so I think their approach differently, right? And I think because of that, they probably tend to have better relationships maybe with their employees, with their team members. And they're more open to us meeting their team members and it's, it's a, they're looking at it differently, right? They're looking at this, okay, I'm gonna, whom am I'm gonna partner with for the next four or five years as opposed to whom I'm gonna sell to? And then bounce in few years as well, like stay as like a associate with veterinarian or whatever that might be. Now Bill, I'm sure you have more.
Speaker 4 00:29:31 Yeah, I, I mean I think my, my big one is really seeing this as a major area of focus for the founders. So d Dimitri and I really dedicate a lot of time and energy to building these relationships and getting to know our prospective partners cuz we see that as being hypercritical because at the end of the day, these are not just a traditional acquisition where we're just going out and buying a business and phasing out existing ownership. We truly are building business partnerships, business relationships with these individuals. And there's obviously the tangible financial aspects. We need to understand ebitda, we need to understand the true dynamics of the business. We need to properly diligence these, these practices to make sure that we understand the business that we're becoming a partner in. But we also need to understand the key players. And that human element I think is something that often gets lost in the m and a world of really understanding who are, particularly cuz these are such small businesses.
Speaker 4 00:30:27 So much of the magic of what makes a small independently owned practice great really comes down to a few exceptional individuals in some cases really one exceptional individual, this owner of the practice who this is their blood, sweat and tears. This is a business that in many cases they built from the ground up. Nobody knows this practice better than they do. So in our eyes that's part of the magic of this partnership arrangement is, is that I think there's a subtraction of value when you take a motivated small business owner and you turn them into an employee. And that's kind of the traditional model. When we look at veterinary consolidators and many consolidators in other industries as well. It's the idea of you want to bring in your own management, you wanna run this business the way that you wanna run it and there's a loss of knowledge transfer around that.
Speaker 4 00:31:10 There's a loss of culture around that, that a lot of the culture originates with the owner of the practice. So that's where we see this, this partnership as being a great way to capture a lot of that value and not lose it in translation of really understanding what makes these businesses great and that requires a lot of relationship building. So it's a investment in time on our part, but we feel that there's a, a massive return on investment of that, that these strong relationships that we build with our partners pay dividends. Cuz ultimately things will not always be smooth in the operation of a business. That's just the, the reality of life. Uh, there's gonna be times where we and our partners don't always agree on everything. And if you don't have a foundation of relationship to begin with, there's really only two ways that you can handle that. You can either turn the democracy into a monarchy, which is not what we wanna do, where it just becomes AVP says, and the clinics do. That's not the value statement that our partners are signing up for. So then that means that, but has to be a democracy. We have to sit down and we have to get on the same page together as co-owners of the business. And that, that does require a large amount of trust building and a lot of relationship building.
Speaker 3 00:32:14 Truly, really interesting to hear some of the, some of the nuances and, and how deep you have to get in order to, to do it in uh, uh, this way and to do it in a way where you feel really good about the way you're doing business. I want, I guess I want to ask about how one of the things that we discussed, uh, offline before pushing record was just how do you manage for the scale of acquisition volumes that you want, particularly when you're going about doing business in such a bespoke way in certain regards, right? And maybe not bespoke is maybe not quite the right word, but just there seems to be a lot of commitment to really just slowly and carefully and deliberately enter into these partnerships with great veterinarians that have another five to 10 years of, of ambition or more left in in their careers.
Speaker 3 00:33:08 And that's a bit, that feels like a bit of a handmade approach, right? But on the other hand, I caught Dimitri saying offline that you guys were thinking about doing one veterinary clinic acquisition a month as like a potential rule of thumb run rate. So how are you guys threading the, the needle on a really handmade way of engaging with, with veterinarians announcing the ownership transition in a way that's well received, explaining everything along the way, structuring the economics carefully with hitting this or trying to hit this sort of one month, uh, one, one acquisition per month bogey. Where do you guys go in order to try and thread that needle? What do you need to be good at? How do you protect the integrity of your, your acquisition process? But but scale it up like that?
Speaker 4 00:33:57 Yeah, and I, I think I'll, I'll let Dimitri take the, the second half cause that <laugh> uh, I'll start talking about the entrepreneurial operating system and, and Dimitri loves to talk about this, this is kind of his baby <laugh>. Um, although I certainly, uh, I certainly like it as well, but I think it really comes down to you need to have a super kick butt team. You need to just have the right people in the right seats in your organization who really can own their verticals so that you don't have a ton of noise traveling up to the senior leadership and the founders of the company that, you know, we can focus on doing the things that don't scale. Um, because kind of as you're alluding this relationship building is not a infinitely scalable thing. There's only so much of Dimitri and i's time. So the real focus then becomes everything that we need to have scale so that we can focus on the things that don't scale, needs to run smoothly.
Speaker 4 00:34:47 You need to have really excellent people in the right seats. And I think that's been a really big part of our journey is hitting home runs on all of the early hires as we built out our, our corporate team. I think that was really critical and we've got a, a really phenomenal leadership team and now we're starting to build that a really phenomenal team supporting those leaders as well. And I think that's really facilitated our ability to then on the m and a side, I, I think the bespoke is kind of a good word for it of at least the relationships are bespoke. There is a, a template to structure to what we're doing certainly in terms of the legal structure, the partnerships and so forth. But this ability to have, Dimitri and I spend a lot of time relationship building it, it only works if you've got a great operations team who can then go out and and deliver on promises and deliver on commitments cuz it's real easy.
Speaker 4 00:35:36 And this is, you talked about differentiation. Yeah, I think the trap that a lot of, especially the, I call 'em kind of first generation consolidators in veterinary medicine ran into is not recognizing that veterinary medicine is, is a fairly small profession and it's a very tight community and word travels very quickly if you become somebody who makes promises and don't fulfill them. So that's been a, a laser focus of us as an organization is a don't over promise, uh, cuz it's easy to fall in love with the idea of what you think you can do <laugh> versus what you can actually execute on. But also staying very grounded in terms of expectations and how we communicate what the partnership can and can't do for, for our partners. Because I think particularly Dimitri talked about the siloing of m and a out from operations of, I think, uh, a lot of business development teams for some of the early consolidators really kind of fell in love with the idea of making big bold promises that they may or may not have understood that their operations teams weren't able to fulfill. But certainly that has led to a very negative, uh, perception of, uh, particularly large veterinary corporate groups within the profession of, that's, uh, one of the sort of many uphill battles that we as kind of a newer, more values focused consolidation company and veterinary medicine has to navigate. Is there, there's a lot of negative vibes about veterinary corporate out there and if, if we're gonna buck that reputation, we really have to put our money where our mouth is in terms of delivering on promises. I,
Speaker 3 00:37:06 I'd love to dig in a little bit on this operations team, which seems like a key, a key decision that you guys have made and are continuing to make. It sounds like the operations team is what provides some of the leverage for you, Dr. Wagner and, and you Dimitri, to really focus on these less scalable but super high value interactions and, and methods of engagement with, with the veterinary operators. So tell me about the operations team. What are those seats? What are those people doing? What makes them great at that job? Just let's dive in a little bit to the operations team that makes the the whole machine spin. So
Speaker 5 00:37:43 There's definitely the people component and that's what you're asking about and uh, we can elaborate. There is also a system slash processes component and automation component and accountability component, right? And tho those, those are all very important, right? It's all starts with the people. We have our team at the success center right now is eight people, so it's Bill and I and then our first two hires were director of people and success and director of practice management operations. So essentially HR recruiting, both very, very important aspects for managing the veterinary hospitals, including obviously recruiting and retention of talent and then practice operations. That's exactly what that sounds like. And then we, we've added a full-time recruiter, we've added a price practice management specialist. We've added an m and a analyst to the team as well and the financial controller who joined us most recently. Uh, so, so those are people, right?
Speaker 5 00:38:45 We also focus on having very clear accountability, right? And we, we've Bill, don't mention that few minutes ago we, we rolled out traction EOS traction or rather a modified version of EOS traction that we thought fits our needs. And that established very clear sort of guidelines and we're still working on it right there. There is still, it's a continuous process but very clear guidelines as who is responsible for what. And I think that really unlocked a lot of time enables Bill and I to drive and frankly our other leaders, right? To drive strategically important projects. So that, that's another piece. And the third piece, which I think is also extremely, extremely important, especially for something that we're building, which is a repeat acquisitions back to back, is building repeatable, consistent processes and systems that can support those processes, right? And so that could be everything from, okay, we have every clinic on the same payroll system, right?
Speaker 5 00:39:46 We're able to automate payroll and run it lot more efficiently than each any of those clinics would do on their own. We have all of our clinics on the same accounting system as the same chart of accounts, it's all NetSuite. We're able to do a lot more automation with bookkeeping and end of month closing than any of those clinics we have on their own. We have, we're now transition all clinics to the same merchant processor, right? And so, so long story short, there's a lot of those different systems that we've implemented and rolled out across all of our footprint, uh, to achieve that consistency and data integrity that enables us to see the, the, the picture and have a real grip as far as like what's going on with the business. But that's the goal. Like you, you have to standardize a lot of different systems, right?
Speaker 5 00:40:32 Like you have to achieve consistency, data integrity, and you also have to standardize m and a process, right? An m and a process goes as far as sourcing goes, but also there importantly m and a execution because again, that's something you do over and over and over and over again. And then post-close integration, right? Which is also something you do over and over and over again, right? And as we've done now, as you said, we require now a dozen clinics, we, we learn of different pain points and we refine our process pre and post-close and we adjust our process to address those pain points next time we might face them. And then this iterative process of adjusting pre-imposed closed integration has been crucial. And then lastly, and, and sorry, I keep talking kind of, but lastly to address your question around management, right? I think having local partners is incredibly important in the sense that we have an owner who walks into the clinic on every day on a daily basis, right?
Speaker 5 00:41:33 So it's, it's not like there is an absentee owner somewhere sitting in an office or both Bill and I work from home, but proverbial office somewhere. It it's, it's the same person who was the owner previously or an associate veterinarian or another key leader who was at that clinic before and remains a, an owner became an owner together with us, right? And so, so that's just an important, such an important aspect because it never feels like to the local team that there is an absentee owner somewhere, right? Like the owner isn't the doors right? And the owner is there and the this, this leadership, the presence is there and we think that's very important as well.
Speaker 3 00:42:15 We were talking about the the data platform work that you guys were doing and that seems like an important post-closing decision that you guys have made. Could you just go into a little bit of depth on the data platform? Does that fall within the sort of the realm of practice management? Is that sort of like what a practice management leader would be sort of helping to roll out? Just I'd love to hear a little bit about the, the details there cuz we only covered the, the headline before recording
Speaker 5 00:42:43 And, and Bill may maybe if you wanna like talk like a very high level about the underlying issue and then maybe I can talk about the platform that we are rolling out.
Speaker 4 00:42:52 Yeah, that sounds good. Yeah, so when we talk about a veterinary clinic, there's really one core software that does a vast majority of the, the software functions within the clinic. It's kind of an all in one, uh, practice management software. So it's the record keeping, it's the appointment schedule for patients, it's the invoicing tool, it's often the point of payment as well for clients. So it's kind of this software that does soup to nuts, everything that you're looking for in a veterinary practice out of your, your software system. So it's a very big integral part of how the practice operates and the team has been trained on that and there's a several dozen practice management software options out there. So it's not a kind of single horse race in terms of, there's a few larger ones that kind of dominate the market, but then there's a long tail of smaller ones beyond that.
Speaker 4 00:43:42 And certainly we've, uh, encountered many, uh, across our, our journey here. And the challenge becomes do you unify this core system or do you not? And there's uh, certainly a divide among veterinary consolidators on the pros and cons of essentially ripping and replacing, of choosing a single practice management software that you're gonna use across the entire network and unifying to that. And the main challenge around that is, is that replacing the practice management software is just a massive undertaking. The entire team needs to be trained on a new system. There's a lot of downtime for the clinic. It's just, it's a painful process and certainly it doesn't put a good taste in a new team's mouth as, as they've joined a new group who's preaching that they're gonna make their lives easier and all of a sudden they drop this major operational endeavor on them to navigate this, this major change.
Speaker 4 00:44:33 So certainly there are several veterinary consolidators out there who do rip and replace. They feel that the, the juice is worth the squeeze in terms of the work and, and pain that goes into that transition process. Because on the flip side, the benefits of unifying on that is, is that you can unify to a single chart of, of codes essentially that the medical coding is all consistent, which allows you to have really clean, unified data both medically and financially that are coming out of the practice management software. Cuz all these practice management softwares run a full gamut in terms of the quality of reports that you can get out of them, what those reports even tell you. Because even if two practice management softwares say they're giving you the same k p i, they may at a granular level disagree on some of the details on how that K P I is, is calculated.
Speaker 4 00:45:19 So it's, it's messy to operate multiple practice management softwares. And that is where groups like us who at this point we've decided not to unify practice management softwares that other than in a few rare instances where there's a super legacy software that really just we're not able to get the information that we we want in terms of basic KPIs out of that, that practice management software. Now we've seen that consolidation is kind of moving into the middle innings in veterinary medicine. There are a lot of third party sort of mid-level solutions, so to speak, software that can talk to multiple practice management softwares, pull data, unify and harmonize that data. And that's kind of where we've moved in an exciting direction. So I'll, I'll pass it over to, to Dimitri to talk about that.
Speaker 5 00:46:02 Yeah. And so we, we are in the process of rolling out the solution that will essentially enable us to pull all the clinical data kpi, all the KPIs, transaction data up into one sort of data lake or one dashboard standardizes data, normalizes data across the board and really give us like a very good, very granular visibility into how the clinics are doing on a daily basis. It'll also give us an ability to set up those same dashboards for each clinic so a clinical director or a practice manager have access to the same dashboards and kind of looking at the same charts we're looking at. And to, to be fair, like we had access to all this data before, right? Like we, we could access practice management software individually, we've been collecting this data, but this is just a way to make it a lot more efficient and I think introduces a lot more data integrity and data consistency across the board, but we also think it will enable us to improve accountability, improve financial traction, and something that we're all like super excited about.
Speaker 3 00:47:08 Yeah, no, I'm sure that's really valuable for where you guys sit as well as probably where a meaningful number of operations team and and finance team members sit as well. And it obviously gives you the ability to dodge the bullet of imposing new practice management software on every clinic that you buy if they don't happen to have the right one. Is this software layer, is this off the shelf software that you guys then spend a significant amount of time customizing or is it all homegrown? What's the mixture of sort of customization versus third party off the shelf, uh, related to to, to this layer, this abstraction layer?
Speaker 5 00:47:52 Yeah, so, so there's very little customization for the actual main software, right? There's a company, there's actually a few companies out there that do that. And we've evaluated them and decided to partner with the one that we thought was the best kind of long term partnership fit for us. And so essentially the software is off the shelf, right? Like they, they, they pull the data, they have the connectors, they have APIs, they need some inputs to the clinical level for some of the practice management softwares, depending which ones the, the clinic uses to set those data streams up. But once that's done, there's practically no involvement needed and the actual dashboards are sort of ready to go off the shelf. Now. I think in the future we'll make some customizations to that just to better fit our needs. But even as is, I think it gets us pretty much everything that we need.
Speaker 5 00:48:44 And then they also have, which is kind of cool, they give us access to a Power bi, which is a Microsoft data analytics product vis visualization product power BI instance with a connector tool of this data, right? And so in essence, we're able to build our own reports, our own charts, if you will, for the things that we want to look at, right? And so with that, we're building a handful of custom reports in the house and we might involve their help, but it's more of a power bi proficiency exercise, which we have a several team members who know powered BI fairly well. It's more of a powered bi exercise more than the software customization exercise or anything like that. So it's, it's a great solution. It's, it's, it's in some ways kind of, I don't wanna say shy, when it's like very cool how much it can accomplish, like basically out of the box.
Speaker 3 00:49:38 That's great. You guys mentioned that one of the, one of the focus areas of the, of the operations team is, is like recruiting. And I wanted to ask you guys how you think about recruiting and recruiting in particular recruiting vets. I'm curious to how you guys think a lot of times when acquirers or acquiring businesses, whether it's small businesses or bigger businesses, they're often looking a lot at like, what is the keyman risk associated with the ceo? Or like, how, how critical is this business owner in like in the business succeeding, right? Like, does the business owner do everything? Does he have the product expertise? Does he make all of the sales? And there's, there tends to be a bias towards if that is the case, the business is considered a less saleable business and if they're going to buy it, one of the things that they're always working on is like, how do we remove the business owner from the critical path of the business being able to function successfully in the world of veterinary clinic operations?
Speaker 3 00:50:40 It seems like in some ways you may think about it in the opposite way, which is like, how do we find the best veterinarians out there and and then how do we put them in a position where they can really be singularly concentrating on being great veterinarians and delivering great care? Because that's where so much of the like patient experience and the satisfaction of, of the customers comes from is like a, a world-class veterinarian who doesn't have to deal with a whole bunch of back office paperwork anymore. So I was curious how you guys think about this when, when you hire a recruiting team, do you think about a recruiting team functioning to grow the number of veterinarians in a clinic, or is it really all recruiting in the context of moving all of the sort of ancillary duties away from the All-Star vet and just sort of betting really big and really deep on, on on the veterinarian that's, that's already in place? Like h how do you guys think about recruiting and recruiting vets versus just betting big behind the one that you've already partnered with?
Speaker 4 00:51:43 Yeah, a key person risk is, is a, a really good topic because it's, it's certainly in part another area where obviously looking at the same risks as other groups, but potentially thinking a bit differently than them, particularly around this idea of positive incentives of you, you kind of hit the nail on the head that veterinary clinics are key person businesses, particularly small and mid-sized practices. There are some very large practices in large cities and things like that where the key person risk gets diluted out to a, at least a more significant degree. But the average veterinary practice really does have usually several very important key individuals who when you're thinking from a mergers and acquisitions lens, the retention, happiness, success of those individuals becomes very important. And that's where we see this co-ownership model as being a, a really exciting way to both mitigate key person risk, but kind of turn it around into an asset of really partnering with exceptional individuals who, if we were thinking in terms of a a hundred percent sale thesis where we're just coming in, we wanna establish our own way of doing things, break down the walls and rebuild it in the, the particular way.
Speaker 4 00:52:52 Do McDonald's of medicine, which there are certainly some more franchise type groups which go that route and try and push out kind of legacy players. Instead, we see those as being the all stars behind these business and behind them and say, Hey, these are the people that we, we do a lot of diligence around. We make sure that we pick good partners who we think are gonna act in good faith and are going to, you know, fulfill the commitments that they're making, just the same as we're, uh, looking to fulfill ours. And then working closely with those individuals to think mindfully about what transition looks like for those practices. Because eventually everybody's gonna wanna retire or move on to other ventures or whatever it is that there needs to be a transition plan in place. And recruiting becomes really the, the key lever there of whether it is often there are situations where there is already a leadership and ownership minded associate who's at the practice.
Speaker 4 00:53:43 And then this becomes an excellent opportunity to create an ownership opportunity for them, be a buy-in or earn in and really start developing that individual as in as a leader have a passing of the torch over several years where, uh, these kind of medical leadership, uh, roles start to over time move from the, uh, current medical director to the future medical director. And we have a few practices where that process is already underway, where there were younger vets who really saw this leadership path as being exciting. And certainly attaching a ownership aspect to that really makes it especially exciting because this is not just the job, but it's an ownership opportunity as far as recruiting otherwise goes. It's a combination of two things. One is, is that you, you always need to replace churn. There's gonna be a, a degree of turnover. Although we've been very, I don't wanna say fortunate, because it, I'd like to think it's very intentional on a result of us being mindful in terms of how we operate.
Speaker 4 00:54:36 We've, uh, had significantly lower than industry average turnover rates at, at all of our clinics, which has been, uh, phenomenal. That turnover across the veterinary industry tends to be quite high, irrespective of role. But we also are trying to grow beyond that. So not only are we trying to hire to fill, you know, vacancies as they come up, which again, fortunately is, is not super common for us, that we're having open roles that need to be filled cuz somebody left. But we, uh, also do try and hire to grow because there is a lot of opportunity in the veterinary industry right now. Most veterinary practices are understaffed, not by virtue of the economically they're trying to run lean. It's just that it's, it's hard to find good people within the veterinary industry. And I know that's not unique to VetMed as well, that a lot of industries are struggling with hiring and struggling with their workforce.
Speaker 4 00:55:25 But, uh, veterinary medicine has become, uh, really an amplified aspect of that because there was such a significant growth in pet ownership through, uh, particularly the pandemic that that created, uh, a crunch. And in general, the industry has been growing for several decades now, and the pace of graduation of veterinarians has really not kept, kept up with industry growth as well as there's also been increases in, in burnout from the profession of many veterinarians leaving the profession earlier than they originally intended just because the, the stresses of of the work become overwhelming. And speaking from the perspective of a clinician, it's a, it's a tough job, <laugh>. And certainly there's the, the mental health pressures are, are quite real. So that's also been another aspect of, we are actually, I believe one of the first, if not the first, I think we were one of the first two corporate sponsors, corporate general practice sponsors.
Speaker 4 00:56:17 Not one more veterinarian, which is one of the largest nonprofit organizations in the profession. And they're focused exclusively on mental health and, and welfare of the veterinary workforce. They started specific to veterinarians, but they've expanded their scope to work with technicians and, and other support staff across the profession. And yeah, I think that that's, sorry, I know this is turning into a bit of a tangent, but it's a, a point of a passion for me that this is kind of a, a bit of a, something that I think is very important and an opportunity for us to be a positive, uh, force of change. But we've been really trying to focus on what can we do to increase the longevity of individuals in the profession so that they hit retirement at the time that they want, rather than being essentially feeling forced outta the profession by the profession, the pressures of it.
Speaker 4 00:57:04 And certainly there are aspects operationally that we can do to make their lives easier by incorporating systems and support to, uh, essentially make their jobs more straightforward. But it's also, but it is a focus on this relationship building, this culture building of making our practices feel like safe and supportive workplaces where people wanna stay and spend their careers at. So that's been another area of, of focus for us. Obviously we're still, uh, early in our journey as a company, but I see that as being something that we're, we're really gonna continue to put resources towards and, and really be focused on.
Speaker 3 00:57:36 We've covered a bunch of of topics. I'd love to maybe close by just asking you both the question, what open-ended question if, if you were not a hundred percent focused on buying veterinary clinics right now as part of a v p and your remit was sort of everything in the world of pets and pet health, pet ownership. Now what, what are the other categories that you guys see as interesting categories, exciting categories, emergent markets related to pets, pet ownership? How would you spend your time if the, the aperture were wider for a v p and you were interested in exploring like other types of businesses or other types of products and services in, in the pet category? Dimitri, I'll start with you and I'll, I'll let Dr. Bill take us out. I don't know.
Speaker 4 00:58:32 I'll let Bill go first. <laugh>. Yeah, I guess I'll give you a two part answer. I'll give you, uh, an answer to the question you didn't ask, which is what I would stay away from. And then I'll give you the answer of what I would run towards.
Speaker 3 00:58:42 Sure. Yeah, that, that's fine. And by the way, before you get started, if there are emergent categories of service within the realm of veterinary service, sort of like something beyond just like traditional veterinary medicine or there are interesting areas in which veterinary medicine is becoming more novel or interesting therapeutic categories or just different approaches to pet care, I think those are potentially on the table as well. But back over to you, Dr. Wagner. Yeah,
Speaker 4 00:59:07 I guess what I would run away from is pharmacy or inventory sales, kind of going the, the retail route margins are just super low. It's a crowded space. You're never gonna beat Chewy at their own game. That's just there, there's kind of already the, the Amazon of veterinary medicine operating there. So I, I would not try and go toe to toe with them. We've seen that veterinary practices in general are moving away from seeing pharmacy as a major revenue center and profit center because, uh, competition has gotten so tight. Margins have gotten so tight that really they've leaned into services being the, the core financial thesis that you're not in the business of selling heartworm prevention. You're in the business of selling heartworm tests and you're in the business of selling medical exams and these things that are not, you can't go on chewy and buy a medical exam at least yet <laugh>.
Speaker 4 00:59:55 But hopefully that's not something that's on the horizon. But yeah, I'd say what I would lean into in the pet health sector, this is gonna be a cop out cuz it's kind of what we do. But I, I do think veterinary services are the exciting place to be of, I think that it is a good growth market. There are a lot of new pet owners out there who are excited about being pet parents. I mean, that's kind of the new vocabulary is the idea of you're not a pet owner, you're a pet parent. I think people think differently about the health of their pets, which as a veterinarian I think is fantastic of, as a clinician, when I was going in and doing my job, I felt like I could do more to help animals because the, the owners, the parents of those pets were much more engaged in the health of their animals.
Speaker 4 01:00:36 So I felt that I was in a better position to do right for my patients because I had an engaged partner across the exam room table. I do think the exciting emerging markets are looking at some of these more ancillary areas of care, of non-western medicine, kind of eastern herbal, traditional things like that. Acupuncture has been an exciting emerging field within veterinary medicine of, uh, as much as my practice was always rooted on western medicine, I don't think me, western medicine has everything figured out. So certainly I do think that there's opportunity not only, you know, economically, but also in terms of quality of care by kind of expanding the focus of how we think about holistic health of, of pets and so forth. Yeah, it's a cop out to say what we do is the most exciting, but <laugh>, I, I, I do feel that way.
Speaker 5 01:01:24 I would say though that if I didn't, and this is obviously I'm incredibly biased, but if I didn't have, if I think if we didn't have the skillsets that we bill and I have and the, the combination of this, those skill sets and the amount of time we put toge we put into formalizing this thesis, I wouldn't go into GP vet clinics. I, I think it's an incredibly competitive space and so you really have to be different, right? And, and we generally believe that we are very different from most of the other players out there, but it is inherently very difficult to be different. Right. And we spend a lot of time defining that differentiation. So, so that's my 5 cents on that as far as where I would go, I think boarding could be interesting. I think you have to be very smart about geography as you're going into, but I think boarding could be very interesting as a strategy sort of multi-side, multi-unit strategy. I also think geriatric care could be very interesting as far as the area of medicine. I mean, pets are getting older and they're living longer and the standards of care are advancing quite significantly to allow them to live longer, right? And so I think something that focuses on the end of life and kind of like older, uh, population of animals, I think that's just has so many tailwinds, macro tailwinds and, and demand for it as well. Yeah.
Speaker 3 01:03:05 Well guys, we're gonna leave it there for now. We did not cover deal sourcing on this episode, um, which is ironic given that that's the context in which <laugh> I met. I met Dimitri, but we'll save that for maybe episode two. You guys are well on your way to building a really differentiated company in, in the service of vets and in the service of pets, and it's been really fun to hear about it. Thanks so much for sharing so much in information on structure, incentives, operations team, multi-site complexity, software, software integration, great roadmap. Not just for people that are interested in the veterinary category, but for a lot of people probably that are interested in trying to build a best in class multi-site consolidation in a variety of, of end market category. So appreciate your time. I've learned a ton and thank you guys for, for giving us all this time. Look forward to catching up with you soon.
Speaker 1 01:03:57 Yeah, thank you for having us.
Speaker 5 01:03:59 Thank you so much.
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