In this episode, we are joined by Mike White, a CPA with extensive experience in dental M&A deals. Mike shares his insights on the dental side of M&A, including the metrics used by dental support organizations (DSOs) to value a practice. Tune in as we highlight how the dental and health care markets evolved over time and how DSOs and management services organizations (MSOs) have contributed to this change. Whether you’re a dentist looking to sell your practice, an investor exploring opportunities in the health care market, or just curious about how these deals work, you will not want to miss this episode!
Listen to the full episode using the player below, or by visiting one of the links below. Below is the episode’s transcript which has been edited for readability. If you have any questions or would like to learn more, email us at firstname.lastname@example.org.
Intro: [00:00:00] Welcome to Legal 123s with ByrdAdatto. Legal issues simplified through real client stories and real world experiences, creating simplicity in 3, 2, 1.
Brad: Welcome back to another episode of the Legal 123s with ByrdAdatto. I’m your host, Brad Adatto with my co-host, Michael Byrd.
Michael: As a business and healthcare law firm, we meet many interesting people in various stages of their business. This season, we get to focus on the high stakes implications of selling a business. Brad, this season’s theme is The Hitchhikers Guide to M&A. We’ll be guest heavy and bringing in different professionals to offer their experiences and perspectives in M&A.
Brad: Yes, and for those who don’t know, M&A is an abbreviation for mergers and acquisitions. For those who don’t know what that means, It’s for the buying and selling of a business and the buying and selling of substantially all the assets of the business. Michael, I’m going to ask you a really [00:01:00] tough question here as we get going, did you graduate from law school?
Michael: Okay, well this is a setup. I’ll humor you, Brad. Yes, Brad, I graduated from law school. This is what allows me to be a lawyer and allows me to be your partner.
Brad: Okay, did you get your law degree from Palm Beach School of Law in Florida?
Michael: No, but that does sound really nice. I went to Texas Tech and there was definitely no beach anywhere in the name of the law school or anywhere near the law school.
Brad: Well, and for those watching on the YouTube channel, our guest did have his guns up, which is a Texas Tech thing. We’ll get into the guest in a second. We’re just checking and I wanted to make sure you did have that law degree because a scandal has broken a few weeks ago where medical and nursing licensing officials across multiple states are scrambling to stop nurses with frauded academic credentials from caring for patients. It appears that in Florida there were three schools accused of selling these bogus nursing diplomas. According to [00:02:00] prosecutors, over 7,000 students paid on average about $15,000 for a nursing diploma.
Michael: Was one of these three schools the Palm Beach School you were setting me up about?
Brad: It was. I making sure you weren’t getting it from the law school there. These certificates allowed them to sit down, even though they weren’t trained in anything, for the National Nursing Board Exam. Of these 7,000 people, almost 3000 of them actually passed their exams.
Michael: That’s crazy.
Brad: Yeah, pretty unsettling because these fake nurses were working all across the country. They’re working in nursing homes, with pediatrics, with the VA. I mean the VA so far acquired at least almost 90 nurses right now, and now state licensing boards are scrambling all across the country. I mean, they’re talking all the way from Washington State to New York City, even down here in Texas, where they’re all just trying to figure out how to get rid of these bogus nurses.
Michael: That that is absolutely crazy. You were setting me up, Brad. You wanted me [00:03:00] to be that fake lawyer.
Brad: I was just making sure.
Brad: Sometimes I wondering about you. All this started with this federal investigation, and you get a love federal investigations because they come up with the funniest terms, but Operation Nightingale. This is where the Justice Department unsealed the criminal conspiracy where they say there was wire fraud charges against 25 people who were taking this money for these fake diplomas. Now these Southern Florida nursing schools have all been closed.
Michael: Yeah, you’re talking ability in that last little bit, Brad, raises the question of whether you went to the South Beach law school.
Brad: I did not go there for Communications.
Michael: Home Beach Law School. Well, what does any of this have to do with today’s guests? I know our guest personally and I’m pretty sure he’s not a nurse, nor has he ever claimed to be a nurse.
Brad: Yeah, I don’t think so either. Well, today’s guest has done a ton of dental [00:04:00] and medical M&A deals. He’s generally focused on the numbers and when I was preparing for the day show, I kept thinking that this reminds me of when we’re working on all aspects of an M&A deal, you really start focusing on different aspects of that practice itself. Then I started thinking like, okay, as you’re buying these practices and these selling practices, are the people actually working there, having the actual licenses and is someone actually going through that process?
Michael: Yeah, that would be a real bummer if you were a buyer and bought a practice that had some of these bait nurses.
Michael: Well, yes, Brad. Having employees that actually are trained to provide the service, I would say is essential, especially if you’re treating people. Let’s move on. Let’s bring on our guest today. We have Mike White joining us. Ssurprise, surprise, again. We have a friend and someone we’ve known for a really long time. Mike is a CPA with CLA, Clifton Larson Allen. He has double degrees from Texas Tech University and Ross College of Business, so [00:05:00] guns up again. He has a BA in accounting and Business Management and a master’s degree in accounting. He spent the majority of his career in public accounting helping entrepreneurs, and he has worked with many different industries, including lawyers, consultants, marketing and media companies, and what we’ll really explore today is that he has worked a lot with DSOs and MSOs along with individual dental and physician clients. Mike, thank you for joining us.
Mike: Well, thank you. We could probably have a session just on the nursing discussion. I think there is a short ball of about 650,000 that they are expecting over the next decade. So yes, definitely a lot going on and go Texas Tech for our fellow Red Raiders. There is not a beach out there, but I miss it some days. Thanks for having me.
Brad: Well, Mike, we’re happy to have you. As you know, our theme for this season is the Hitchhikers guide to M&A. Before we really dive too deep into today’s shower, [00:06:00] I guess the question that we all want to know now is, did you attempt to get a nursing degree from my Florida school by chance?
Mike: No, no. I actually went into accounting because I realized I wasn’t that smart in science, so it would not have gone very well.
Brad: You could have just gotten one.
Mike: Well, there was a date line about a gentleman who bought a doctor’s license in Florida, so it’s apparently prevalent down there in Florida.
Brad: Okay, well, for audience members, they know that my partner, Michael Byrd, who actually has a law license, he loves context and because he loves context so much, we are going to dive deeper into today’s episode with Mike. Michael, why don’t we talk about the seasons of business and really focus on the five phase of an M&A deal.
Michael: Yeah, I mean the key to understanding that in an M&A deal, it is completely set up by your business and how it’s navigated these various seasons. Every business is in one of four seasons. [00:07:00] We have the building season, we have the operating season, we have the scaling season, and then finally the buying and selling season. As you just mentioned, we’re camping out on the buying and selling season in this episode with Mike. Then we talk about in that season, if you’re doing an M&A deal, what does that timeline look like? We call it the five phases. We have the letter of intent, then we have the due diligence that happens, the underwear drawer moment that you’ve mentioned so much, then we get into where the lawyers get to shine with the definitive agreements and the negotiations, and then we have a close. What people don’t realize is after the close, there is usually cleanup work to do that we call post-closing.
Brad: Which our clients all hate. That’s perfect. Thank you for giving context to the audience members. Michael, since we’ve established that you’re not a nurse, let’s talk about your story. What drove you to the counting world? Besides the fact that you aren’t wanting to be a nurse and especially [00:08:00] with the focus, it was unique, on dental and medical.
Mike: Yeah, so, I’m a weird CPA and I use that loosely as I married a CPA as well, but not traditional in so many ways. I mean, I started a CPA firm when I was twenty-five years old, and it really just started with a passion of helping small business owners. We’ve known each other a long time, so we share that passion. As we started helping small business owners, you start getting niches and some more experiences in various areas. Since about 2009-2010, I acquired a 62 year old healthcare consulting firm that just drove me right into healthcare. I had a partner at the time that did everything non-healthcare and it was great. We kept growing that firm and really, I know we’re going to into the evolution of the industry, especially the evolution of dental, we have already seen some of that evolution in the physician world. So you could use that as a baseline, and now we look into that with care and Med Spa and all the other worlds [00:09:00] that we live in today. It’s exciting to see and it’s exciting to be a part of it. But it came back to the fundamentals of why we wanted to do this, there was a lot of tremendous CPA firms out there, but as a CPA you’re trained to do a task and a deadline, tax returns, financial statement, audit, and there’s a business to run 365 days a year. We really made that passion to plug those non-deadline times to help educate the business owners. Here’s what an income statement is, providing context to the financial statements, through the tax returns, and how all that really impacted them day to day. Then as we got to know the business more and more, we really got into the drivers key performance indicators as we call them. So all of those things helped drive a better financial story, which we’ll talk about a little bit here as well. But that’s our passion and now I get to be in the M&A space a lot. I’ve done about 300 transactions in the last 18 months and I spend a lot of time there, so I get to see you guys a lot too.
Michael: That’s awesome. Well, we’re going to camp [00:10:00] out a little bit on dental focus questions, but before we go there, just talk a little bit about the range of, particularly in the healthcare world, clients that you serve in dental, medical, et cetera.
Mike: Yeah, so we serve everything from solo practices to the largest dental group in the nation. What we find there is we’ve actually found inflection points, and I bet in the legal sense you guys have seen the same. We call it one to three locations, and I’m going to define a location again now that I know context is so important. About 1-5 million in revenue, 5-20 million in revenue, and 20 million and up. We found those inflection points because they’re critical, as you know, at three locations or 5 million in revenue, they’re starting to get out of the chair. They’re starting to have to be a business owner. They’re starting to look at those legal documents a little more importantly. Possibly defining a management service organization, or a management company, or a dental service organization, at 15[00:11:00] 20, their accounting’s supposed to be getting sophisticated. Not saying it wasn’t important before that but that is where we started getting those calls. In 20 million and up, you have private equity pretty much at your door on a day-to-day basis. So, we really love those emerging groups, the 1-20, 1-15, we can serve them in a lot of ways. We can provide a lot of fractional services. We have a team of former CFOs and COOs of DSOs all over the nation.
Michael: That’s awesome.
Michael: Cool, and just real quick context for the audience, when we use the word DSO and MSO, we’re talking about management service organizations or dental support organizations. We could do an entire episode just on that structure, but it’s essentially how private, non-physicians or non-dentist get into this space. So, it was really prevalent. That leads me into my next question, which is, [00:12:00] you were there in the dental market, way back when you mentioned, as far back as 2010 and things were really starting to emerge at that time. Talk a little bit about how the dental market has evolved and changed over the last 10 years or so.
Mike: Well, first we’ve grown up together, so the term way back is really starting to date us. I guess it’s a true statement now, right? We’ve seen a few decades together. So, when we got into this industry in that time, there were group organizations. DSO really wasn’t a big term use. You saw a lot of combined groups. You saw a lot of management companies, and of course the DSO or MSO, was certainly a naughty word, right? Its things that provided an ugly context to individuals and doctors in the profession. There was a, I don’t want to say it was a fight, but it was an internal inflection that you saw quite a bit, and ultimately you had groups and practices that [00:13:00] found a model that was successful and you had that entrepreneurial spirit that says, if I did this once, why not do it again? And quickly, one turned to three, three turned to twenty, and now you have dental groups in over a thousand plus locations all over the world, and consolidation happening across borders, and you still only have a third of America going to the dentist on a regular basis. There’s still a lot of upside and potential.
Mike: At that time, if we look back 10 or 15 years we may have been, and there’s not great data, but we may have been 5% consolidated. When I first came into the industry, and when I mean consolidated I just mean combined groups, I’m not going to say fully defined DSO, I’m just saying groups. Today the number is probably 30 to 35%. Again, not great data, but this is just keeping a pulse of the industry and talking to a lot of folks like yourself and applying where we are today. We’ve seen a lot of change.
Brad: Interesting, and for our guests, we are going to go into a deeper dive in the second half of this on [00:14:00] the legal side, really talking about why, from a legal perspective, you might need an MSO or a DSO when you have the court practice of medicine. The court practices industry. We won’t dive too hard on this part of it, but if you’re a dentist or a physician, why would you even consider selling or selling yourself to an MSO or to a DSO?
Mike: Yeah, and I’m going to love Michael here from a context standpoint. Funny story, Michael, my partner Eddie looked a little like Prince Harry and always said that us Americans spend too much time with acronyms, so I always try to define those as well. When we look at history, a historical dental owner, working four days a week, four and a half days a week, they were told the industry average was 62 to 82% of trailing 12 collections was their value. In today’s world, that would translate to two times EBITDA. Michael, what’s EBITDA?
Michael: Earnings… Oh, you’re asking the lawyer.
Mike: Yes, [00:15:00] I am.
Michael: Before interest, taxes, depreciation, and amortization.
Mike: Yeah, I was really asking my fellow Red Raider there.
Michael: Well, you definitely shouldn’t ask Brad.
Brad: I would’ve said whatever you say, Michael.
Mike: Yes, exactly. But now you’re really normalizing everything from this context of EBITDA and that’s where telling the financial story, getting your financials and income statement defined, so the industry is the way they look at it. When you translate what used to be a two to two and half times EBITDA evaluation and industry norm, when we all first got into this industry, now is more like 5 or 6 at that industry level. There’s a lot of aggressive activity and a lot of people that are interested in this. For those listeners, the reason why I think that’s the biggest conversation is the consistency of returns. Nobody really thought a global pandemic would’ve tested the rebound or the [00:16:00] resiliency of healthcare, but it certainly did. I think even more so activity wise, that’s why we’ve done so many transactions in the last few years. It really ramped up from that standpoint.
Brad: That’s a fair assessment.
Michael: So when your advisor, I am going to camp out on the DSO deals, talk a little bit about how DSO views a good candidate, and I’m also just relatedly curious, do you see a typical career stage where the —- tend to sell to a DSO?
Mike: Yeah, great question on that one. I’d love to be sitting here again in 24 months, in 48 months and having the same conversation.
Brad: Riley, I think he’s trying to book himself.
Mike: Yeah, I’m available. I think really when we start looking ahead, the cost of education is going up, the number of folks trying to go down that healthcare path, I mean, as we all age together here, you have to be sit here and be concerned. [00:17:00] I remember speaking at the dental schools for years and it would be like, who wants someone to practice? And 98% of the room would raise their hand. That evolution, as DSOs became more prominent, it went down to like 3 or 4% of the room was raising their hand because they wanted the security. They knew they had a lot of debt coming out of school. They knew they needed that. Not saying they weren’t going to come to it later.
Mike: This is where the mindset is today, but what’s making DSO so attractive is that, right? It’s giving the baby boomers this next transitional period, a great exit plan, a plan they would’ve probably never thought about at these valuations. Of course, it’s getting those students some consistency and comfort coming out of school that they have a way to pay off their student loans at a higher rate than they’ve otherwise.
Brad: Michael and I have a similar experience when we go to medical school and talk. As Michael alluded to earlier, we’ve been at it long enough to see the shift of the room about who’s going to practice [00:18:00] and then who’s going to go join a larger group or join the hospital system. Have they ever asked you, from a dentist’s perspective, but why would I want to? What’s the advantage of working for it?
Mike: I get the question a little bit and it ultimately becomes a personal preferences. We all sit here as entrepreneurs and wanted to hang our shingle, and it’s not saying we, well, maybe we’re saying we couldn’t worked for somebody, but at the same time it was, you know, we had a vision and a passion to do something a little bit differently than others. We always say, if you’ve seen one DSO, you’ve seen one DSO. There’s a lot of truth to that because you are defining your own path. Yes, dentistry is dentistry, but at the end of the day it is how the patient walks in the door, what their experience is, the use of technology or not, you have that entrepreneurial sphere that you see. What’s really interesting, and I know you guys grew up a lot in the position side, is Physicians did this 10 years before [00:19:00] dental. So, we saw the hospitals acquiring everybody. We saw the doctors exiting the hospitals five, seven years after they hit sold. I think we’re actually going to see the same thing in dental. We’re probably on the back end of that. Or actually sorry, the front end of that exercise as they’ve sold the DSOs. I kind of miss being chairside on my own and it’ll be interesting to see that over the next five, seven years.
Michael: So you mentioned that some of these practice sales have crept up into the feverish EBITDA range. Talk a little bit about, what are the KPIs that a DSOs looking for and what are the kind of financial indicators that would impact value?
Brad: For context, what does KPI mean, Michael?
Michael: Well, I’m going to let Mike answer that one.
Mike: Yeah, we’re all laughing here in the room. Key performance indicators, I think [00:20:00] as we talk about the sophistication of the industry, it’s no longer just about the income statement or the PNL, the proper law statement. It truly is getting into the KPIs with key performance indicators. DR. Days were production for patient, number of patients, seeing new to active patients, you know, collection ratio, and a lot of those same KPIs resonate across multiple different healthcare verticals and specialties. Buyers today are looking at those trends, especially with emerging DSO, so many of them are on a cashed based trend. They’re recording income as received, and they’re recording expenses as they pay them.
Brad: Which is normal to the brain.
Mike: It is normal to the brain. We’ll get in a whole other session in 12 months talking about that. As we look at this industry, the amount of data that’s available analytic wise, it allows people and buyers to be [00:21:00] more sophisticated and then also pay these higher multiples.
Michael: I’m just going to show up Brad real fast and say that, Gap means generally accepted accounting principles.
Brad: Man, that’s great.
Mike: Good job. That’s a red raider.
Brad: You’re just going to start jumping in and just using lots of accounting terms and see how many of our audience members start listening. Is that what you’re trying to do here, Michael?
Michael: I’m just trying to define the acronyms as they pop up.
Mike: I can see the audience raising their hands left and right, right here.
Brad: Well, and it’s helpful because now we know the kind of numbers they look for. So a deal starts launching, letter of intent’s been signed, and then we call the due diligence phase, which is really the phase where you kind of, as Michael alluded to you opening up the underwear drawer, proving that, Hey, this is what I said I’m worth and this is how I can prove it. As we go through this M&A process, on any deals, you look at the medical side or dental side, What have you seen that says, okay, during due diligence, this is what happened and this helped close the deal, [00:22:00] versus this is what happened and deal failed to close?
Mike: Man, that is such a great question. I’m in the middle of experiencing both right now. A lot of times it’s, numbers looked okay, or we couldn’t get our hands around numbers. I’ve been doing a lot of this. I know we were talking about it as I walked in the room. I do about 40, 50 presentations a year, so I love education. I love these conversations, but still to this day, I feel like I have so much work to do on the importance of the financial statement. The reason I mean that, and I hope all the CPAs listening are cheering now, but the reason we talk about this is because it’s devaluing yourself, right? I know there’s a cost to getting good product and good financials, but it also, 1, $1000 change of how something was coded or not coded. If you multiply that five or six and then you do that month after month, now we’re talking times 12, that’s a [00:23:00] $70,000 increase in valuation. We’ll take that at 10,000, 1500 thousand and now you’re talking real significant change in valuation. So as we look at these deals and close the ones that aren’t closing, it’s twofold. It’s not just about the numbers, it’s also about the culture and a fit from a partnership standpoint. What we’re seeing, is this the right partner from a due diligence standpoint? Sometimes the other thing that happens, if a deal goes too long, and I know I saw a Skytale on here not too long ago. If a deal goes too long, then you start getting deal fatigue and you start seeing the performance slip in those practices. I had something like that happened recently where the deal just went on. They thought they found the right buyer and it just kept dragging on. They kept saying, well, let’s see, three more months of activity. Let’s see three more months. Then operations teams distracted, clinical professionals, providers are distracted, and you start seeing that kind of stuff happen. There’s a [00:24:00] lot of reasons a deal can blow up. I think it’s important as we think about due diligence, you are not just being the one that’s being evaluated. You need to evaluate that partner too.
Brad: Yeah, that’s a great point. I think a lot of people, when they get that letter of intent and all of a sudden they’re moving through the definitive documents where they’re moving forward, they’ve been on the accelerator for so long, they ease up and all of a sudden they look at the numbers and say, wait a second, all of a sudden, all the docks are going to Europe on these long cruises for 10, 15 days, and the numbers aren’t adding up. They don’t realize, yeah, you might be sold, but you still have to act the same way you were before.
Mike: A lot of times you guys talk legal, all day, every day. A lot of times it’s simple things. The employment contracts, the doctor contracts aren’t lined up, Payroll taxes, there’s a1 99 issue versus payroll from a clinician standpoint and the buyer can’t get comfortable with that. How they [00:25:00] structure their own contract. So there’s a lot of reasons to be mindful and the intent isn’t really to scare anybody, but at the same time, make sure everybody’s aware that, you know, invest in your practice, not only in what you’re doing day-to-day chair side, but how you’ve built your systems, what story you’re telling financially and culturally, and of course from a legal standpoint too. I always say, build your team, right? It’s not just the lawyers and the accountants and the investment bankers and the team, it’s your wealth advisor, it’s your personal insurance attorney, it’s your estate attorney. All those folks that really are going to guide you through this process.
Michael: That’s fascinating.
Brad: Before we sign off, Mike, I’m going to ask you a tough one here. Put your little hat on. The visor you like to wear.
Brad: I think maybe from our audience members, your perspective as a CPA, what has been the biggest red flag you saw when you told the buyer you can’t do it.
Mike: Yeah, [00:26:00] when we think about how these deals are structured. If we don’t mind, I have a little time, so we always talk about 10 times EBITDA or 12 times EBITDA. The reality is its most the time four and half to six times EBITDA cash close. The reason, simple reason, is most lenders will only lend up to four times and a lot of these deals were debt financed. When we look at the delta in that, and you hear these valuations 18 times, 15 times, 20 times, it’s the perception of the rolled equity. When we’re on the sell side and doing that due diligence of the buyer, it’s like, what is the true value of that of that whole equity? And you believe they will create that value on the backside. Again, it’s doing due diligence of the buyer in that group as well or do we feel comfortable in the numbers? I’ve had one transaction last year, I remember you find out real quick if they care about the [00:27:00] culture and what you’ve built as a business and the team you’ve built or is it truly about the numbers? And every question that came to us, operations, and the doctor, were all about numbers. I always say, guys, if they’re doing this now, this is what your life will be like every single week, every single month, every single year after close. Is that what you want? Or do you want a partner that’s running alongside you? I think those are important things to understand. It’s not just about the numbers.
Michael: It’s fascinating.
Michael: Well, it flew by. That was awesome. Mike, we’re grateful that you joined us on the Legal 123s with ByrdAdatto. We are going to go on a break and let you go, and then we will have a quick wrap up with a couple of final legal thoughts.
Mike: Thank you so much for having me.
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Brad: Welcome back to Legal 123s with ByrdAdatto. I’m your host, Brad Adatto with my co-host Michael Byrd. Now Michael, this season our theme is the Hitchhiker’s Guide to M&A. Today we had Mike White come join us and really do a deeper dive on the counting side of M&A deals. It was a lot of fun having him on, but one of the things he said, near the end, I thought was impactful. I want to make sure our audience was keeping up when he talked about equity roles. I don’t know if we’ve actually spent that much time on that.
Michael: Is that sushi?
Brad: Yes, it is. It’s a delicious equity role and if you have a really good one, it tastes great by the way. In reality, when someone says, I’m [00:29:00] going to buy you for 25 million or 10 million, whatever the match number is, there’s cash at closing and then there’s some earn outs. That means that if you hit certain thresholds, you get there and you’re going to get some shares and some entity in the future. The entity hopefully, will grow in value because it’s going to acquire other things and it’ll roll up later down where it gets bought by a bigger conglomerate. That’s typically language referencing those roles. That’s a very important part of DSO and MSO deals. I thought he brought up some other interesting aspects about if what side it you’re sitting on makes you do some more work?
Michael: Yeah, yeah. I mean, if you think about it, using your analogy that’s 25 million, and let’s just say for example, that you got 80% of its cash at close, or maybe there’s some earn outs in there, and you’re 20% is you getting shares in their MSO or DSO. That’s the equity role. Your outcome on [00:30:00] this investment now depends on the performance of the buyer in the next five years. Yet so many times our clients are selling when we say we need to do due diligence on the buyer, there’s like this light bulb moment of, oh yeah, I guess we do, how do you do that? And Mike brought that up.
Michael: I actually may have seen that in some prior episodes, at least mentioned, and so the idea is just that, you get this big due diligence checklist that we’ve talked about in prior episodes where you’re opening your underwear drawer. Well, guess what? You can do the same thing as a seller if you’re going to be, having some of the purchase price be an equity in the new company and ask them some of those questions. A little lighter, but still fair game for you to be eyes wide open.
Brad: Yeah, absolutely. Well, all great points. Well audience members, that’s all the time we have today, but next Wednesday we have Season Regular, our [00:31:00] partner, Jay Reyero back. Well, as we go down this journey, the Hitchhiker’s Guide of M&A, and we’ll hear some more stories about some M&A mistakes and how to avoid them.
Outro: Thanks again for joining us today, and remember, if you like this episode, please subscribe. Make sure to give us a five-star rating and share with your friends. You can also sign up for the ByrdAdatto newsletter by going to our website at ByrdAdatto.com. ByrdAdatto is providing this podcast as a public service. This podcast is for educational purposes only. This podcast does not constitute legal advice, nor does it establish an attorney-client relationship. Reference to any specific product or entity does not constitute an endorsement or recommendation by ByrdAdatto. The views expressed by guests are their own and their appearance on the program does not imply an endorsement of them or any entity they represent. Please consult with an attorney on your legal issues.