Capital raise · Wealth Advisors & RIAs

Search Fund to Independent Sponsor Conversion for Wealth Advisors & RIAs Independent Sponsors

Securities and M&A counsel for independent sponsors converting wealth advisors and RIAs transactions, from LOI to close to the capital markets that open up afterward.

EV range $10M to $180M EV EBITDA $3M to $25M Audience Independent Sponsor
The deal context

Search Fund to Independent Sponsor Conversion on wealth advisors and RIAs deals is one of those workstreams that looks routine on a checklist and decides outcomes in practice.

The typical wealth advisors and RIAs platform sits at $10M to $180M EV with EBITDA in the $3M to $25M range. The thesis runs on RIA aggregation or wealth platform roll-up. Client consent process is the longest pole. Start it the day after the LOI signs.

The moves

How Search Fund to Independent Sponsor Conversion actually gets structured.

  1. Reset economics: traditional 25 percent carry tranches do not translate cleanly to deal-by-deal.

  2. Renegotiate investor rights so single-deal commitments do not carry fund-style governance.

  3. Document the conversion with new entity formation, not just an amendment.

  4. Refresh the cap table to reflect deal-specific co-investment, not pooled fund commitments.

  5. In wealth advisors and RIAs, layer in negative consent process timed with regulators as part of the Search Fund to Independent Sponsor Conversion workstream.

The common mistake

Trying to convert mid-search. The original investors expect their committed-capital economics; the conversion has to be deliberate and consensual.

Jason's take
"Search and independent sponsor look similar from outside and are different inside. Convert with paper, not assumption."
Jason Powell · Search Fund to Independent Sponsor Conversion
Capital after close

The deal is one thing. The capital that opens up after close is another.

The capital that opens up post-close, from refinancing to growth equity to strategic exit, runs through a small set of Wall Street relationships. That network is built in.

MONTH 18
Senior refi
MONTH 24
Dividend recap
MONTH 36
Growth equity
YEAR 4–5
Strategic exit
ENGAGE THE PRACTICE

Search Fund to Independent Sponsor Conversion for Wealth Advisors & RIAs, on independent sponsor terms.

Independent sponsor counsel that already speaks fluent deal-by-deal economics, structures clean LPAs, and travels with capital markets relationships for what comes after close.