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| Rick Gould |
When PR firm owners think about valuation, they usually focus first on profitability, revenue growth and the quality of their client roster. Those factors are essential. Without consistent historical growth and recasted operating profit, there may be little buyer interest.
The strength and stability of the team can be just as important as revenue and EBITDA.
Keeping key executives and client-facing talent in place can strengthen valuation and reduce a buyer’s perceived risk.
The deeper the management bench, the less dependent the agency is on its owner, and the more attractive it becomes to buyers.
But strong financials only explain what the firm has achieved in the past. A buyer is purchasing the future.
That is why key staff retention is a critical factor in building and protecting firm valuation. The buyer must believe that the people responsible for client relationships, specialized expertise, business development and daily operations will remain after the transaction.
If the key people leave, clients may follow, projected earnings may decline and the value the buyer expected to acquire may disappear.
Buyers Always Look Beyond the Owner
A buyer will immediately evaluate the firm’s second tier of management. The central question is simple: once the seller is paid and eventually leaves, who will run the firm and retain the clients?
Many owners have built successful agencies by remaining closely involved in every major account, personnel decision and new-business opportunity. That involvement may have helped the firm grow, but excessive dependence on the owner creates acquisition risk.
Ask yourself: “If I went on vacation for the next month, would the business suffer?”
If the answer is yes, the firm is still too dependent on you. You must transition from making every decision to true delegation. Key executives need the authority to manage clients, supervise staff, solve problems and make decisions without waiting for the owner’s approval. They must be allowed to make mistakes, learn and succeed.
A strong second tier may also shorten the period during which the buyer requires the owner to remain fully involved. Buyers often seek a three- to five-year commitment from the seller, but may agree to a phased reduction when management depth is proven and the owner is no longer essential to daily operations.
| This article is featured in O'Dwyer's September '26 Financial PR/Investor Relations & Professional Services PR Magazine |
Who Is a Key Employee?
Key staff does not only mean the highest-paid executives or the people with the most senior titles. A key employee may be:
- A senior account leader responsible for a major client.
- A rainmaker who generates substantial new business.
- A specialist with expertise the buyer wants to acquire.
- An operational leader who manages staffing, workflow and profitability.
- A long-tenured employee who carries institutional knowledge and supports the firm’s culture.
A buyer will perform a top-to-bottom review of the organization. Titles alone will not be persuasive. Buyers want to understand what each person actually does, which clients depend on that person and whether the employee has the ability and incentive to remain after closing.
Retention Risk Reduces Buyer Confidence
Several warning signs will concern a buyer:
- The owner personally controls every important client relationship.
- Senior executives have titles but little decision-making authority.
- One employee is the sole point of contact for a major account.
- Compensation and bonuses are not competitive.
- Senior turnover has been high.
- Key employees do not know how they fit into the firm’s future.
Turnover is not simply a human-resources statistic. It is a financial and valuation issue. In our 2026 Best Practices Financial Benchmarking Report, the 37 participating “Model Firms” reported average turnover of 16.4 percent for 2025. Firms should monitor turnover by level, department and account team, paying particular attention to the people responsible for major client revenue.
Five Steps to Retain Key Staff and Build Value
1. Delegate real authority.
Do not wait until you are preparing to sell. Begin transferring client and operational responsibility years in advance. Key executives should lead meetings, manage budgets, make staffing decisions and communicate directly with clients.
2. Broaden every major client relationship.
No significant account should depend entirely on the owner or one senior employee. Introduce additional leaders, document the client history and ensure several people understand the strategy, scope of work and decision-makers. This protects both the agency and the client.
3. Create meaningful financial incentives.
Compensation must be competitive, but salary alone may not be enough. Performance bonuses, transaction-related retention bonuses and longer-term arrangements such as phantom stock or contract equity may help align key executives with the future value of the firm. Any plan should be carefully structured with qualified financial and legal advisors.
4. Establish visible career paths.
Employees are more likely to stay when they can see how their responsibilities, compensation and leadership opportunities will grow. Give key people a clear path rather than assuming loyalty will carry them through a transaction.
5. Measure and document performance.
A buyer will want evidence, not general assurances. Maintain a current staff census showing titles, salaries, bonuses, years with the firm and client responsibilities. Track utilization—client billable hours divided by available client hours—when possible. Also identify which partner or key staff member is responsible for each major client.
Prepare Before the Buyer Arrives
Do not begin thinking about retention after receiving a Term Sheet. By then, the buyer will already be evaluating the risk.
You should be prepared to demonstrate management depth, employee tenure, client coverage, compensation history, utilization, productivity and succession planning. You should also know which employees are essential to maintaining the firm’s major accounts and future earnings.
Profitability creates financial value. Key staff retention protects that value.
The most valuable PR firm is not one that depends on its owner for every decision. It is one with talented people, durable client relationships, documented processes and leaders who can continue producing strong results long after the transaction closes.
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Rick Gould, CPA, J.D., is Managing Partner of Gould+Partners, a merger and acquisition consultancy specializing in the PR sector.


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