Top 10 Firm BDO USA has announced that it is merging in Mississippi-based Top 100 Firm Horne LLP, in a deal that is expected to close Nov. 1.
"I think this deal is No. 95 for us, and it's going to be the largest expansion in our history," BDO CEO Wayne Berson told Accounting Today.
The combination will greatly expand BDO's presence in the Southeast, and give it much greater capabilities in disaster recovery and government services. Once the deal is complete, BDO expects to leverage Horne's expertise in those areas to create a wholly owned subsidiary, BDO Government Services LLC.
Founded in 1962, Horne has offices in seven states across the Southeast, as well as in Puerto Rico.
"Certainly Florida for us is a very big state, but if you look at Alabama, Mississippi and Louisiana — those states are not really big BDO states," said Berson. "Once you get across to Texas, obviously that's big and we wanted to expand there. We saw the opportunity with a lot of the work in the government services sector that Horne does, and they have a tremendous reputation in this sector. We do some work there, but clearly not as much as them and we saw this as an opportunity where — and you've heard me say this before — one plus one equals three."
Terms of the deal were not disclosed, but Ridgeland, Mississippi-based Horne is expected to add 44 partners and over 1,300 employees to the combination. It ranked No. 31 on Accounting Today's 2025 list of the
The merger will be BDO's first major combination since it announced the
"We've certainly known Horne for a long time and we've admired a lot of what they've done and the business that they've built," Berson explained. "But I think what is even more important about Horne is their culture. When we did our ESOP, we said 'People first, people first, people first' — and that's Horne. They fit so well into the BDO culture. It's two firms thinking the same way."
"We've always said that we protect our brand fiercely and we don't do a deal with everyone," he added. "It's got to be the right fit and Horne is definitely the right fit."
Horne CEO and managing partner Rusty Butcher agreed. "It really just started with a conversation, you know, and there was an instant connection," he said. "There was an instant recognition of alignment and core values and what we're trying to accomplish. And from that initial conversation, it just continued until it became clear that this was the right thing for our firm."
Inside the deal
The two firms began discussions in mid-spring of this year, but Horne had been evaluating a variety of opportunities since 2024.
"When you see what's going on in the marketplace, I think you'd be foolish not to at least understand what's going on and test the waters," Butcher explained. "And so, that's really what we were doing. Also, we recognize that there's some significant investments that need to be made as it relates to technology and other things that are happening in our industry."
The leadership at Horne also saw another advantage to combining with a larger organization.
"The size we are, we felt like, 'Hey, we're big enough that we can go it alone,' but we also feel like … the highest and best use of our partner group is going out and doing what they're good at, which is serving clients, growing the business, and growing people," said Butcher. "By joining BDO, we're able to take away a lot of that administrative burden that we currently face and bolt onto the engine that they've already created to accomplish that. And it will allow our teams to go out and do the things that they're good at."
Among the options that Horne looked into was private equity.
"Private equity is just everywhere in our industry right now," said Butcher. "And we did have some conversations with some private equity groups as well as some firms that have taken private equity. We even had some good conversations around trying to understand deal structure, values, and how that works. And we could just never get comfortable that doing a transaction with private equity was consistent with our focus on providing opportunities for our people and making sure that we're being good stewards of the resources that we have been provided."
"We just didn't feel like that was the right answer for us. It just didn't align with our culture and our values," he added. "When we began exploring what an ESOP could look like and began talking to Wayne and others at BDO, it was pretty clear to us that that structure did align with our values and who we want to be and how we want to incentivize and reward our team members."
Berson also highlighted the importance of the employee stock ownership plan to the combination.
"The ESOP played a critical role in this combination," he said. "This is something I think a lot of people don't quite understand yet outside of Horne and outside of BDO, for the community at large. And now they'll see that the ESOP does play a critical role in combinations going forward. The advantages that are created by the ESOP are enabling our ongoing growth and our investment goals. But it's also creates a differentiated culture in our industry which was an important factor in Horne leadership deciding to join BDO."
