#404 - Chris Huckabee - Founder @ MORE Group - From Founder-Led to Private Equity Backed

Chris Powers: Maybe you had thought about private equity before, maybe you hadn't. But I really wanted to start there because you are the definition of what happens when private equity works. And so, let's just start there. How did private equity find you? 

Chris Huckabee: It's a good question. I think I found private equity, but I'll back up and say I was searching. So, I had lost a very important business partner, both personally because I really- he was a friend, but we were just a great team. And so, a couple of years before that, he had passed away unexpectedly. And I did not enjoy being at the top. We all say leadership is lonely at the top, and it wasn't for me when he was there. We were just a great team. And then suddenly, I'm alone at the top of the business again. I had been there at one time. And I was searching. I was trying to decide what's the next thing. The one thing I believe about business is business is either moving forward or backwards, but you're never in neutral. And if people believe they can just hold a business where it is, they're wrong. They're actually going backwards. So, I knew things are changing, and I've got to look at the evolution of the business. And I was struggling a little bit because of his departure. So, I started thinking about, how am I going to transition the business? And also, the sudden loss of a partner makes you realize life is short and things are going to happen, and we need to make sure this business is well positioned for the future. And we had done a good job of that. Which is what made the transition, it was very tough personally, but the financial side and things like that were very well taken care of. So, we started looking. And I initially began with thinking about an ESOP, and for a myriad of reasons, that just wasn't the right path. I did pursue it. And I really thought initially ESOP was going to be the right way to go. 

Chris Powers: Why? 

Chris Huckabee: Well, I will say I love my employees, and I feel like they helped build the business, and they did help build the business. And I wanted to see a way to recognize the hard work that they had done. And I thought an ESOP made a lot of sense. It was perceived differently internally, at least by some people. And the perception was that I was going to make some money and they were going to be left kind of holding the bag with the debt, or at least that was how it was presented to me. And I had no intention of doing that, but it made me think, ooh, even though I think I'm doing something good, at least some people perceive it otherwise. And that's not what this is about. So, it made me slow down. It actually turned out to be a really positive thing. It made me slow down and say let's take a deep breath and let's just go look at all the options, which turned out to be a great thing. So, we started by doing a strategic plan. So, after the passing of my partner, Jerry Hammerlin, I ended up, just through acquiring his shares and the way the company settled out, I owned 80, 85% of the business, and then I had 15 shareholders that each owned a percent of the business and were younger, amazing people, truly just great people who were doing a lot to have a positive impact on the business and were running the business with me. So, it was a very positive experience. But I was the guy at the top. And I sat down with them and said, let's take this through a strategic plan, brought in an outside facilitator. It was a multi day experience. It was very positive. But we said, what do we want to be when we grow up? And at that point, I had started in the business, it was a business started by my dad, and I had started in the business in the early 90s, and the business had four employees, including my father. I was employee number five. So, it was a small company. It was in a small town not located in Fort Worth. And in 1995, I actually bought my dad out and started a structuring which ultimately brought the company to Fort Worth and started on a growth path. So, by the time we did the strategic plan, we had 250 employees. We'd grown it all organically. We'd never done an M&A deal. And we were in a great position. We were considered a leader in the state of Texas in educational design. We had a great business. We had six offices. We had really amazing experts. But the question was, what did we want to do when we grew up? And that really led to the strategic plan. And what's interesting about the plan was that everybody said, we love what we're doing, we believe we're experts at doing educational, we want to keep doing that. And so, it was a very easy decision to say we want to do that. We just want to do it on a national basis. We were just in Texas. And so that was a pretty easy box check. Okay, let's become a national practice. And then the question through the facilitator was, what else? What else would you do? And that led us to the concept of, okay, let's consider healthcare and ultimately what we call public architecture. And the idea from the strategic plan was we want to be a company that builds communities, healthy communities have a great educational component, a great healthcare component, and they have good public services. And those are the things that build out communities. And we said, hey, let's do that. And then the next question was, okay, writing the plan is easy, how are we going to do this? And we ultimately, it was not, this was not as easy, landed on the idea of potentially private. Well, it was either can we go do this ourself, or can we bring in private equity as an outside investor to help us grow this business? And those were the two things. And then I hired an investment banker to help guide us. So those were the steps to get there. 

Chris Powers: Okay, a couple of things. Had you not been doing strategic planning before that? 

Chris Huckabee: Not at this level. It's a good question. We always had a strategic plan. It was written in-house and it was done in these kind of five year increments. But I felt like we had achieved a lot of things. I mean, if you looked at the company, when I did this podcast with you last time, six years ago, seven years ago, you actually said, tell me what you do. And I explained, we're the largest educational designer in the state of Texas. And you said, boy, that's niched. And no, truer words were- this is very niched business. We had accomplished that piece of the business, and we were, quite frankly, happy doing just what we did. It was a niche market, we were good at what we did, and we were kind of just bouncing along. But I felt like we were somewhat vulnerable. And the idea was, Texas has been growing. The educational marketplace has been very healthy. But what happens if something happened? So, geography expansion made sense, but also project type expansion made sense. And that's really what took us off on the journey of doing that. 

Chris Powers: Were you surprised at the results of that strategic, or was it kind of like you almost foreshadowed like, of course this is what we're going to come out with? 

Chris Huckabee: I wish I were that smart. I didn't foresee it going the way it went. And the one thing I will say about this group of leaders that were all in the strategic plan, they're strong leaders who feel comfortable voicing their opinions. So, this wasn't a Kumbaya session. This was not, hey, that's a great idea. This was a session where people were being challenged to, are we making the right decision? Is this the right way to go? And I was a little surprised, to be honest with you, at the end. The funny thing though, you can write anything on paper. It's the idea of, okay, how do we do this that becomes the challenging part. 

Chris Powers: Okay, so you leave there, and this is where I think the story starts really getting interesting is you had never worked with private equity to date. You're an organic, self-made, owned the majority of your business, kind of family business operation. You've gone through this, what you thought would be the nice thing to do for employees. Now we could argue you probably did the nicer thing for employees. 

Chris Huckabee: It turned out, yes.

Chris Powers: Both financially and probably, definitely financially but professionally. You also kind of find out through this process, and we don't have to talk numbers, that the way you had been valuing the business or even thinking about the business was not just a little off, like wildly off. So, you leave that meeting, and you're like, oh, shit, we got to go nationwide and acquire all these companies. Haven't ever acquired a company, haven't ever had a partner. So basically, we have to go transform ourselves. What was the next move that you as CEO took to start moving the ball up the field?

Chris Huckabee: So, I don't think this is unorthodox, but I have learned through now buying lots and lots of businesses, this is somewhat unorthodox. I talked to everyone in the company about our vision. I didn't keep it quiet. It was not secretive. We didn't do things behind people's back. I stood in front of every single employee in the company and put up a strategic plan and said, this is our vision, this is where we're going, and this is why we're going to do this. So, everyone knew everything. And what I have learned buying businesses now, which has become a big part of my life, owners don't do that. They want to meet you in hotel rooms and at airports and they don't want their employees to see you in the conference room. Mine was the opposite of that. My employees would literally... a potential private equity partner would walk in the door and people would be getting coffee and say, hey, good morning, so and so...  

Chris Powers: The fake bank auditor that comes by once a quarter. 

Chris Huckabee: Yes. So it was different. In hindsight, that was the right thing to do. I explained and explained and explained, this is why we're doing what we're doing and this is the impact it will have on you. So, we did a good job of helping. We just didn't hide anything. Everything was transparent. People knew and strangers were walking in the door exactly who they were and exactly what was going on. And it made for very pleasant interactions with our visitors when they would, like we have a barista bar in our Fort Worth office and a full time barista. And so, they would go up and get coffee and they would have these interesting exchanges with people they probably would consider not in the know. And in our office, they were in the know. So, I think that was a little unorthodox now that I've done this, but it was the right decision. We wanted everyone- we didn't want anyone in the dark. We wanted everybody to come along on this journey with us and that paid off for us. 

Chris Powers: Okay, so you tell the whole company this is where we're going. I'm assuming everybody's like, we're on board. 

Chris Huckabee: Here's what I've learned both buying companies but even on my side, people don't like change. And so even if the change potentially could be positive to them, their initial reaction is not positive. Even if it's just I'm nervous, and I had a lot of trust. This is a group of people who generally trusted me. Still, that didn't mean they just embraced it with open arms. People would come talk to me about it. They would want to know... Almost the first question you get from anybody is how is this going to impact me? They want to personally reconcile things. But I think at the end of the day, everyone trusted me enough to say we think this is a good thing. The other interesting part of this is we do a strategic plan. We're actually several years down the road before we do anything for two reasons. One, I wanted to build a platform business, and so I wanted to make sure I had the bench depth of leadership needed to be a true platform business. And two, Covid came along, and we just did not feel like Covid was the time to even consider. We felt like at that point, put your head down and run your business. And so those things impacted the time that I said we're going to do this to the time we actually did it, it was years. And so, I would stand in front of the company, and my joke was I'm a failed leader at executing a strategic vision because we would go through the list, and not all the items were about doing this piece, there were other components, but this was the biggest piece. And I would say to them, I'm a failed leader. I'm not getting anywhere on this. And it was almost a joke. I would say I have to give myself an F. I mean, come on. But it kind of got to be funny that we spent years before we said, okay, now we're ready. And so, it advanced, and that probably paid off for me, it advanced at a slower pace and gave people time. 

Chris Powers: In hindsight, was that just luck that you had years? Is there something you would do differently in hindsight? 

Chris Huckabee: In hindsight, at the time, I was frustrated. I wanted it to... I don't want grass growing around me. I'm a mover, not a sitter. And for me, this was not the pace I would have wanted to go if I could have chosen that pace. But in hindsight, to your question, it turned out to be absolutely the right thing because it gave us no urgency. It was, let's do the right thing, not the quick, expedient thing. 

Chris Powers: I would go as far as to say you don't like giving yourself an F. So, one day you probably woke up and you're like, all right, I got to pass. I at least got to get a C. What was the catalyst that went from, okay, we're ready to maybe that initial call up to New York? 

Chris Huckabee: Yeah. So, we had gone to New York, or I'm sorry, I had gone to New York early on, so... kind of day one, I hired an investment banker who's in our space, pretty niched group of experts, but did some research, found who I thought was the undisputed legitimate leader in the space, hired him or I hired his team. And I told him, I'm not going to use you to do anything because I don't want your information to be biased. I'm going to pay you a large sum of money. I want you to give me assessments and then say, if you're me, based on what you see, tell me what you think the value of the business is and what would you do if you sat in my chair? It took him six weeks or so, and then I went up to New York and met with him, and he laid things out for me. What I appreciated, one, he did, you referenced this a minute ago, he said, we see the value of the business and gave me a range. And the value was substantially... We were eight times off. So, we were off a little bit. 

Chris Powers: Which that's a question in of itself. How do you whiff by eight times? 

Chris Huckabee: I think in fairness, we knew it was low, but we were transacting in house and we were trying to make it, quite frankly, even at that lower level, we made our shareholders write checks, so they had to get a bonus or some other means, had to pay taxes, and then they had to buy shares. And it wasn't easy. And the amount had become substantial. So even at what I now understand was a very low level, we were trying to hold it down because we wanted these great young leaders to have true ownership of the business. It was a very good plan. And so, we knew we were transacting low, but did I know we were transacting as low as we were? No. I thought we were half, let's say, and we weren't even close to that. 

Chris Powers: And to push you just a little harder, could that have been remedied if you had actually just started calling up to New York earlier on in the process? 

Chris Huckabee: It could have. It could have. The unfortunate thing is- I'm proud of how it happened for a number of reasons. One, we took care of a lot of people along the way when this deal happened. And if we had adjusted up internally, let's say, 10 years earlier, there would have been a lot less people who had substantial equity in the business, and I wouldn't be okay with that. So, this was not about me. This was about everyone doing well. And I think the way we did it in hindsight was okay. There was never a day where I said, gosh, I parted with those shares to people way too cheap. That mindset never crossed. 

Chris Powers: So, he gives you the valuation, maybe you spit out your water, and by the time you're done drying it up... 

Chris Huckabee: I didn't believe him. 

Chris Powers: You didn't believe him. 

Chris Huckabee: I didn't believe him. I thought he was setting me up to get me. Now, in fairness, if he ever listens to this, in fairness, he and I have become very good friends, and I have a very high opinion of him. But this was my first time to do business with him, and I thought he's trying to wave a number in front of me that's going to get me to bite, and it's not an accurate number. It seemed too outlandish to me. 

Chris Powers: Can I take one step back real quick? You said you went, and for anybody that knows Chris, he doesn't make any big decisions by mistake. You said, I talked to a lot of bankers and found the absolute best. Is that because you were in such a niche that it was just obvious who it was, or if somebody was listening saying, I might be selling my business, if I wanted to take the Huckabee process to find the right investment banker, what would I do? 

Chris Huckabee: Yeah, so that's a great question. So let me say, I do business with a lot of investment bankers now, and I have respect for a lot of them. But Houlihan Loki, who is a investment banker, I respect very highly. But they're going to sell a real estate business today, an architecture business tomorrow, and an oil company the next. They're going to deal. They are investment bankers of a lot of different flavors. What I wanted was somebody who was an expert in my space, who understood the uniqueness of an engineering or architecture business. Mine happens to be architecture, but architecture and engineering are very similar professional services. But what experts would want to buy- what private equity would want to buy in? What are the warts on my business? What do I need to fix in order to have a valuable business? How are... not how are people going to see the great parts of me, but what are people going to see as kind of the dings of my business? And I needed someone that had been there and done that. In my case, private equity had not really invested in architecture at the time we came in. That's not the case at all anymore. But when we came in, we were ultimately the second only, we were the second firm that was an architecture business to ever sell to private equity. So very early in the process. And I needed somebody who could say, hey, I understand the space and I understand this. So, I just started talking to everybody. I mean, I did. I talked to all the usuals. If you're somebody who's a great investment banker out there, I talked to them and tried to get a feel for what do you know about my space? Because one thing I said is I don't want a partner who doesn't understand my space and I'm spending all my time educating them about my business. I want a partner who is bringing value, not money. They all have money. So, money is not the deciding factor of who you want to partner with. I want to know what else. I know what I bring to the table. What do you bring to the table? And I saw that with my investment banker the same way. They're all going to charge roughly the same fees. They're all going to help you build a sim, and then they're going to introduce you to people, and really the rest is up to you. So my question was, what other skill do you bring to the table? And I landed on this company who's undisputed does more transactions in my space, in the architecture and engineering space and construction management, let's say, consulting space. This firm does more than anybody and they were very legitimate. They came in and they said, here's what we see as your value, but this would make you more attractive. This is if someone's going to have some dings on your business, these would be the negatives they would see. They were very, very helpful in saying, here's where you are. And I told them, thank you very much, I'm going to hire somebody else. And that was kind of it, day one. And then... 

Chris Powers: So, you'd been around almost 30 years at that point. You'd built a really impressive business. Can you share like what are one or two things that come to mind, what could you have improved on heading into that sale? 

Chris Huckabee: Yeah, so it was, for us, we had grown from a very small business to a nice kind of low mid tier business. Our accounting, our financial group had gone through a lot of evolution and it was in the process of what I would call institutionalizing our finances. But we were at the beginning of that, and their number one recommendation was nice mid size to larger private equity groups are going to want you to be what we refer to now as an institutional reporter. We're going to want you to audit your financials to, in our space, there's just certain accounting practices if you're a larger firm that you need to follow, and they're going to have an expectation that you do those things. We had grown from a very small business. So, we went from a cash business to an accrual business, and they made good solid recommendations on things we needed to change in our finance side. But once we made those changes, then you need to operate the business for 12 months to kind of let those things set in and make sure you're doing those. That was probably their biggest advice was over on the finance side how we did certain things. And then what I said to them was I want to be appealing as a platform business to private equity. What are they going to look for? And they said, bench depth. You need to have the team capable of hitting the ground running. So, we brought in certain expertise. We built out a pretty substantial legal team. We brought in integration and M&A experts and all. And this runs a little counter because when you're selling your business, what you're really trying to do is maximize EBITDA so you can sell. And we're out hiring people who aren't really going to- They're certainly not billable in order to build out our bench step, which of course, is pulling a little bit on that EBITDA. It's not substantial, but it's not inconsequential. And they gave me that advice. And really, after meeting with them, I was two full years before we went to even considering a transaction, almost two and a half years from the time I met with them and they said, here's what we think your company is worth. They made those suggestions, but the thing they said to me is, why don't we start introducing you to private equity so you can meet different players and come to conferences and just get into the flow of who are the players in the room and how do they behave and things like that. And in hindsight, all those things paid off for me. 

Chris Powers: How many players were there? Hundreds, ten, five? 

Chris Huckabee: There's probably not hundreds. It sure feels like there are hundreds today. When I got into it, I would say there were ten. And what I would say is there were ten private equity groups that had an interest in architecture. There were quite a few more in pure engineering, but we're kind of smally. We do engineering, but architecture is the more dominant piece. Probably ten firms that had spent the time to study the space, who really understood it, who were viable players. It was probably ten at the time. 

Chris Powers: So, you didn't fire that banker. You ended up working with them. 

Chris Huckabee: I ended up hiring them. 

Chris Powers: Funny how that works. So you went to him after two years, you said, we've professional- or we've done our work on the finance side, we've hired the bench, and now it's time. So, then what happened? 

Chris Huckabee: Yeah. So, probably the funniest part is I said, send me a proposal. He sent me a proposal. And I called him up immediately and said, basically he had updated our valuation. Of course, it had gone up a little bit in that period of time. And I said, okay, I'm going to draw a line on this valuation, and if you go north of it, I'm going to double your fee, but if you go south of that line, you get half. And I thought he would run from the contract. And he said, he marked it up and sent it to me within five minutes and said done. Turned out to be the smartest thing he ever did, maybe not the smartest thing I ever did. But in fairness, I was trying to see, is this guy- I thought, is this guy just selling me something, and at the end of the day, am I going to sign on and then he's going to go, oh, just kidding but try to convince me to take something lower. And he didn't turn out- He turned out to be- We sold slightly north of that line, but not a lot, a few million dollars north of that line, which made me happy and made him happy. So, it turned out to be good all the way around. So, I hired him. And then we just started down a road of talking. It was really not formal at the time. We were just kind of heading down the road and talking to people. And then out of the blue, I get a call. I'm up in Colorado, and I get a call from one of the private equity groups that I have met. And the gentleman had bought the other, it was one of my competitors, but it was the first architecture firm to ever sell in the space. And he had been part of that transaction. And he called me or emailed me and said, are you in Colorado? And if so, would you be willing to have breakfast with me? And I was in Colorado, and I said yes, I would. And I sat down at breakfast, and he had just gone out probably four months earlier and started his own private equity group. So, he was four people, including him, fund one, and he had raised a reasonable amount. I will give him that credit. He was legit. And he had bought one company. And he said, I know your company better than you know your company because I studied it when I worked for another firm and bought your competitor. I want to buy your company. And we sat and had a very interesting conversation at breakfast, all positive. And at the end of the conversation, I said, I know what my company is worth, not unreasonable. I talk to a lot of people who have this kind of crazy idea of what their company is worth, or they say, well, gee, if you'll pay me something crazy. I don't believe that's how the world works. I think if you want to do good deals, they need to be a win-win. Both sides need to say, this was a good deal. If someone walks away and says, I got to the other person on either side of the deal, that was a bad time deal. And so, I didn't see it that way. And I said, I know what my company's worth. It's a reasonable expectation. I'll make you a deal. I'll send you an email. It will say, here's my price and here's ten deal points. But this is not a negotiation. I'm not even out in the marketplace yet. Take it or leave it. And he said, done. So, I went home. I'm feeling pretty cocky. And I tell my wife. She asked me how it goes, and I said, he just seems too good to be true. I've heard such bad things about private equity guys. He seems like a really good guy. I don't know. I really was a little suspect. And my wife says, invite he and his wife to our house for wine tonight. We’ll have some wine and cheese. She goes, give me one hour. I'll get a read on him. And I was like, that's brilliant. So, I sent him a note and said, would you and your wife please come up to our house and have some wine? And they ended up staying three hours. So, it went a little better than the one hour we had carved off. And when he left, my wife said, I love him. He's the real deal. Do a deal with him. And that had more- you could do scientific studies, you could do all these things, but that had more weight than anything. So, I moved forward, sent him the email, and I'm feeling pretty cocky. And then I don't hear from him for two weeks. And we had this great meeting at my house. I've kind of told him I'm going to send you this email. I send him the email, and I never hear from him. So, then I'm getting humbled. I'm like, oh, gee, I might have overplayed my hand here a little bit. And two weeks, maybe two weeks and a few days later, he calls me on my cell phone and said, I'm sending you an LOI. It looks exactly like your email, exactly. Will you sign it? And I laughed and said, well, I'm going to send it to my lawyer first, but if it... that's what it is, yeah, I'll sign it. And so sent it to my lawyer, no funny business whatsoever. And we signed it, and all a good deal. I always joke with him because the LOI said we will close the deal in 30 days. And my lawyer said, there's absolutely no way he closes this in 30 days. And I always tell Doug, still to this day, it's true. He didn't close it in 30 days. He closed in 32. So, he whiffed on that one. So, we closed in 32 days, which is pretty crazy, and went to work together and had a great relationship. We got along great. I mean, his firm was small. Actually, it was perfect for me and probably perfect for him. I'm very hands on. He was very hands on. It was kind of him. And he had some great people. I'm still friends with every one of them. There's only four of them, but I still consider all of them really good friends. But I learned a ton from him. We'd never done an M&A deal. We bought five firms in the first 12 months. We took the EBITDA of the business from about $20 million EBITDA to 50 in one year. So, things changed a lot. We went from 275 employees to 850 in the first year. I mean, things change a tremendous amount. But we had a lot of fun. I mean, we just... American Airlines made me a concierge key. That’ll tell you how much I'm flying on American Airlines. But I would go anywhere and meet with anybody. It created opportunities for my team to grow in new positions. We opened some offices organically. The whole thing turned out to be a super positive thing. And then kind of fast forward, literally 12 months later, Doug calls me up again and says, are you in Colorado? And I'd say, yes. And he said, well, I'm up here skiing. I ran into a guy last night who wants to meet you. Would you meet us? We meet at the Little Nell at the same table that he and I kind of originally met. And this gentleman was there and started talking about the business and was kind of quizzing me and said, I really would like to talk about buying your business. Doug told him, it's too soon. It's 12 months in. We're way too soon to talk about this. But fast forward a little bit, they ultimately- he made an offer, and Doug felt like it was a substantial offer, and Doug decided to sell the business, and we headed down the road. So we actually sold the business again. It turns out we did not sell to this individual, but it precipitated selling. So, we sold again in 18 months, end to end. So, we started talking to him at 12, ultimately selected a different firm to go with. And through diligence and closing and everything, it was an... So, I was with my original partner exactly 18 months. 

Chris Powers: There's a lot to unpack because I know the depth of the story. Well, we'll finish on that thread. You didn't select them, but you did select somebody else. And you found that selection kind of a unique way. You said at lunch, I did what nobody really does. I called the founders of- Tell me how you selected the group that you ended up selling to. 

Chris Huckabee: What I set out to do, and I think this is very important, I want to work with people who I believe have a great heart and are people who are very aligned with me ethically, morally, in just their general character. And you always hear about these horror stories in private equity or really in business in general, it could be just two business partners. But what I wanted was I want a partner who aligns with me philosophically. And in fairness, I got that in Doug. He was not a perfect partner, but he was a pretty darn good partner overall. And that's really what I started doing. Really the day that I joined him, I was doing two things. I was out meeting leaders of firms that potentially might sell to us. And at the same time, there were other private equity groups that would be circulating around. And I decided I want to meet the leaders of these private equity firms because I'm not going to be with my current partner forever. And I want to know who the good guys are. So, I started kind of doing two things at the same time. One is promoting what might happen for us to acquire other businesses. But I just wanted to meet private equity firms. And I had a list of five to seven firms that I had met the founder and I thought we aligned philosophically and I thought they would make a great next partner. And I was just keeping a list. So, when this opportunity came along, I went to my current partner and said, would you allow me to invite some other companies? Yes, we have this unsolicited offer... got kind of a stalking horse sitting out there. Would you just allow me to do a very unorthodox thing and invite some other companies to the party? And he said, yes. The window was short, though. I had about a week, 10 days is what I was given to do this. So, I called the founders or the managing partners, kind of the top person at five firms that I knew and respected, and said we have an unsolicited offer. We're going to sell the business. Yes, we've only been here 12 months. This is very strange. But the business is going to transact again. I would really like for you to come to Fort Worth and let me do a management presentation. But you’ve got to come right now. And I called all these firms. Five firms essentially showed up. It was really the original offer but then four other firms that I called and said, would you come to Fort Worth and allow us to do a management presentation? And they all said yes. They all came. It was Groundhog Day. It was like four days back to back to back. You do a dinner and then you do a day long presentation. By the time you get to the fourth, you cannot even remember what- you're like, have I already said this to them or not? But we approached it very different. One, we had done it recently for the firm that we were with, and so we were somewhat skilled at it. Well, what we really did is we just said, let us just tell you our story. Let us show you what we've done. Because when I sold originally, we'd never done M&A. Well, now I've done five deals. All five had gone well. They were producing. They were great. So that piece was helpful. And then we did something very different, and that is, I put in here, what are our weaknesses? And I got in a little trouble for that because I was told, you never go into people and tell them your weakness. But I didn't see it that way. I've always seen business as a marriage, and you have to be honest. You have to go in and say, okay, I'm certainly not perfect, and here are my problems. And so, I would say to them, we're a really good company. Here are the things we're great at, but here's our challenges. I mean, we said, honestly, we've outgrown our finance system substantially. We need a horsepower CFO. We need to almost build out the whole finance team, because now we're not 200 people, we’re a thousand, and we're going to five. So, we need a different level of financial sophistication. Even though we had done a lot of great things, this was a different gear at this point. So, we talked about that. We just said we'd built kind of a cool piece of AI software, and we were showing them what we were doing. But we said, we need some expertise over here to continue to grow that. There was some really positive things that were going on. But we told them, here are the things. In there, I told them, I want to slow down. I have my replacement. So, she was a very important part of the meetings and presentation. I did not want to leave. I wanted to be clear. I'm still a board member, still an investor in the company, still very- I still have an office. It's still very, very- It's very personal to me to this day. But I did want a little bit of balance in my life. And so, I just told them all that. This is where I am. This is where we're going. My son at the time was our CFO. He wanted to depart. He just had all the fun he could have with- private equity is 24/7. And he had had about all that fun he could take, and so he was looking to depart. So, we were going to need their help in hiring a CFO. We were going to have a CEO transition at some point, whether it didn't have to be immediate, but it was going to happen. And we just told them, here's our list of things we need help with. And I feel like, because I kind of got in a little bit of trouble saying, you don't tell your negatives to people, I think they appreciated the breath of fresh air. Rather than everybody just saying we're perfect and we're wonderful and everything's great, we said, here are all the things we do well. Here are the things we need your help with. And then at the end, I would ask them, what do you bring to the table? Because everyone brings money. Money's not the deal. We're going to reach the same number with everyone. Tell me where your value is to me. And then we would just sit quietly and listen. And the people we picked made an absolute, undisputed argument for why they were the best. When they finished, every- They walked out. And I would allow my leadership team to vote, of everybody, because we had these five groups, where does everybody rank? This group was undisputed number one because of our connection with them, what they brought to the table, how they treated us as far as our deficits and things like that. So, it was a very unorthodox approach, but it worked. 

Chris Powers: Okay. So, in both, kind of it's time to level up, you've keyed in on, we needed to get our financial backbone in order, our financial... So, can you maybe describe, you don't have to- In summary, what did it look like before the first sale? You clearly got it right by the time it was time to sell again in 18 months. And then what does it have to look like on each iteration? Like, what were you capable of doing after each successful iteration? 

Chris Huckabee: Today, it's dramatically different and better because we've got a CFO who's been there and done that. He's built a team around him of just highly seasoned experts. So, it's very different today. He probably, well not probably, he would not have been appropriate before our first sale because we just weren't a company that had the need for something like that. 

Chris Powers: So you closed private equity deal one. Again, up until that date, you were the sole owner, a board of one, kind of family business, never acquired a company. So, let's just say that closed on Friday. You wake up Monday morning. You are no longer the majority owner of the company that you have been the majority owner of for 26 years. And you've never bought a company. Like, I'm like literally talking about what you did that morning, not what you did that week or that- what did you do? 

Chris Huckabee: So, I should qualify this because you were in YPO with me and the group, we're both Forum Three members, and Forum Three’s a pretty tight group of people who've been together a very, very, very long time. So, this is a group of gentlemen who know each other very well. So there was a small bet going on in Forum Three, how long Chris Huckabee could work for another person. And the bets were not positive on my account. So that motivated me a little bit. Pete Chambers said, I don't think this is going to work out for you long term. And so mentally, I kind of went in saying, I'm not sure how good I'm going to be at this position. I have to be honest about it. But I took it as a challenge to say I'm going to be the best partner that I can be to my new partner. And so, I went in with the right mentality that I- And I now have a saying, if you want a great partner, be a great partner because that's what I learned from this. I have had not one challenge with my private equity. I love my private equity partners. I talk to my former private equity partner is a friend. My current private equity partners are very good friends. They're people who I like personally. But the reason we like each other is that they do their job with excellence and I do my job with excellence. So, we're both value added to each other. And I do think that's a critical piece of the puzzle, is that you have to go in that way. But I'll admit to you, day one, I didn't do anything differently. In fact, I will tell this story because this will tell you everything. So the day I closed the original deal, the guy that owns Godspeed Capital, which was my original private equity partner, a guy named Doug Lake, and Doug Lake called me and said, have you looked at your checking account? And I said, yes. And he said, have you ever seen that much money in your checking account? And I said, no. And his next comment was, I sure hope you and Robin are out celebrating at a nice dinner tonight. And I said, buddy, I'm in Austin. I'm going to be taking a client to dinner in about an hour. That's who you partnered with. I don't have time to go celebrate with my wife. I have work to do. And he goes, I love you even more. So that was... And we did not. We didn't do anything. We didn't go on a trip. We didn't... I paid my taxes, buried all the money and went back to work the next day. And the only thing that was different is now I had somebody to be accountable to. And my thought was, I'm going to make sure they don't regret. 

Chris Powers: Did you have a list of businesses you wanted to go buy already leading into that? Was the private equity firm providing them? Like, how did you go buy your first company? 

Chris Huckabee: That is a great question. I had been told you will kiss a lot of frogs. And that's a very true statement. You just go through and you meet with a lot of people. You eat a lot of dinners and try to pitch to people. Honestly, we bought the first business 30 days after closing the deal. And it had been a business that had been pitched to me probably two years- Actually, it had been pitched to me three years earlier because it had been pitched to me the week my partner passed. And I said, I love the business, but I'm in no head space to even consider this deal. So, I passed on it at the time, and it never transacted. The guy really wanted to sell the business to us because he thought we were aligned philosophically. And so, when I got under LOI with Doug, I actually called the guy and said, did you ever sell your business? And he said, no. And we took off down the road. 

Chris Powers: And you just called him and said, I'm ready? 

Chris Huckabee: Yeah. 

Chris Powers: Did you call Doug and say, I need help? I don't even know what to tell this guy. 

Chris Huckabee: What I said to Doug is, will you- So Doug and I went everywhere together. That was the benefit of a guy who had started his own business but was so in. I would call him and say, hey, I need to go here, I need to go here, I need to go here. And the truth is, I knew what I knew about talking to an owner about how it would work. I didn't know how to price deals. I didn't know how to do due diligence. I didn't understand any of that. So, Doug understood that. So we really, the two of us actually made a whole person. It was wonderful. And so, we would go sit with people, and Doug would talk through the mechanics, and I would talk about how will this work on the human side, how it worked for your employees, how will we do this. And Doug would talk through how we'll value your business and how the diligence will go and things like that. And it actually worked really well. But we did every deal together. And we were close. I mean, I'll bet we talked every day about the business and what we wanted to do and where we were going. But my current private equity partner's a little more thoughtful and judicious about these deals. And I would just call him and say, hey, I want to do this deal. Do you want to do this deal? And he would go, let's do it. And we would just go. So it was a little more- And he had no board he had to go talk to. Now if I'm going to get something done now, I've got an investment advisory. We're going to have to go in front of a board and justify a decision. So, it's a little more complicated now. I actually like the process now because it makes you do your homework a little more. But honestly, for learning how to do it, it was probably a little helpful to be a little freer with the information. 

Chris Powers: Was one just a byproduct of the size you were, and now the size y'all are now, it just requires a different level of oversight? 

Chris Huckabee: Yeah, it does. The numbers are substantially larger now. So that is part of it. 

Chris Powers: Yeah. Well, you might have just answered the question then. I think if private equity were to say like, what's the ideal type of business to buy, at least people wise, somebody that obviously knows their space, they trust, they love the business, they have good relationships, they've been successful at it before. And maybe you've answered it. What's the inverse of that question? Like, what makes a great private equity partner? It doesn't sound like you've had a bad one. So, it's hard to say, well, I've had one bad one and two great ones. Don't be this group. 

Chris Huckabee: Yeah, so we've been fortunate. One, you probably don't always get to pick your private equity partner. And I guess that's a risk, the further downstream you go, you could end up with one. But in general, private equity does not want to run your business. They want you to run your business. So, what they're really looking for, they're wanting to invest in competent leadership. And so, if you looked at our business, not capex intensive, very steady cash flow, highly profitable, and that's a great business. So, all those things kind of weighed into that. Then you start looking at is this a group of leaders who can grow your business and if those things are there. What I'm looking for with my private equity partner, I have kind of a no jerks rule of business. I think life's too short. I'm not going to work with jerks. And there are a few guys in private equity that might believe they are all that. And so, I always wanted to kind of get a feeling for, is this a person sitting across from me that I could enjoy working with day to day. And I've had a few of them ask me, what's your number one criteria? And it's, life's too short. I won't work with jerks. And they would laugh at me. I would say, yeah, that's not a joke. I do not want to work with people who are just kind of bitter, unhappy people. I want to work with positive, smart, great people who get up every day and love life. It's just a better way to do business. So as touchy feely as that comment is, it was number one for me. I had people who walked out of presentations with me, and I would go, yeah, I do not want to partner with that person. And so that's kind of number one for me is, do you- this is very important. Do you have the capital to do what I want to do? Because we acquire a lot of businesses annually, and that does take a decent amount of capital. And so, I want to make sure you have the horsepower to help us diligence these deals and get them closed and successfully integrate. It's not about just buying them. It's buying the right business at the right price, but also integrating them so they're successful. So, it's a combination of things. But I have to have private equity that's of a certain size, who's been there and done that, and can help us continue to have the capital we need to buy businesses, to run our business. And truthfully, I'm trying to sense in all businesses, there are good days and bad days. And what I'm really looking for in a partner is one that handles the bad days. We can all handle the good days. But how are they going to respond when the news is negative? Because in business, that is the world, some days are good and some days are bad, and most days are a little bit of both. But if I'm going to call them and give them bad news, how will they respond? And I want a partner that says, hey, I've seen this movie before. Let me tell you how I believe you can- how I can help you or how you can address this. I don't need a partner that just starts yelling and screaming at me that, well, this isn't going to work out. I thought I bought a perfect company, whatever is going to be the case. So, I was always trying to read for my partner, how are you going to be when... the news is really bad? Everyone's on their best behavior when they're trying to buy your business. They're saying all the right things and they're doing that. I'm actually trying to get a read on them by going out and having a cocktail with them or at dinner. I'm trying to say, who are you when you're not on. And I'm trying to get a read from you because I really want a partner that just aligns with me from who they are when they're not kind of on stage, are they going to be- Are they genuine? Are they generally a good person? 

Chris Powers: And they would probably let you talk to other portfolio companies. 

Chris Huckabee: Everyone has done that. And I do think that is significant, is the ability to call other portfolio businesses and just have conversations with them about- Because an honest portfolio company is going to give you some positives and some- It's not all positive. It's going to be some positive and some negative, and they'll give you a flavor for how those have worked together. But yes, the partner I'm with now, very unusual, so Wind Point Partners has been doing private equity since 1981, so a very long time. They're on Fund 13. They've done this forever. And it's a younger group, so they're second generation of doing this, and they're already bringing in their third generation. But they have taken a very, very long view to things, which is how I believe business should be done. And that's really one of the things that impressed me most about them. They were very calm, really good guys. They don't get too excited when things are good, but they don't get too unhappy when things are bad. They're just steady and they're willing to roll up their sleeves and say, hey, we've got some experience here. Let us help you work through that.  

Chris Powers: I want to just totally move the conversation. So there's this thing called AI that's coming out. You have been designing schools for the last 30 years. How are you guys, not in your business, how you're going to run your business. Are kids even going to be going to school anymore? Do we even need teachers anymore? You've probably heard of this, maybe you've heard of this school called Alpha School. 

Chris Huckabee: Yeah, I know Alpha School well. 

Chris Powers: We're looking at it for our kids. What's going to happen in the school, like the design of schools, the school system as you see it? 

Chris Huckabee: Yeah. I think it's a great question. I don't know that I know. I don't know that any of us know. But here would be the interesting part of my take. School is not about the transfer of knowledge. School is about the soft skills that we give our students through the process of transferring knowledge. Meaning I learned to interact with Chris Powers, and I learned to deal with the bully and I learned to play sports and I learned it's the other pieces of the educational system. It's not necessarily just the transfer of knowledge. If that were the case, I do think AI could play a bigger role. I think it's a lot of other pieces. That, and I'm a big proponent of public education because I think it plays a very vital role in our society and certainly not perfect. But if you study, and most people don't know this, people find it really easy to criticize pub ed. The challenge is pub ed is a taker of all and a taker of all means. We get kids, we meet kids wherever they are, and some days those aren't good days, and some days they're great days. But there's some kids who show up who need a lot more than an education. And education spends a lot of cross section time doing other things, feeding our children, giving them medical support, giving them soft skills and things that they probably wouldn't get any other place. So, a lot of our educational process is not necessarily just sitting someone down. If it were, and for the right kid, with the right support system behind them, being able to just sit in front of an AI teacher absolutely might be the system or successful, but that's probably a small sliver of your overall students. It could be 10, it could be 20%. That's not a small number of students, but the percentage is not huge. Most everyone else has a need for other things. And to ask most students to sit and concentrate on anything for a period of time, especially a computer screen, it's asking a lot. So, a lot of education is the interaction with other students, the interaction with teachers, all the other support elements and things like that. I don't see that going away. I think it's going- There's no question it's changing and it's going to continue to change. And I'm not smart enough to tell you exactly how all that changes. What's interesting to me, obviously I spent a lot of time in higher education. We do higher ed and I've spent time as a board member in higher ed. And what's interesting is K12 is much more pliable and will change. Higher ed is very slow to change. It's still much more seeded in tradition and does not- There's still kind of more of a sage on the stage and things like that. So, I think AI will have a potentially bigger impact on college than it will on K12, just because I think K12 is quite frankly willing to say, man, if this helps, let's do it, where what I have found in college, college is pretty slow to change. They're fairly steeped in their traditions, and they don't really want to change and don't change. So, it's going to be interesting to see how this- I mean, obviously AI is going to impact. It will have a huge impact on our business, already does. But it's certainly going to have an impact on how education is delivered. I've studied Alpha School a lot, and it's interesting to me. I'm not sure I'm buying it, but time will tell. I mean, the results will speak for themselves. 

Chris Powers: Yeah. I think you bring up some good points. One, it's interesting... like K through 12 might invite AI into the process. Whereas in the university level, it's like AI just might work around the university. Kids will just opt out of going to university.

Chris Huckabee: It's what you see now in university where students, they're at TCU and they're living in the dorm, but 90% of their classes are online. Students just find a path whether you like it or not. And I think you're going to continue to see that happen. 

Chris Powers: So if you had a... You've seen a lot of public education school systems, and in general, like if you look at Fort Worth, one of the biggest issues for Fort Worth, but I think we could talk about a lot of big cities, is like public ed has not been on a huge uptrend. If you got to make some policy changes that required zero removal of red tape, you just got to do them, you didn't have to ask permission, it's just this is the Huckabee playbook to how I think we can make public education better, do you have any thoughts of like what you would do? 

Chris Huckabee: Yeah. So there's two things in pub ed. Well, forget pub ed. There's two things in education that are real tipping points in education, and one is your very early learners. So, let's say a three year old, a four year old, a five year old. There's a huge piece there. So, I want to talk about that a little bit. And then there's this next group that's kind of high school age going to college and college and career readiness. And those two kind of bookends on a student's K12 experience to me are, if you want to change the world, those are the two places that change the world. So, let's start with the three and four year olds. There are a lot of parents that aren't- who are just in a different situation. They're either a single parent or they're working a couple of jobs, and their life is just trying to make ends meet. And they might have- So children probably aren't getting the same attention out of that parent that your children get out of you. You might have the luxury of laying in bed at night and reading and saying prayers, telling them good night. And there may be a parent – well, not maybe – there are parents who work two jobs and get home at midnight, and the kids just don't get that same kind of care. That's not a knock on the parents. The parents are doing what they need to do. They're trying to survive. And then there's everything in between that. But there's a lot. So, if you take a student who enters kindergarten but hasn't had the nurturing and just time, I know it sounds simple, but you reading to your child when they're three and four is a game changer in kindergarten. So, if students can have the right exposures at age three and four, because this is the time they're developing and learning quickly, they will get into kindergarten at a certain level which will allow them to proceed forward through their educational process. And it does start that young. If they enter kindergarten and no one's read to them, they really haven't had any exposure to letters and numbers and books and things like that, they really start behind the average kindergartner where at least educational systems say, gee, you should be at a certain level just naturally, they kind of stay behind. And so, they kind of struggle through kindergarten, but they continue on. They struggle through first grade and they continue on. And there's this thing that, kind of reading on level in third grade. And it's a big number that's talked about in Fort Worth ISD. And it's something that's a challenge and it's not a great number. It's tough to look at. But a lot of it has to do with where the student started when they were a three year old, a four year old, five year old. And if we can't capture them during this very formative period of their education, it will be very hard for them to ever catch up. So, if you really- The big investment is taking these students in this very early critical stage of even a two, three, four year old and giving them the nurture, the reading, the things they need that get them to the starting line in kindergarten. And if we could do that with every student, it would be a game changer. It would be a literal game changer. It would change Fort Worth city. It would change Fort Worth ISD. It's just something. It sounds easy, it's not, but that would be a game changer. So that's number one is let's get them started. And that takes an investment. It doesn't take an investment if you're Chris Powers. You've just got a luxury of being able to spend that time and do those things. But not every kid has that. So it's, one, identifying those kids and getting the resources in front of them to get them to the starting line. That's number one. And then the second one is as they advance, let's say everything being equal, as they advance up through into high school, helping students decide, do I want to go on a career pathway, or do I want to go to college? And there's been a huge push for college. I'm certainly a big proponent of that, but I don't think everyone should do that. And I think there's a missed opportunity to have a very fulfilling and great life and very rewarding life doing labor. It could be in a number of places that do not require that you go to college. But that's where college and career readiness really comes into place because a student can evaluate do I want to go on a pathway to go to college? And if I do, then I need to get prepared for that. But also, do I want to go on a pathway to go on a career? And probably for you, when I graduated from high school, there was no push on career. It was, you're going to college, you're going to college, going to college. And I think the unfortunate part of that is there's plenty of people who don't need to go to college, who can do very, very well in some type of a trade. It can be everything from, there are kids who are graduating from high schools, we've designed now really amazing career centers, who are certified welders who have a Cisco certification or network engineers. These are high school kids, but they're going out and making very substantial livings. And we need to invest more in that. As college and career readiness is the thing, in my opinion, that could help a lot of students not have to take on student debt, immediately start providing for their family, but doing it at a more meaningful level from an income standpoint. And that to me is kind of the two bookends of the educational process. And then yeah, sure, if you want to go to college, then there's that pathway. And if you want to go into a career, we can get you ready and hopefully you can kind of continue your certifications, your expertise. But to tell a student either one of those are fine, but if you're going to go right out of high school into a career, I would rather them do it through some kind of a certification process where they're higher paid day one than if they just go take a minimum wage job because they need to pay the bills for the family. And I think we all respect that that's what they have to do. But man, isn't it better if they're, obviously, they have a set of skills when they come out of high school. 

Chris Powers: Yeah, I think on the Alpha... I mean, we could talk a lot about it. We don't have to. But one thing that was just always interesting to me, as they presented, like you put these kids in, and in your typical day, you kind of move on from – I'm just picking something – addition to subtraction because it's October and that's what the lesson plan- So you have these kids that get all the way through high school. Because they never mastered addition, they're just always behind in math. So, one, they've just never mastered anything. So, they live in this world of getting 70% somewhere and then it's October and it's October 1st and we got to move on. Alpha school is like you ain't going forward until you've mastered something. And then at the college level, and again, I know you're not- you've served in higher ed, but your business isn't higher ed, I don't think. 

Chris Huckabee: We do a little higher ed, not like we do K12. 

Chris Powers: It’s just more this concept of how much student debt has been taken on courses for kids that have no... like, just stupid stuff. So, they'll go to TCU and they'll borrow $150,000. They might borrow a lot more than that. 150 of it was attributable to classes that are not in their major, have no interest. And so, you're walking around with all these kids that have all this debt, and you map it back to what did you pull the money out to do? And they're like, we had to take religious studies, whatever it is, we had to take pre calc 2. Nobody has ever in their life come out of college and referenced back to pre calc 2. We have calculators. And so, I was looking at that. I was like, that just isn't going to work long term. 

Chris Huckabee: But that's where I go to the tradition of higher ed, where we just say, Chris, if you're going to go get a degree from TCU, you will... Here's your course. You will just check these boxes off. Here's all the things you're going to do. And that to me, when I- So I was originally on the Higher Education Coordinating Board, which oversees all universities, and then went to the Texas Tech Board of Regents. And in both places, the first time I had been exposed to this, which is a student who, let's say, goes to TCU, takes out some student debt, goes 18 months or two years, and then something happens. Let's say a family member passes away, they fail out, whatever it is, and they end up back at home. So now they have the debt of college... and nothing to show for it. No ability to pay that debt off. But the clock's about to start ticking on them. And that's the worst of all scenarios. It's one thing if someone gets all the way through, and what you just described happens every day where someone gets through and they've got massive debt. But if you really peel it back, half of it went to their major, and half of it just went to stuff they just shouldn't have done. Or had to do.

Chris Powers: To get their degree. Okay, we'll do one more pivot. And maybe we should have started here because this is maybe the coolest thing you've done, no offense to your business. So, you've built some of the greatest education facilities in Texas and now across the country, and now it's healthcare and it's public infrastructure. I don't remember the date. Let's say three, four, five years ago, there was a tragic shooting in Uvalde. Most people listening to this probably remember this. It was horrific. And you decided to put on your entrepreneur hat, and you figured out basically a way that you could- I'll let you tell the story of what you did down there, but you've kind of rethought as this later part of your life. I have all these skills in education. I have all these skills in designing buildings and working with public or public government. I guess it's all- I guess all government's public. And you basically went and raised the money and rebuilt the school in Uvalde and thought I could maybe start doing this across the country. So let's just go back to, you're watching the news one day, Uvalde shooting is happening. Innocent children's lives are taken. What happened? 

Chris Huckabee: Yeah, I think we could all relate to that day. And you have children or you have grandchildren, and you see this, and it makes you sick. I mean, it just makes you upset. It makes you sad. But to say, what can I do? Most people, while motivated to the emotion, really kind of say, well, I mean, I can't really do anything. So that's kind of the end of it. In the case of Uvalde, a very unusual set of circumstances happened. And I guess I should qualify all this by saying, sometimes ignorance turns out to be a great thing. You don't know what you don't know, and that turns out to be a positive. If I'd known too much, it would have gone differently. And I mean this sincerely. I got a call about four days after the Uvalde shooting from, at the time, a senator, state senator, named Beverly Powell, who's a Fort Worth resident and was at the time a state senator. And she called me and said, I need some advice from you. How do you put children back in Robb Elementary School? So, Robb Elementary School was the elementary school where the shooting took place. And her question to me was, what needs to be done in order to put children back in the building? It was more or less the end of the school year, and they were trying to figure out how we fix the building. And I said, you don't. That was literally my response to her. I said, you don't, you can't. And she said, well, I mean, obviously there have been school shootings in the past that have been high school shootings, and students have been put back in those. And I said, yes, that's true. What you do in that case is you kind of go in and you renovate it, and it looks a little different. You do that. But on elementary schools, the only previous elementary school was Sandy Hook. And in Sandy Hook's case, the building was torn down. And for this grade level, this age group, you don't renovate and... The building will have to be razed. It's going to have to. That's not even a negotiable. And so, her second question to me was, have you ever been to Uvalde? And I said, no, ma'am, I've never been to Uvalde. And she said, Chris, they don't have the ability to build another building. It's not even possible. They refer to their high school as the new building. It's about 40 years old. And she said, there's absolutely no chance they could do that. What do you do if that's the case? And I said, it's the ignorance part, I don't even know what I'm saying, but I can build a school there. Big deal. And she said, do you really think so? And I said, yeah, I'm sure of it. How hard could it be? So, we're just talking about ideas. And I said, let me make a few phone calls, and I'll call you back. So, I hang up with her. I make two phone calls. One was to a contractor in San Antonio who I know and have high respect for. And I said to him, if I designed a school for free, would you build it for free? And his response, which was very funny now, in hindsight, he said, free-free? And I said, is there any other kind? And he started laughing. And he said, well, you're not going to build it- He goes, you're not going to design it for free. You're going to have expenses and consultants and other things. I said, no, I will do it completely for free. Would you build it for free? And he said, I would, but that's not a free building. We still have to pay for material and subcontractors. And he goes, you still need a lot of money. I said, well, how much money do I need? And he goes, I don't know. He's kind of, I’m catching him kind of off the cuff. And he said, $35 million. He goes, you raise $35 million, I'm in. I said, okay. So, I hang up. My second call was to the gentleman who runs Charles Butt's private office. I get him on the phone. And I say to him, I've got an idea. Actually, interestingly enough, he answers the phone and says, I knew you were going to call me. And I go, boy, word travels fast. And I laughed and said, why did you take my call? And he said, walk me through what you're thinking about. So, he had already gotten a call, and so he knew. And so, I walked him through, and I said, I need... Really, I need Charles, but I need you guys to step up. And it was a very interesting call because he didn't- of course, he had to go run it up to higher authorities. But he said, I'll never forget the conversation because he said, what do we do the next time this happens? And he goes, are we going to run around and build a new school for every single person every time there's a school shooting? I said, well, unfortunately, there will be another school shooting. We both know that. But that's not a reason not to act. And at the end of the day, I believe this is about Texans helping Texans. We need to roll up our sleeves and do the right thing. And I don't think if we said what is going to stop us is the fact that this might happen in the future, we'd never do anything in this life. And he said, that's the right answer. I’ll never forget that. That's the right answer. He goes, I'll call you back tomorrow. He called me back the next morning, 9:30. I'm literally sitting with my wife. And I walked away from the table, and I answered the phone. And he said, we're in. We're really excited about this, and we're going to pledge $10 million. So, this is in 24 hours, this whole thing happened. And I'll never forget what I said to him because it was the rudest thing I've ever said to anyone who offered me $10 million, which is no one... And I said, I appreciate this, but it does me no good whatsoever. I don't need $10 million. I need $35 million. So, I appreciate the generosity, but it doesn't do me any good. And he said, build the building. We'll raise the money. And I go, that's different. I'll never forget. I go, well, that's totally different. And so, what the Butt family, but what HEB in general did is they helped organize and lead the effort to raise money. They made all the difference in the world, to be honest with you. And they're, in my opinion, you couldn't find a more wonderful group of people, but they did that. But what I did is I just reached out to, and I found I had more friends than I realized, I reached out to every person out there. If they did carpet or brick or roofing or whatever, I would call them and say, I want to tell you what I'm doing. Would you be willing to donate X? And if they said yes, it wasn't that easy, we would literally, we had an official letter and we would say, we need this quantity on this date and you're committing to doing that. And everybody said, yeah. I mean, most of the building. So it turned out we were off on the number. It was 65 million that we raised, and that's from cash and in kind contributions. But everybody did their job. If the brick guy, if we needed brick on the site at a certain date, it arrived. If people said they were going to do it, they did. Everyone. And no one said no to me. In fact, people still probably have my number blocked on their phone because I asked everybody, but everybody said yes. What they would say was, yes, but. And then the but would be, I've got to go get some kind of approval. So, it wasn't always that I got exactly my ask, but I got pretty close. And in the process of doing it, what it said to me- So let me fast forward. So, we opened the building at the end of last year. And it's truly a special building. There's no other way to say it. It's a very special building. But I realized, I'm in that town, and I realize lots of people come to town when there's a crisis, but for all the wrong reasons. No one came to town to help those people. They came there to stick cameras in their face, and I don't know about enjoy their misery, but I can't explain it other than that. They weren't there to help. They were there to kind of promote the misery of the town. And this town was hurting. They were hurting badly. And what we did was totally different. We didn't have cameras, and we didn't want anything. We just wanted to help. And what's interesting about it, we came to town, they did not trust us at all. They did not want us there. They did not trust us. They just thought we were just one more group of people who've come to town to be shysters. And thankfully, the HEB name gave us a lot of credibility. But every single person did their job. I got a call during the design about why is it taking so long to design this project? In fact, they said, could you not go faster? Well, you can imagine I'm paying the salaries of all these people. I wanted it to go faster. But we needed to gain the trust of the community. And that took time. We just had to.... every time, we would do one presentation, we did four. And the four presentations were, there was a citizens committee, and we would start with that. Then we would go to the school board, and we'd start with that. And then we would do a private meeting with the families of the victims. And we gave them a commitment. We would absolutely never discuss anything with anyone outside of those meetings. That was their time to tell us anything they thought, and we would listen and take notes. Those could be very emotional meetings, but we were just there to listen and to respect them. And then the last meeting was we would open it up to the entire public and let anyone come in and give us input. So, everything was four rounds of every single item, which is very unusual, but it was a process. At the end, what my team said, which is really the right statement, was we did not bring back those lovely children, those teachers. We didn't do it. So that community is still hurting. And all we really did was we helped them with their healing process. That's it. We did what we said we would do. We came to town. We built a building completely. We actually built it privately. It was built privately, and then it was gifted to the school district at the end, furnished, I mean, playground equipment, you name it. Done. Handed them the keys, and it was done well. It is as nice a building as you will ever set foot in in your life. It has some pretty amazing security. It's very well thought out. There was a process we used for designing it called Trauma Informed Design, which is how you go through the process and how you kind of bring the students into it, re-expose them to the building. It was all done correctly. It was done right. It doesn't bring those kids back, unfortunately. It does not somehow magically restore the community. But I will tell you that the day we cut the ribbon, I drove around town and what went through my head was Uvalde would be sitting in the same place three years later that they were three years ago. And if nothing else, I hope this gives them some hope, that there are good people in the world, they do care about them, and that we're- We were there for nothing. I mean... there was nothing to gain from it. And that was every single person. No one ever said to me, hey, can I get my name on the sign? Can I do this? Can I do this? It was, they would always start with, yes, how can I help? Yes, how can I help? And then we would get into specifics, and people did their job. In fact, I walked around that building and I said to the superintendent that had built it, and remember, they built it for nothing, and I said, this has to be the best workmanship I've ever seen in a project. And he said, you don't understand, the workers on this one, it was going to be perfect, like everything. He goes, no, sometimes you're like, hey, do that different, do this again, whatever. He goes, never said that one time. He goes, I could ask them to work late, work early, make sure their work was perfect. He goes, everybody- It was just personal to everybody. So, what I learned out of that was that that's what I wanted my life to be, that I wanted- There's plenty of opportunities. I never thought, the idea that an architect could have any value in the world other than designing a building, I never realized, boy, you could use that skill of organization and credibility, and there are plenty of places that there are crises that come up and figure out how to take that and pay it forward. And that's really what I've decided I want the kind of back half of my life to be about is more of that. Obviously, I don't want a crisis, but if a crisis comes along, we had the flooding in the Kerrville area this summer, and I immediately got a call, hey, could you come rebuild some of these camps? And would it be possible for you to come redo Camp Mystic? And those were the kind of things that come your way. And do I love the idea of coming in during crisis? No, it's the most emotional thing I've ever done. I mean, you can't imagine how emotional it is to be around these families and see this. And, boy, it's personal. And you don't really- One, you wish it didn't happen, and you just really wish you weren't there. But it makes you feel good that people generally in the world are good people and that if you call on them to step up and come alongside you, they will, and that's rewarding. And if you're generally an organized person, you can kind of help people get back on their feet. And that's really what that was all about. It was, for me, the single most important thing I've done in my career. 

Chris Powers: That's a perfect way to bring this conversation to an end. Chris, thank you very much. 

Chris Huckabee: Well, thank you. Enjoyed it. 

Chris Powers: That was awesome. 

Chris Huckabee: Had nowhere idea where we were going today. Enjoyed it. 

Chris Powers: That was awesome. Dude, what a great story. 

Chris Huckabee: Yeah, that's a fun one. The 100x, though, is what helped me take that idea and turn it into...

Chris Powers: I'm in 100x right now. 

Chris Huckabee: I'm aware. 

Chris Powers: I had a call with Lloyd this morning. 

Chris Huckabee: He won't let you go. So just do the work. It's hard.