Investment criteria

A narrow mandate is worth more to you than a broad one.

A buyer who will look at anything is a buyer who understands nothing in particular. We acquire control of profitable industrial and business services companies in North America, and we decline more than nine of every ten opportunities we are shown. This page is specific enough that you can rule us out in two minutes.

What fits

The mandate

EBITDA
$3M – $15M, with at least three consecutive profitable years. We underwrite history. Projections inform the plan after closing; they do not set the price.
Enterprise value
Typically $15M – $90M. Below that range the professional costs consume too much of the value; above it we are rarely the strongest bidder and will say so early.
Sectors
Industrial services. Specialty manufacturing. Business services. Healthcare services. We prefer fragmented markets where add-on acquisitions are genuinely available rather than theoretically available.
Geography
North America, concentrated in the Midwest and Southeast. We travel to the company. In twenty-three acquisitions we have never asked an owner to come to Chicago before we had been to his plant.
Structures
Majority recapitalizations, full buyouts, corporate carve-outs, and add-on acquisitions for existing platforms. Rollover equity of 10–30% is welcome and usually the best trade an owner makes.
Ownership today
Founder-owned, family-owned, or a division of a larger company being divested. We are comfortable with the second and third generation of a family business, including where not everyone in the family agrees.
Customer concentration
No single customer above 35% of revenue. Between 25 and 35 we will look, but it will be priced and it will be discussed openly rather than discovered in week six.
Timeline
Eight weeks from signed letter of intent to closing, occasionally ten for a carve-out. We decline any process requiring a close in under forty-five days.
What does not

What we decline, and why

There are good buyers for every situation below. We are not one of them, and saying so on this page is cheaper for everyone than saying it in week three.

Turnarounds

Two consecutive years of declining EBITDA with recovery in the projections. Our investors underwrite growth on a sound base, not restructuring.

Pre-revenue and early stage

We have no venture capability and would be a poor owner of a business that needs one.

Minority positions without control

We install leadership and drive an add-on strategy. Neither is possible from a minority seat, and taking one would be a disservice to our investors.

Businesses that depend on one person

If revenue follows the owner's relationships and the owner is leaving, there is no transferable asset. A transition period helps; it does not solve it.

Regulated financial services

Outside our competence. We would be slow, cautious and wrong in ways we would not recognise in time.

Anything requiring a thirty-day close

Quality of earnings and financing cannot be completed properly in a month. A buyer who agrees to it is either skipping work or planning to renegotiate.

Diligence materials

What we ask for, and when

Owners are often surprised by the volume of a diligence request list. Here is the sequence, so that nothing arrives unannounced.

Before a first meeting
Three years of financial statements and a revenue breakdown by customer. Nothing else. No non-disclosure agreement is required for a conversation.
Before an indication of interest
Monthly financials for twenty-four months, a fixed asset list, and an organizational chart including the second layer of management.
Before a letter of intent
A meeting with that second layer, on site. This is not negotiable and it is the most common reason a process and we part ways.
After signing
Full diligence on one coordinated request list — quality of earnings, legal, insurance, environmental, IT — rather than five parallel lists from five advisors.

If your records have never been audited

Most of the companies we buy have never been audited, and it is not an obstacle. But it is the single most common cause of a transaction running past schedule, so it is the first thing we look at and the first thing we will be candid with you about.

If we think your records need six weeks of work before any buyer should see them, we will tell you that instead of signing and discovering it later.

Not sure whether you fit?

Send three years of financials and a customer breakdown. You will have a straight answer within five business days, with reasons either way.

How we work with intermediaries