The Winning LOI Hub
Axial’s Winning LOI series anonymously reveals the small business M&A valuation data and key deal terms associated with winning LOIs. The Winning LOI Hub features summarized data from a select set of 100 LOIs and is updated quarterly.
LOI Data & Insights
Summarized Deal Data & LOI Structure Breakdown of the 100 Winning LOIs
Earnout
An earnout is a payment to the seller based on the business’s future performance. Earnouts are used to bridge the gap between buyer and seller valuations.
Rollover Equity
Rollover equity is when a seller reinvests a portion of their proceeds into the acquiring company, retaining an ownership stake.
Seller Note
A seller note is a financing option where the seller loans part of the purchase price to the buyer, who repays it over time, typically with interest.
Winning LOI Database
| Buyer Type | Sector | Revenue | EBITDA | Multiple | Cash | Earnout | Rollover Equity | Seller Note |
|---|---|---|---|---|---|---|---|---|
| Private Equity | Food & Hospitality | $118,500,000 | $5,280,000 | 4.73 | 20.00% | 80.00% | ||
| Search Fund | Consumer Goods | $55,900,000 | $5,200,000 | 5.08 | 100.00% | |||
| Independent Sponsor | Industrials | $41,000,000 | $5,000,000 | 6.5 | 80.00% | 20.00% | ||
| Independent Sponsor | Transportation | $37,975,722 | $9,616,024 | 8.84 | 91.18% | 8.82% | ||
| Independent Sponsor | Food & Hospitality | $36,000,000 | $8,590,000 | 7.22 | 84.68% | 15.32% | ||
| Independent Sponsor | Industrials | $34,600,000 | $6,200,000 | 4.52 | 67.35% | 10.71% | 4.08% | 17.86% |
| Independent Sponsor | Food & Hospitality | $34,200,000 | $4,580,000 | 12.01 | 81.82% | 18.18% | ||
| Family Office | Transportation | $32,500,000 | $3,550,000 | 6.21 | 95.46% | 4.54% | ||
| Independent Sponsor | Food & Hospitality | $32,050,000 | $4,100,000 | 8.51 | 85.00% | 15.00% | ||
| Independent Sponsor | Food & Hospitality | $30,500,000 | $5,000,000 | 9.4 | 80.85% | 8.51% | 10.64% | |
| Private Equity | Industrials | $28,600,000 | $6,200,000 | 2.83 | 87.82% | 12.18% | ||
| Independent Sponsor | Industrials | $27,342,000 | $4,000,000 | 5.5 | 90.91% | 9.09% | ||
| Private Equity | Industrials | $24,200,000 | $2,900,000 | 6.21 | 75.00% | 19.44% | 5.56% | |
| Independent Sponsor | Consumer Goods | $24,170,000 | $2,600,000 | 4.62 | 70.83% | 16.67% | 12.50% | |
| Independent Sponsor | Healthcare | $23,900,000 | $4,100,000 | 9.56 | 67.35% | 9.18% | 23.47% | |
| Independent Sponsor | Industrials | $23,670,000 | $4,300,000 | 5.81 | 60.00% | 20.00% | 20.00% | |
| Search Fund | Food & Hospitality | $23,271,424 | $3,121,979 | 3.52 | 81.82% | 18.18% | ||
| Private Equity | Industrials | $22,500,000 | $3,500,000 | 3.84 | 61.35% | 22.31% | 9.30% | 7.44% |
| Search Fund | Consumer Goods | $20,300,000 | $3,300,000 | 7.58 | 80.00% | 20.00% | ||
| Private Equity | Industrials | $17,500,000 | $2,200,000 | 8.18 | 85.42% | 14.58% | ||
| Independent Sponsor | Healthcare | $17,000,000 | $10,900,000 | 2.39 | 100.00% | |||
| Search Fund | Business Services | $16,367,000 | $2,945,000 | 3.53 | 76.92% | 23.08% | ||
| Private Equity | Industrials | $16,361,300 | $6,329,398 | 6.79 | 83.72% | 16.28% | ||
| Family Office | Consumer Goods | $16,200,000 | $1,449,000 | 5.07 | 82.99% | 17.01% | ||
| Individual Investor | Transportation | $15,300,000 | $3,200,000 | 4.45 | 68.14% | 11.37% | 9.26% | 11.23% |
| Private Equity | Consumer Goods | $14,308,000 | $2,700,000 | 5.19 | 100.00% | |||
| Search Fund | Healthcare | $13,460,822 | $944,229 | 4.24 | 82.50% | 17.50% | ||
| Holding Company | Healthcare | $13,000,000 | $2,000,000 | 6 | 100.00% | |||
| Holding Company | Healthcare | $12,800,000 | $2,500,000 | 4.8 | 75.00% | 16.67% | 8.33% | |
| Family Office | Business Services | $12,760,000 | $2,800,000 | 4 | 75.00% | 25.00% | ||
| Independent Sponsor | Technology | $12,700,000 | $2,310,000 | 8.4 | 58.76% | 15.46% | 25.77% | |
| Private Equity | Business Services | $12,459,000 | $2,601,000 | 6.92 | 59.72% | 13.89% | 20.83% | 5.56% |
| Independent Sponsor | Industrials | $11,300,000 | $4,600,000 | 2.3 | 55.55% | 11.11% | 33.33% | |
| Independent Sponsor | Healthcare | $11,100,000 | $4,000,000 | 4.7 | 89.36% | 10.64% | ||
| Independent Sponsor | Healthcare | $11,000,000 | $5,800,000 | 4.17 | 74.46% | 9.00% | 16.55% | |
| Independent Sponsor | Healthcare | $11,000,000 | $5,800,000 | 4.74 | 89.09% | 10.91% | ||
| Independent Sponsor | Transportation | $10,900,000 | $1,300,000 | 16.15 | 76.19% | 23.81% | ||
| Holding Company | Business Services | $10,625,000 | $1,563,000 | 4.61 | 90.00% | 10.00% | ||
| Independent Sponsor | Consumer Goods | $9,800,000 | $1,117,231 | 6.4 | 100.00% | |||
| Family Office | Business Services | $9,700,000 | $1,800,000 | 6.53 | 53.19% | 34.04% | 12.77% | |
| Independent Sponsor | Transportation | $9,700,000 | $1,300,000 | 15.38 | 87.50% | 8.75% | 3.75% | |
| Independent Sponsor | Transportation | $9,594,702 | $2,519,471 | 2.76 | 75.00% | 25.00% | ||
| Private Equity | Food & Hospitality | $9,440,000 | $4,500,000 | 4.78 | 96.51% | 3.49% | ||
| Search Fund | Industrials | $9,303,453 | $2,300,000 | 4 | 89.13% | 10.87% | ||
| Independent Sponsor | Industrials | $9,150,000 | $2,320,000 | 4.74 | 72.73% | 18.18% | 9.09% | |
| Independent Sponsor | Financial Services | $8,900,000 | $1,200,000 | 8.33 | 76.00% | 10.00% | 14.00% | |
| Independent Sponsor | Consumer Goods | $8,735,923 | $935,968 | 5.98 | 91.07% | 8.93% | ||
| Private Equity | Industrials | $8,000,000 | $2,100,000 | 4.9 | 70.87% | 29.13% | ||
| Private Equity | Industrials | $8,000,000 | $2,500,000 | 3.75 | 37.38% | 32.04% | 30.58% | |
| Private Equity | Industrials | $7,845,645 | $851,014 | 4.11 | 100.00% | |||
| Search Fund | Business Services | $7,800,000 | $4,000,000 | 2.25 | 84.44% | 15.56% | ||
| Family Office | Industrials | $7,800,000 | $1,560,000 | 5.26 | 100.00% | |||
| Corporation | Technology | $7,230,000 | $1,800,000 | 5.11 | 84.78% | 15.22% | ||
| Search Fund | Technology | $7,230,000 | $1,800,000 | 5.23 | 70.00% | 30.00% | ||
| Independent Sponsor | Industrials | $7,000,000 | $1,900,000 | 4.54 | 76.16% | 18.84% | ||
| Corporation | Industrials | $7,000,000 | $1,000,000 | 6 | 82.50% | 8.33% | ||
| Search Fund | Food & Hospitality | $6,776,000 | $2,037,000 | 4.91 | 75.00% | 20.00% | 5.00% | |
| Family Office | Financial Services | $6,600,000 | $1,400,000 | 5.21 | 49.32% | 28.77% | 21.92% | |
| Independent Sponsor | Transportation | $6,600,000 | $3,000,000 | 8.33 | 100.00% | |||
| Holding Company | Industrials | $6,561,000 | $799,000 | 4.23 | 80.00% | 20.00% | ||
| Search Fund | Business Services | $6,300,000 | $1,800,000 | 6.67 | 77.50% | 2.92% | 19.58% | |
| Private Equity | Business Services | $6,300,000 | $1,800,000 | 6.67 | 73.33% | 16.67% | 10.00% | |
| Search Fund | Healthcare | $6,300,000 | $1,400,000 | 6.39 | 88.32% | 11.68% | ||
| Individual Investor | Transportation | $6,300,000 | $1,400,000 | 3.57 | 80.00% | 20.00% | ||
| Holding Company | Healthcare | $6,207,562 | $1,651,231 | 4.84 | 100.00% | |||
| Independent Sponsor | Financial Services | $5,920,000 | $3,320,000 | 9.94 | 83.33% | 16.67% | ||
| Private Equity | Financial Services | $5,920,000 | $3,320,000 | 8.73 | 72.41% | 10.34% | 17.24% | |
| Corporation | Business Services | $5,900,000 | $1,780,000 | 5.9 | 90.00% | 10.00% | ||
| Private Equity | Industrials | $5,600,000 | $2,000,000 | 5.5 | 90.91% | 9.09% | ||
| Holding Company | Business Services | $5,119,035 | $2,100,000 | 3.1 | 93.08% | 6.92% | ||
| Independent Sponsor | Technology | $5,000,000 | $700,000 | 14.29 | 45.00% | 25.00% | 30.00% | |
| Private Equity | Transportation | $4,797,000 | $441,000 | 4.93 | 46.02% | 25.00% | 28.98% | |
| Independent Sponsor | Technology | $4,600,000 | $1,700,000 | 7.36 | 46.20% | 8.50% | 37.80% | 7.50% |
| Private Equity | Healthcare | $4,464,396 | $1,426,216 | 6.84 | 51.00% | 49.00% | ||
| Search Fund | Business Services | $4,450,000 | $2,260,000 | 3.32 | 75.90% | 24.10% | ||
| Private Equity | Business Services | $4,380,000 | $270,000 | 14.07 | 31.58% | 52.63% | 11.84% | 3.95% |
| Search Fund | Industrials | $4,117,699 | $680,421 | 3.45 | 68.09% | 31.91% | ||
| Individual Investor | Consumer Goods | $4,055,718 | $516,928 | 3.54 | 90.00% | 10.00% | ||
| Search Fund | Industrials | $3,900,000 | $1,400,000 | 5.32 | 60.00% | 15.00% | 15.00% | 10.00% |
| Family Office | Business Services | $3,504,067 | $1,536,314 | 2.9 | 77.55% | 22.45% | ||
| Search Fund | Technology | $3,410,000 | $1,310,000 | 4.75 | 87.14% | 12.86% | ||
| Search Fund | Business Services | $3,400,000 | $1,200,000 | 4.79 | 82.61% | 17.39% | ||
| Independent Sponsor | Technology | $3,300,000 | $600,000 | 4.58 | 72.73% | 9.09% | 18.18% | |
| Individual Investor | Consumer Goods | $3,140,000 | $1,220,000 | 4.59 | 77.68% | 22.32% | ||
| Independent Sponsor | Food & Hospitality | $3,106,000 | $1,092,336 | 4.76 | 100.00% | |||
| Independent Sponsor | Healthcare | $3,020,000 | $908,000 | 3.61 | 91.60% | 8.40% | ||
| Holding Company | Technology | $2,862,914 | $520,000 | 11.02 | 59.33% | 8.72% | 53.85% | |
| Corporation | Technology | $2,800,000 | $1,600,000 | 4.14 | 60.67% | 39.33% | ||
| Individual Investor | Industrials | $2,700,000 | $800,000 | 5 | 90.00% | 10.00% | ||
| Private Equity | Industrials | $2,693,000 | $723,000 | 4.56 | 100.00% | |||
| Family Office | Business Services | $2,600,000 | $1,700,000 | 2.06 | 80.00% | 20.00% | ||
| Family Office | Transportation | $2,577,441 | $834,486 | 5.39 | 90.00% | 10.00% | ||
| Corporation | Healthcare | $2,260,000 | $560,000 | 4.31 | 77.51% | 12.44% | 10.05% | |
| Independent Sponsor | Industrials | $2,000,000 | $700,000 | 8 | 50.00% | 20.00% | 30.00% | |
| Search Fund | Transportation | $1,850,000 | $378,000 | 2.28 | 100.00% | |||
| Independent Sponsor | Technology | $1,700,000 | $1,000,000 | 6 | 83.33% | 16.67% | ||
| Holding Company | Industrials | $1,618,292 | $487,080 | 3.39 | 100.00% | |||
| Individual Investor | Food & Hospitality | $1,215,098 | $820,686 | 2.38 | 20.00% | 80.00% | ||
| Corporation | Consumer Goods | $1,125,113 | $190,495 | 7.35 | 100.00% | |||
| Individual Investor | Consumer Goods | $1,107,590 | $458,170 | 1.78 | 38.65% | 61.35% | ||
| Buyer Type | Sector |
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