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The Winning LOI [Vol. 2, Issue 19, No. 22]

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Welcome to the latest issue of The Winning LOI, the Axial newsletter that anonymously reveals small business M&A valuation data and certain key deal terms associated with winning LOIs.

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Today we’re reviewing the winning LOI for a Food & Hospitality company that reported a revenue range of $5M – $5.5M and EBITDA range of $750K – $1M when the deal confidentially went to market via Axial. The deal was in market for nearly 400 days, and it was under LOI for 89 days before successfully closing.

We took a look at the deal activity for food businesses on the Axial platform over the last 12 months. Here’s the breakdown:

Looking to exit in Food & Hospitality? Find an advisor you can trust.

See below for Winning LOI #22’s anonymized data ⬇️


The Deal
Deal TypeChange of Control
Revenue Range (TTM)$5M - $5.5M
EBITDA Range (TTM)$750K - $1M
EBITDA Margin Range16% - 17%
Key IndustriesFood & Hospitality
In-Market DateQ4 2019

Axial Deal Data
Recommendations*35
Recipients*35
# of Pursuits*10
Deal Pursuit Rate*28.57%
Winning LOI Pursuit to LOI Executed142 Days
Winning LOI Executed to Deal Closed89 Days

The LOI
Total Enterprise Value Range$2.5M - $3M
EBITDA Multiple Range (TTM) 2.75x - 3x
Exclusivity75 Days
Structure
➡️ Cash100% Equity Transaction
➡️ Rollover Equity
➡️ Seller Note
➡️ Earnout
Noteworthy Elements of the LOIThe Seller's PPP loan will not be assumed debt by the Buyer.

Axial Sell-Side Member Data
Member TypeM&A Advisory Firm
Total Deals Marketed on Axial44
Average Annual Deals Marketed5
Average Revenue of Deals$5,472,047
Average EBITDA of Deals$902,884

Axial Buyside Member Data
Member TypeIndependent Sponsor
Number of Acquisitions1
Buyside Pursuit Rate*9.17%
Buyer Responsiveness Rate*85.63%


Definitions: 

*Buyside Recommendation: Axial sell-side members receive a matching set of buyside members for every deal they manage via Axial. A buyside recommendation refers to a specific buyside Axial member who matches a particular deal.

*Recipient: A recipient is a buyside member who has been granted access by an Axial sell-side member to review a particular deal.

*Pursuit: Axial buyside members express initial interest in a deal by clicking “Pursue”, after which they can access and sign the NDA.

*Deal Pursuit Rate: The deal “Pursuit Rate” is defined as the number of times a particular deal is pursued by unique buyside members (i.e. the buyer shows explicit interest in exploring the deal) divided by the total number of buy-side firms invited to evaluate the deal

*Buyside Pursuit Rate: The buyside “Pursuit Rate” is defined as the number of deals pursued by a particular buyer throughout an entire Axial membership term, divided by the total number of deals sourced during the same timeframe.

*Buyside Responsiveness Rate: The buyside “Responsiveness Rate” is defined as the rate at which a member responds to teaser shares within 5 days. The calculation initiates when a member has a minimum of 10 teasers and is calculated based on the member’s last 100 teasers received.


Disclosures: All data presented in The Winning LOI is anonymized to respect and protect the confidentiality of Axial members and their transactions. Data is provided to Axial by Axial members in accordance with the Axial Member Terms of Service. Axial has endeavored to present data accurately, but Axial does not and cannot fully verify the accuracy of the presented information. Information contained in The Winning LOI is for informational purposes only, and does not represent investment advice or recommendations of any kind.

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