Trying to Put Together A Roll-up, Questions on Valuation & Presentation
I've started an origination platform for lower middle market M&A and private debt. For those interested I describe it more in previous posts. Purpose of this post is for guidance on valuation & how to proceed.
My model is being a buy-side advisor. I gain X% of EV for targets originated to client, no retainer. A similar firm does this for a slightly higher % and a five-figure retainer for a few mega-funds and many other PE firms & consolidators looking for mid-lower middle market targets. Performing out-reach and initial screening.
Need help valuing LMM Roofing In Ontarios. I've found 6 roofing firms in the Golden Horseshoe Region of Ontario (Niagara falls out to Northern and Eastern Suburbs of Toronto) looking to transaction. 3 are looking to retire. The other 2 are open to both buying other roofing firms or potentially partnering with private equity in a roll-up play. One is interested in being part of a roll-up, retaining some equity, then retiring in a number of years.
Of the two that are looking to buy other roofing companies one of them signed one as a client of mine the other is about to, hopefully.
Another hope is to put this together, and with no-name descriptions of the targets present this to a search fund and get them to sign as a client to earn commissions.
There is multiple arbitrage & economies of scale at play here for a PE shop to make a nice return. I know PE is very hot in the American SouthEast, in the Ontario Horseshoe region this year-6 months ago a PE backed home services consolidator entered the region. Said consolidator could be one exit opp not to mention other consolidators in roofing, strategic buyers and maybe other PE firms.
Below are the targets- All have EBITDA Margin 25-30% except B theirs is 20-25% because of their R&D spend.
Firm A: Both Commercial & Residential Family-owned ~$1.5 EBITDA
Was approached by the aforementioned home services consolidator unsure if they want to sell now. Interested in buying firm D.Open to being part of a PE Roll-up, would want to retain equity to exit later. ~30 year old.
Firm B: Metal Roofing Founder-owned ~700K EBITDA-has R&D spend & metal manufacturing capability. Interested in buying firm D also, Open to being part of a PE Roll-up, would want to retain some equity to exit later. ~20 years old.
Firm C: Residential mainly-some commercial Founder-owned 700K+ EBITDA
Open to being partially bought and then exiting later. ~20 years old.
Firm D: Commercial & Industrial Roofing Family owned looking for full exit//retirement 550K+ EBITDA. 35 years old firm. Open to a portion of VTB as well.
Firm E: Founder owned mainly residential some commercial. Founder wants to retire 800k+ EBITDA.
Firm F: Family owned-looking to retire, residential only. 550K+ EBITDA 40+ years old.
Note: C E & F are all in same service area, so C's operator would have local area knowledge. All their service areas would connect across with a fair amount of over-lap as well.
Together they would immediately become $4.8M EBITDA firm together. Three owner-operators staying on and for the three full exits there are is non-equity owning management that can get promoted/a raise with some incentive structures on pay to stay-on.
The result is diversified with metal, commercial, industrial and residential roofing and hopefully some economies of scale as well not to mention metal manufacturing. Hope it could sell for more than 5X EBITDA.
What valuation is reasonable for each target. How should I go about approaching search funds and other buyers? Excited but feel I may have bitten off more than I can chew.
Based on the highest ranked content on WSO, here's a detailed approach to valuing your targets and presenting them effectively:
Valuation of Each Target
Firm A:
Firm B:
Firm C:
Firm D:
Firm E:
Firm F:
Total Combined Valuation
Approaching Search Funds and Other Buyers
Prepare a Comprehensive Pitch:
Highlight Key Selling Points:
Target Search Funds:
Engage with PE Firms:
Initial Screening and Outreach:
Final Thoughts
By following these steps, you can effectively value your targets and present them to potential buyers, increasing your chances of a successful roll-up.
Sources: Any PE people considered leaving to pursue search fund/entrepreneurship paths?, Q&A: 1st year VC analyst (~750M AUM), 20 Most Frequently Asked Questions - London Edition, Thinking Like an Investor, Top 5 Basic Technical Questions That Will Show You the Door
I think you need to get a job
Feel free to DM, can help. Invested in a rollup strategy at my firm and currently working on launching my own self-funded rollup platform with a partner. Have experience with searchers as well.
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