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We Acquire Profitable Businesses.
Acquisitions:
We are an agnostic financial private equity firm seeking the acquisition or equity financing of profitable, established businesses in the USA. As an agnostic acquirer and financier we will look at almost any industry.
Phase 1 -
We shall offer full asking price supported by up to 5X EBITDA/profit. Our LOI is NON-binding. Full terms of any acquisition will be set forth in the Conditional Stock Purchase Agreement. We initially require 100% seller financing.
Phase 2 -
As the new owner we will apply for and receive bank financing within 90 days. Seller will receive 70% of the bank financing and receive a promissory note from ACI for 30% for up to 5 years. If we do not acquire bank financing within 90 days full ownership reverts back to the seller. During the financing period if the seller stays to manage the business the seller will retain 100% of the profit. If the seller vacates during the financing period we will receive 10% to 20% of the monthly profit for the duration of the financing period for managing the business. If we are unable to acquire financing within 90 days and the seller has vacated we will continue to manage the business and split the profits equally for an additional 90 days. If the business is deemed unlendable the seller will decide whether they want the business to revert back to them or whether they want to continue receiving half of the profit until debt or equity financing is in place or until their asking price is met via profit sharing.
ACI will pay the business broker fee based on the full sale price (If applicable).
INITIAL DUE DILIGENCE QUESTIONS:
- PRICE? (NO BIDDING OR STALKING HORSES. NO PRICE: NOT INTERESTED)
- GROSS?
- EBITDA?
- Owners staying or going? We like if owner stays as we are absentee owners but owners staying is not necessary.
- Why selling?
- Are they absentee owners?
- Can any of the employees run the business? We will give the key employees 5%-10% equity and the rest of the employees share in an equity pool of 5%-10%.
- How many employees FT/PT, contractors FT/PT?
- Current Debt? Liabilities?
- Cash on hand?
- Real Estate? If yes - We prefer lease to own for 5 years. If yes - Value? Mortgage Balance? Assumable mortgage?
PROCEDURE:
-NDA
-CIM
-PRELIMINARY LOI NON BINDING
-DUE DILIGENCE DOCS:
LAST 3 YEARS TAX RETURNS
LAST 3 YEARS FINANCIALS
YTD
LAST 12 MONTHS BANK STATEMENTS
CURRENT SERVICE CONTRACTS
A/R REPORT
-INITIAL BOARD VOTE
-REVISED LOI NON BINDING
-PSA
-CLOSE
-BANK FINANCING