We are an agnostic financial private equity firm seeking the acquisition of businesses in the USA. As an agnostic acquirer we will look at any industry.
PREFERRED INDUSTRIES:
- Recession Proof
- Healthcare
- Education
- Utilities
- Government contracts
RESTRICTED INDUSTRIES:
- Crypto
- Cannabis
- Seasonal
- Cemetaries/Crematoriums/Funeral Homes
- Weapons
ACQUISITION STRUCTURES:
*** GENERAL BUSINESS ACQUISITION STRUCTURE (Less than $5MM EBITDA):
- Offer: 133% of full asking price in return for 100% seller financing. If we do not receive bank financing within 90 days the ownership of the business reverts back to the seller.
- Our LOI is NON BINDING so the seller may entertain other offers
- ACI will pay the broker fee (If applicable)
- Optional: 3 month Management Services agreement: https://armsteadcapital.com/management-services
- 50% monthly profit split until bank financing (1/3rd if introduced by a broker until the broker is fully compensated)
- Seller will receive 60% of the bank financing and receive a 40% seller note due in 5years
- Benefits:
* 133% of asking price
* Cash on hand used as down payment
* Equity rollover
* Equity retention
* 5 year seller note at 5% interest
* Earnout
* Board of Directors seat and equity of subsidiary on all like industry specific acquisitions
*** ACQUISITION STRUCTURE FOR MINIMUM $5MM EBITDA BUSINESSES:
- Offer: 133% OF full asking price ($20MM Maximum)
- Maximum 4x multiple
- Maximum $20MM Gross
- Our LOI is NON BINDING so the seller may entertain other offers
- Optional: 3 month Management Services agreement: https://armsteadcapital.com/management-services
- No: real estate, oil & gas, or specialized
- Benefits:
* 133% of asking price
* Cash on hand used as down payment
* Equity rollover
* Equity retention
* 5 year seller note at 5% interest
* Earnout
* Board of Directors seat and equity of subsidiary on all like industry specific acquisitions
*** CLOSED BUSINESS ACQUISITION STRUCTURE:
- If not operating: Seller must pay restart costs (including broker fee if applicable)
- Once the business is up and running at full capacity we will pay off the seller immediately via bank financing.
- The seller will receive 60% of the sale price and receive a 40% seller note. The proceeds of the bank financing will not include working capital and/or line of credit. If the proceeds of rhe bank financing (not including working capital and/or line of credit) is less than 60% of the sale price the balance of the 60% is paid from a TBD portion of the monthly profit or as part of the seller note.
*** HOTEL ACQUISITION STRUCTURE
- Offer: Full asking price
- Minimum 100 Keys (Exception for high end boutique hotels and unique properties)
- No rural
- Flag or Independent
- Minimum 6% cap rate
*** SaaS ACQUISITION STRUCTURE:
- Minimum $1MM - $2MM EBITDA
- Our LOI is NON BINDING so the seller may entertain other offers
*** E-Commerce ACQUISITION STRUCTURE:
- Offer: 200% of asking price
- Our LOI is NON BINDING so the seller may entertain other offers
- 100% Seller Financing
- 50% monthly profit split up to sale price
- ACI will pay the broker fee (If applicable)
INITIAL DUE DILIGENCE QUESTIONS:
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
-FINANCING APPROVAL
-SELLER CONFERENCE CALL
-NON BINDING PSA
-SITE VISIT
-FINAL BOARD VOTE
-FINAL BINDING PSA
-CLOSE
401 1st Avenue, New York, New York 10010, United States
TEL 718.328.8403 EMAIL info@ArmsteadCapital.com 401 1st Avenue New York, NY 10010
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