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The Winning LOI [Vol. 2, Issue 13, No. 16]


This is Issue #16 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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Sponsorship inquiries: [email protected]

In this issue, we look into the M&A valuation data and key deal terms of an Employment Services Company. The deal was confidentially sourced via Axial in Q2 of 2021, spending 53 days in market before the Winning LOI was executed by an individual investor. The exclusivity term in the LOI was 60 days with the deal ultimately taking 335 days to close after the Winning LOI was executed.

Looking to exit in Employment Services? Find an advisor you can trust.

See below for Winning LOI #16’s anonymized data ⬇️

The Deal
Deal TypeChange of Control
Revenue Range (TTM)$5.5M - $6M
EBITDA Range (TTM)$1.75M - $2M
EBITDA Margin Range30% - 35%
Key IndustriesBusiness Services
In-Market DateQ3 2021

Axial Deal Data
# of Pursuits*12
Deal Pursuit Rate*8.28%
Winning LOI Pursuit to LOI Executed50 Days
Winning LOI Executed to Deal Closed335 Days

Total Enterprise Value Range$12M - $12.5M
EBITDA Multiple Range (TTM) 3 - 3.25x
Exclusivity60 Days
➡️ Cash88% of TEV
➡️ Seller Note12% of TEV
➡️ Earnout
Noteworthy Elements of the LOISeller Training: The Seller will provide two months of training after Closing (unpaid), upon the completion of training the Seller will be available for 3 months as needed as an agreed upon rate.

Axial Sell-Side Member Data
Member TypeBusiness Broker
Total Deals Marketed on Axial597
Average Annual Deals Marketed51
Average Revenue of Deals$5,358,837
Average EBITDA of Deals$936,029

Axial Buyside Member Data
Member TypeIndividual Investor
Number of Acquisitions1
Buyside Pursuit Rate*15.06%
Buyer Responsiveness Rate*84.56%


*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.

*Axial Closer: An “Axial Closer” is defined as any buyside or sell-side member firm who has a verified closed deal that was both marketed and sourced via Axial.

*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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