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The Winning LOI [Vol. 4, Issue 18, No. 70]

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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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In today’s issue, we review the LOI for a company that provides revenue collection support services, leveraging outreach and tracking methods to help clients recover outstanding obligations. When the deal confidentially went to market via Axial in Q1 2025, the business reported a revenue range of $6M–$8M and an EBITDA range of $3M–$4M, resulting in an EBITDA margin of 50%–55%.

The LOI was structured as a 100% cash TEV deal with 87% delivered at closing and 13% held back to secure any indemnification obligations of the seller. Of the holdback, 50% is released on the one-year anniversary of closing, with the remainder released at eighteen months, in each case net of any claims.

See below for Winning LOI #70’s anonymized data ⬇️

The Deal
Deal TypeChange of Control
Revenue Range (TTM)$6M - $8M
EBITDA Range (TTM)$3M - $4M
EBITDA Margin Range50% - 55%
Key IndustriesBusiness Services
In-Market DateQ1 2024

Axial Deal Data
Recommendations*528
Recipients*528
# of Pursuits*66
Deal Pursuit Rate*12.50%
Winning LOI Pursuit to LOI Executed54 Days
Winning LOI Executed to Deal Closed129 Days

The LOI
Total Transaction Value$15M - $18M
EBITDA Multiple Range (TTM)4.5x - 5x
Exclusivity90 Days
Structure
➡️ Cash100% of TEV
➡️ Rollover Equity
➡️ Seller Note
➡️ Earnout

Axial Sell-Side Member Data
Member TypeBusiness Broker
Total Deals Marketed on Axial1,126
Average Annual Deals Marketed70
Average Revenue of Deals$1,962,571
Average EBITDA of Deals$523,512

Axial Buyside Member Data
Member TypeFamily Office
Number of Acquisitions10
Buyside Pursuit Rate*11.87%
Buyer Responsiveness Rate*68.69%


Valuation Calculator

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Definitions: 

*Recommendations: 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, also known as a “buyer match.”

*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 buyside 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.


Axial is the trusted deal platform serving the lower middle market ($2.5-$250M TEV).

Over 3,500 advisory firms and 3,000 corporate and financial buyers have joined Axial to efficiently connect with relevant capital partners, source actionable deals, and build new relationships.

Visit the Member Closed Deals page to see selected transactions that have been sourced and closed via Axial.

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