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The Winning LOI [Vol. 5, Issue 22, No. 98]

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In today’s issue, we review the winning LOI for an IT management and technology services company that has been in business for nearly 30 years.

When the deal was confidentially brought to market via Axial in Q2 2025, the business reported revenue of $6M-$7M and EBITDA of $1M-$2M.

A corporation with more than 15 prior acquisitions executed the winning LOI 59 days after pursuit. The offer was structured as 100% cash at close, and the transaction closed 126 days later.

See below for Winning LOI #98’s anonymized data ⬇️

The Deal
Deal TypeChange of Control
Revenue Range (TTM)$6M - $7M
EBITDA Range (TTM)$1M - $1.5M
EBITDA Margin Range15% - 20%
Key IndustriesTechnology
In-Market DateQ2 2025

Axial Deal Data
Recommendations*594
Recipients*594
# of Pursuits*46
Deal Pursuit Rate*7.74%
Winning LOI Pursuit to LOI Executed59 Days
Winning LOI Executed to Deal Closed126 Days

The LOI
Total Transaction Value$8M - $10M
EBITDA Multiple Range (TTM)7x - 7.25x
Exclusivity90
Structure
➡️ Cash100% of TEV
➡️ Rollover Equity
➡️ Seller Note
➡️ Earnout

Axial Sell-Side Member Data
Member TypeM&A Advisory Firm
Total Deals Marketed on Axial136
Average Annual Deals Marketed9
Average Revenue of Deals$4,455,824
Average EBITDA of Deals$911,386

Axial Buyside Member Data
Member TypeCorporation
Number of Acquisitions15+
Buyside Pursuit Rate*3.6%
Buyer Responsiveness Rate*89.22%


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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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