For business owners ยท confidential

Owner Questions

Answers to the questions owners ask most. Terms are set in the LOI and may be adjusted with the first groups, then applied the same way to every group after them.

Price and payment

1
How do you figure my profit?

We start with your last 12 months of profit, then normalize items like owner salary and rent to market levels. Your accountant and ours agree on the final number.

2
Does the 3x to 5x cover the whole business?

Yes. One multiple, applied to the normalized profit of the whole operating business.

3
What happens to my real estate?

You keep it. The group leases the property from you, so your building stays a separate asset that keeps paying you rent.

4
What are my shares worth?

The share price is set on IPO day by the investors buying into the offering. You see their proposed price before you commit. If there isn't enough demand, you can walk away.

5
Why would I take mostly stock?

You don't have to. Option A pays the most cash. The higher multiples for more stock are there because we want owners who plan to stay and build the group.

6
When can I sell my shares?

Expect a lock-up of about 12 months after the IPO. After that you can sell, ideally in steady amounts over time.

7
Who pays for audits and lawyers?

We pay for the audit of the holding company and the costs of getting to the IPO. If your company needs its own audit, we can repay that cost at closing or help fund it up front.

Timing and certainty

8
What if the IPO never happens?

The LOI has a deadline and an exclusivity period. If the deadline passes, you're released, and being part of it hasn't cost you anything.

9
Is there a deposit?

No. Deposits are one reason other roll-ups ran out of cash. We pay the upfront costs of getting to the IPO, so that risk sits with us.

10
How long does this take?

Plan on 9 to 12 months. The SEC process takes about 6 months once every company has audited numbers, signed agreements and lenders lined up.

11
Who has done this before?

After you sign an LOI, we introduce you to the full team: our banker, the auditors and lawyers, and our lead investor, who has taken a company public. You meet all of them before any final agreement.

Control and operations

12
Who's my boss after closing?

A CEO runs the holding company. You meet the CEO before you commit, and that person has to earn the trust of every owner in the group.

13
What's my deal to keep running my company?

A contract of about five years, with salary, bonus and stock options tied to the group's growth.

14
Do I get a seat on the board?

Larger companies may get board representation. We set that once we know who is joining, so we aren't promising it today.

15
What happens to my people?

Your team stays. The group combines back-office work like payroll and accounting.

16
Do I have to change my systems?

No. Keep your tools and vendors until those contracts end. Over time we share what works best across the group, and you decide what to adopt.

Other groups

17
Who else is joining?

You see every company before you commit. The LOI sets the headline numbers. Once companies sign LOIs with exclusivity, we share the full list, the team and the detailed plan.

Key terms at a glance

Price3x to 5x normalized profit, last 12 months
Cash10% to 30% of the price, paid on IPO day
Real estateYou keep it and lease it to the group
DepositNone. We cover the upfront IPO costs
ExclusivitySet in the LOI, with a deadline that releases you if missed
Timeline9 to 12 months from LOI to IPO
Your roleAbout 5-year contract with salary, bonus and stock options
Lock-upAbout 12 months after the IPO

Answers reflect current plans and may change as terms are finalized. Securities review and market conditions apply. Not an offer to buy or sell securities, and no binding obligation.