Equitas M&A, 1100 Burloak Drive, 3rd Floor, Burlington, ON (2026)

10/07/2026

𝗦𝘁𝗿𝗮𝘁𝗲𝗴𝗶𝗰 𝗯𝘂𝘆𝗲𝗿 𝗼𝗿 𝗳𝗶𝗻𝗮𝗻𝗰𝗶𝗮𝗹 𝗯𝘂𝘆𝗲𝗿?

The answer changes your entire outcome, and most owners don't know which one they're talking to.

A strategic buyer is usually a competitor, a supplier, a customer, or a company entering your market. They're buying your business to combine it with theirs.

They can pay more, because they see cost savings and revenue you can't capture alone. They also tend to want the customer list and the capability, not necessarily the people — and the business often disappears into theirs within eighteen months. If your name is on the building and your team's future matters to you, understand that going in.

A financial buyer — private equity, a search fund, a family office, an individual operator — is buying the cash flow. They need the business to keep running, which means they need your management team and often need you for a transition.

They may pay less at headline. But there's often more structure available: a rollover stake, a second bite at the apple when they exit, a longer runway for your people.

Neither is better. They're different transactions.

The mistake is running a process aimed at one when the other would value you more, or accepting a strategic's number without understanding that the number came with a plan for your staff you weren't told about.

Know who's across the table, and why they want it.

10/05/2026

𝗦𝗶𝗴𝗻𝗶𝗻𝗴 𝗮𝗻 𝗟𝗢𝗜 𝗳𝗲𝗲𝗹𝘀 𝗹𝗶𝗸𝗲 𝘁𝗵𝗲 𝗳𝗶𝗻𝗶𝘀𝗵 𝗹𝗶𝗻𝗲. 𝗜𝘁'𝘀 𝗰𝗹𝗼𝘀𝗲𝗿 𝘁𝗼 𝘁𝗵𝗲 𝗵𝗮𝗹𝗳𝘄𝗮𝘆 𝗺𝗮𝗿𝗸.

A meaningful share of deals that reach a signed letter of intent never close. Here's where they generally come apart, roughly in order of how often I'd expect to see it:

𝗙𝗶𝗻𝗮𝗻𝗰𝗶𝗻𝗴. The buyer's lender re-underwrites the business and the numbers don't support the debt. Common with buyers who never had a committed source of capital, only an optimistic one.

𝗗𝗶𝗹𝗶𝗴𝗲𝗻𝗰𝗲 𝘀𝘂𝗿𝗽𝗿𝗶𝘀𝗲𝘀. Not fraud. Usually housekeeping — unrecorded liabilities, a lease with no assignment right, employee classifications that don't hold up, a related-party arrangement nobody documented. Individually small. Collectively they erode buyer confidence, and confidence is what closes deals.

𝗧𝗵𝗲 𝗿𝗲𝘁𝗿𝗮𝗱𝗲. Buyer finds something, real or manufactured, and reprices at week ten when the seller is emotionally committed and has no alternative.

𝗦𝗲𝗹𝗹𝗲𝗿 𝗰𝗼𝗹𝗱 𝗳𝗲𝗲𝘁. Genuinely common, and rarely discussed. An owner gets to the final stretch and realizes they hadn't thought past the wire transfer. What am I doing Monday morning?

𝗪𝗼𝗿𝗸𝗶𝗻𝗴 𝗰𝗮𝗽𝗶𝘁𝗮𝗹. The parties agree on price and then discover they never agreed on how much cash and receivables stay in the business.

Notice how many of those are preventable months before the LOI — by getting your file clean, qualifying buyer capital early, keeping a credible second option alive, and being honest with yourself about what you actually want.

The LOI isn't the win. Closing is.

10/02/2026

𝗖𝘂𝘀𝘁𝗼𝗺𝗲𝗿 𝗰𝗼𝗻𝗰𝗲𝗻𝘁𝗿𝗮𝘁𝗶𝗼𝗻 𝗶𝘀 𝘁𝗵𝗲 𝗿𝗶𝘀𝗸 𝗺𝗼𝘀𝘁 𝗼𝘄𝗻𝗲𝗿𝘀 𝘂𝗻𝗱𝗲𝗿𝘀𝘁𝗮𝗻𝗱 𝗮𝗻𝗱 𝘀𝘁𝗶𝗹𝗹 𝘂𝗻𝗱𝗲𝗿𝗲𝘀𝘁𝗶𝗺𝗮𝘁𝗲.

You know the number. You've known it for years. "Our biggest client is about 30% of revenue, but the relationship is rock solid, we've had them fifteen years."

All true. And a buyer will still discount it, because the buyer isn't pricing your relationship. They're pricing what happens to their loan covenants if that client leaves in year two.

Roughly how it gets treated in practice:

Under 10% from any single customer. Generally a non-issue.

10–20%. Noted, discussed, usually survivable without a material hit.

20–35%. Now it's structural. Expect it to show up in terms rather than headline price — more of the purchase price sitting in an earnout or held back, so the buyer isn't carrying that risk alone.

Above 35%. This is where deals get repriced or die. Some buyers screen it out before they ever look at your financials.

What actually helps, in order of effectiveness:

1. Genuine diversification. Slow, but it's the only real fix.
2. Contracts with term and assignability, rather than purchase orders and goodwill.
3. Relationships held by your team, not only by you — so the customer isn't leaving with the founder.
4. Demonstrating that you've won and retained new accounts recently. It proves the machine works.

If your top client is north of 25%, that's a two-year project. Not a diligence conversation.

09/30/2026

𝗣𝗹𝗮𝗻𝗻𝗶𝗻𝗴 𝘁𝗼 𝘀𝗲𝗹𝗹 𝘆𝗼𝘂𝗿 𝗯𝘂𝘀𝗶𝗻𝗲𝘀𝘀 𝗻𝗲𝘅𝘁 𝘆𝗲𝗮𝗿?

If you're thinking about selling in 2027, the next 90 days matter more than anything you'll do next spring.

Here's why the calendar works against owners who wait.

A buyer evaluating your business in, say, May 2027 will want to see your completed 2026 fiscal year. That's the year that anchors the valuation. Which means the decisions you make between now and December 31 — how you take compensation, what you expense, what you capitalize, whether you defer revenue or pull it forward — are being made right now, in the year a buyer will scrutinize hardest.

Most owners don't think about it that way. They run Q4 the way they always have, optimizing for tax, and then eighteen months later they're explaining to a buyer's accountant why the last full year looks softer than the two before it.

What I'd be doing in Q4 if a 2027 exit is realistic:

- Decide now whether tax minimization or a clean presentation of earnings matters more this year. You generally can't have both.
- Document every add-back as it happens, not from memory in a diligence room.
- Get your year-end close timeline down. If statements take four months, that's four months of dead air in a live process.
- Have the honest valuation conversation before you build the plan around a number you hope is true.

None of this requires you to commit to selling. It just keeps the option open at full value.

09/28/2026

𝗥𝗲𝘁𝗶𝗿𝗲𝗺𝗲𝗻𝘁 𝗣𝗹𝗮𝗻𝗻𝗲𝗿

Diligence is where deals die. Almost always for reasons that were fixable eighteen months earlier.

If you're planning an exit inside the next three years, here's what I'd want cleaned up now, while there's no buyer watching:

Financial statements. Consistent basis, year over year, reviewed at minimum. If your fiscal year-end reporting takes four months, fix that first.

Add-backs documented as you go. Every personal expense running through the business needs a paper trail. "Trust me, that was my vehicle" is not an add-back a buyer's accountant will accept.

Related-party transactions identified. Rent paid to a holdco you own, family on payroll, loans to or from shareholders. All normal. All need to be visible and explainable.

Contracts in writing and assignable. Verbal arrangements with key customers or suppliers are worth close to nothing in a change-of-control analysis.

Lease reviewed for assignment and term. A short remaining term with no renewal right is a live risk to the deal, and it takes time to renegotiate from a position of strength.

Equipment, inventory, and receivables reconciled to the books. Stale inventory and uncollectible AR found by a buyer become a price reduction. Found by you, they become housekeeping.

None of this is difficult. It's just work that has to happen before the pressure is on.

09/25/2026

"𝗧𝗵𝗲𝘆 𝗮𝘀𝗸𝗲𝗱 𝗳𝗼𝗿 𝗼𝘂𝗿 𝗳𝗶𝗻𝗮𝗻𝗰𝗶𝗮𝗹𝘀. 𝗜𝘁 𝘀𝗲𝗲𝗺𝗲𝗱 𝗿𝗲𝗮𝘀𝗼𝗻𝗮𝗯𝗹𝗲 — 𝘁𝗵𝗲𝘆'𝗿𝗲 𝘀𝗲𝗿𝗶𝗼𝘂𝘀 𝗯𝘂𝘆𝗲𝗿𝘀."

Before any financial information leaves your business, you want three things in place:

A signed NDA that actually protects you. Not the buyer's standard form, unamended. Pay attention to the definition of confidential information, the term, whether it survives, non-solicitation of your employees and customers, and what happens to your material if talks end.

A staged disclosure plan. Buyers don't need everything on day one. High-level financials and a blind profile first. Detailed customer data, contracts, and employee information come much later, and only to a buyer who has demonstrated capacity and intent.

Verification that the buyer can actually close. Strategic buyer or financial? Where is the equity coming from? Have they closed a transaction before? A buyer with no proven funding path costs you months and a great deal of confidential information.

The particular risk with a competitor who approaches you directly: sometimes the acquisition interest is real. Sometimes the objective is a look inside your business — your margins, your customer list, your pricing.

Once they've seen it, there's no remedy that gives you back what they now know.

Control the information. Always.

09/23/2026

𝗙𝗼𝗿 𝘁𝗵𝗲 𝗽𝗿𝗼𝗳𝗲𝘀𝘀𝗶𝗼𝗻𝗮𝗹 𝗮𝗱𝘃𝗶𝘀𝗼𝗿𝘀 𝘄𝗵𝗼 𝘀𝗲𝗻𝗱 𝗺𝗲 𝘄𝗼𝗿𝗸 — 𝘁𝗵𝗿𝗲𝗲 𝗺𝗼𝗺𝗲𝗻𝘁𝘀 𝘄𝗵𝗲𝗿𝗲 𝗮 𝗰𝗮𝗹𝗹 𝗯𝗲𝗳𝗼𝗿𝗲 𝘁𝗵𝗲 𝗳𝗮𝗰𝘁 𝘀𝗮𝘃𝗲𝘀 𝘆𝗼𝘂𝗿 𝗰𝗹𝗶𝗲𝗻𝘁 𝗿𝗲𝗮𝗹 𝗺𝗼𝗻𝗲𝘆.

1. Before they respond to an approach. The first substantive reply to an unsolicited buyer sets the anchor. Once a seller has floated a number or shared financials, both are very hard to walk back. A thirty-minute call before that reply is the highest-leverage half hour in the entire process.

2. Before a major structural decision. Estate freezes, holdco reorganizations, how compensation is taken, whether to purify for the LCGE — these are your domain, not mine. But they're much easier to get right when there's a realistic view of what the business would actually transact for and on what timeline. A tax plan built on an aspirational number creates work for everyone later.

3. Before they tell anyone internally. Confidentiality discipline in a sale process is unglamorous and absolutely critical. Once staff, customers, or suppliers believe a sale is coming, the business starts to change under the seller's feet. There's a right sequence for who learns what, and when.

I don't need to be engaged to be useful in any of those three moments. Happy to take the call, give the honest read, and step back if it isn't the right time.

09/21/2026

𝗥𝗲𝘁𝗶𝗿𝗲𝗺𝗲𝗻𝘁 𝗣𝗹𝗮𝗻𝗻𝗲𝗿

A quick test, and I'd encourage you to answer it honestly.

If you were unreachable for six weeks — no phone, no email, genuinely gone — what would be broken when you came back?

Owner dependency is the single most common reason a good business gets a mediocre price. And it's the hardest one to fix quickly, which is why it needs to be addressed years before a sale, not months.

The specific questions a buyer will ask:

- Who holds the key customer relationships? If the answer is "me," the buyer is pricing in the risk that those customers leave with you.
- Who sets pricing and approves exceptions?
- Who does the estimating or the technical work that wins jobs?
- Is anything critical stored only in your head — supplier terms, historical context, informal arrangements?
- Would your top three people stay through a transition, and is there anything in writing that makes that likely?

Every "me" in that list is a deduction. Not always to the headline number — sometimes to structure instead, in the form of a longer transition period, a bigger earnout, or more money held back.

The fix isn't complicated. It's just slow. Document, delegate, and then genuinely step back far enough to find out whether it worked.

Do that for two years and you're selling a business. Skip it and you're selling a job.

09/18/2026

𝗧𝗵𝗲 𝗵𝗲𝗮𝗱𝗹𝗶𝗻𝗲 𝗽𝗿𝗶𝗰𝗲 𝗶𝘀 𝗻𝗼𝘁 𝘁𝗵𝗲 𝗱𝗲𝗮𝗹.

I've seen owners accept a lower headline number and walk away with more money, and accept a higher one and walk away with less. The difference sits in terms that don't make it into the handshake conversation.

Things I'd want you looking at before you get excited about a number:

Cash at close vs. paper. How much is actually wired on closing day? A vendor take-back or earnout is not the same money as cash.

Earnout mechanics. Who controls the business during the earnout period? What happens if the buyer changes the sales strategy, or allocates corporate overhead into your division? If you don't control the levers, you don't control the outcome.

Working capital peg. This one quietly moves hundreds of thousands of dollars and most sellers have never heard of it before diligence. How is normalized working capital calculated, and over what period?

Escrow and holdback. How much, for how long, and what releases it?

Indemnity caps and survival periods. What are you still on the hook for two years after you've left?

Non-compete scope. Geography, duration, and definition of "competing." I've seen definitions broad enough to prevent an owner from consulting in their own industry.

Any one of these can be worth more than a half-turn of multiple.

09/16/2026

𝗧𝗵𝗲𝗿𝗲'𝘀 𝗮 𝗹𝗼𝘁 𝗼𝗳 𝗰𝗼𝗻𝗳𝘂𝘀𝗶𝗼𝗻 𝗮𝗯𝗼𝘂𝘁 𝘄𝗵𝗮𝘁 𝗮 𝘃𝗮𝗹𝘂𝗮𝘁𝗶𝗼𝗻 𝗮𝗰𝘁𝘂𝗮𝗹𝗹𝘆 𝗶𝘀, 𝘀𝗼 𝗹𝗲𝘁 𝗺𝗲 𝗯𝗲 𝗽𝗿𝗲𝗰𝗶𝘀𝗲 𝗮𝗯𝗼𝘂𝘁 𝘁𝗵𝗲 𝘁𝗵𝗿𝗲𝗲 𝘁𝗵𝗶𝗻𝗴𝘀 𝗽𝗲𝗼𝗽𝗹𝗲 𝗺𝗶𝘅 𝘂𝗽.

A Broker Market Value Assessment (MVA) is what I prepare. It's a market-facing view of what a business would likely transact for, based on cash flow, comparable transactions, buyer appetite, and deal structure in the current market. It's built to inform a real-world decision about whether and when to go to market.

A formal valuation — the kind prepared by a CBV for litigation, tax, or shareholder disputes — is a different instrument entirely. Higher cost, longer timeline, different standard, different purpose. If you need one, you need one, and I'll tell you.

An online calculator that multiplies your EBITDA by an industry average is not a valuation. It's a lead magnet. Sometimes it's mine. It still isn't a valuation.

Where owners get hurt is using the third one to make a decision that required the first.

An industry multiple tells you what businesses in your sector have traded for on average. It tells you nothing about your customer concentration, your owner dependency, your lease, your capex cycle, or whether the two buyers most likely to want your business are currently acquiring.

Those are the things that move your number. Not the average.

Equitas M&A

10/07/2026

10/05/2026

10/02/2026

09/30/2026

09/28/2026

09/25/2026

09/23/2026

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