I'm pulling my pants down and figuring this out in public for you all: My business acquisition journey...

A while ago I posted about our three veterinary acquisitions that we had under LOI. All of those three deals fell through. The big one had a dip in their EBITDA, and did not want to adjust the purchase price accordingly. The two smaller ones were changes of mind.

The big mistake we made - no break fees in the LOI. Luckily, we only spent around $50k in due diligence fees on these. But not having a break fee is a mistake I won't make twice.

(A break fee is a fee charged to the seller if they pull out of the deal without fair cause (i.e. us breaching the LOI)).
(LOI stands for Letter of Intent: The document that sets the high-level terms of the transaction, and the 'rules of engagement' for the DD process, where the transaction paperwork is drafted to finalise the deal.)

We literally lost a deal at the tail end of last year over this - $7m in revenue, ~$700k in profit. Great middle management and succession plans already in place. However, they couldn't stomach the break fees - which is enough of an indication for us that they're not serious enough about the deal; at least not on the currently negotiated terms.

I make mistakes. Lots of them. We've worked on the veterinary acquisitions for just over 2 years, and had all three of our deals fall apart. The industry here is small, and the sellers are very old school and sceptical. We spent 2 years on that project - and learned a lot. But had to pivot - this time going after industrial companies.

We've made more progress in the 5 months since the pivot, than we did in the two years going after vet clinics. It's the best decision I've made.

I think the second best decision I've made is to share the journey with you all - raw and authentic. I plan to continue sharing the journey as we stumble through building an industrial holding company.

It looks like we're about to do our first deal now - I'll report back on that when it's under LOI.

I also plan to write content every day, like I used to. When I was running the agency, it was a great way to attract clients - which obviously doesn't apply here.

But the unexpected by-product of creating a piece of content every day was that it forced me to stop and reflect on what we had been working on, different tactics and strategies we were building out, and how things were going. Teaching made me a better implementer, and also forced me to take a step back and get a better view on things.

So that's exactly what I'm going to do here. If you want to follow along with my HoldCo Building journey, drop a comment below - that way FB delivers you more of my content.

Catch you tomorrow. Dim Niko.

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