Mid-Market M&A Handbook

The Concept of Multiples Expansion: How [Most] Private Equity Works

When contemplating the sale of your business, you might find yourself approached by private equity firms looking to consolidate and expand within your industry. Understanding their investment strategy can be crucial to maximizing your sale terms. One of the key strategies employed by private equity is known as multiples expansion. Here, I’ll break down what multiples expansion entails, how it works, and why it’s such a popular approach in the private equity sector.

Introduction to Multiples Expansion

Multiples expansion is a fundamental strategy in private equity, especially when it comes to industry aggregation. When private equity firms acquire smaller companies and combine them, they aim to increase the overall valuation multiple of the aggregated entity. This concept revolves around the idea that larger companies typically command higher valuation multiples compared to smaller ones.

Understanding EBITDA Multiples

To grasp multiples expansion, it’s essential to understand EBITDA (Earnings Before Interest, Taxes, Depreciation, and Amortization) multiples. Companies are often valued based on their EBITDA, and these multiples vary depending on the size of the company. For instance, a company with an EBITDA of $500,000 to $1 million might sell for four to seven times its EBITDA. In contrast, a company with an EBITDA of $1 million to $2 million might sell for five to eight times EBITDA. As the EBITDA increases, so does the valuation multiple.

Illustrating Multiples Expansion

Consider a private equity firm that buys several smaller companies, each generating $1 million in EBITDA. Individually, these companies might sell for six times their EBITDA, equating to a $6 million valuation each. If the firm acquires ten such companies, they would collectively generate $10 million in EBITDA. However, a single company with $10 million in EBITDA might sell for ten times its EBITDA, resulting in a $100 million valuation for the aggregated entity.

The magic of multiples expansion lies in this aggregation. The firm initially spends $60 million to buy ten companies, but the consolidated entity’s value jumps to $100 million. This significant increase in valuation multiple from six to ten demonstrates how effective multiples expansion can be.

Important Factors To Consider

Integration and Synergies

Achieving multiples expansion isn’t just about buying and combining companies. Successful integration is critical. Private equity firms look for revenue synergies and cost-saving opportunities that arise from combining operations. For example, by eliminating redundancies and leveraging combined sales efforts, the aggregated entity might increase its EBITDA from $10 million to $12 million. If this enhanced EBITDA trades at the same multiple, the new valuation would be $120 million.

Operational Challenges

Integrating multiple companies isn’t without challenges. It requires cohesive planning and execution to ensure that the combined entity operates smoothly. Merging different company cultures, systems, and processes can be complex, but when done correctly, it significantly enhances the value created through multiples expansion.

Implications for Sellers

As a business owner considering selling to private equity, understanding multiples expansion is vital. Knowing that the private equity firm aims to aggregate and enhance value through higher multiples can help you negotiate better terms. It’s crucial to recognize the potential future value of your business in the hands of an aggregator. This awareness allows you to push for a sale price closer to what the aggregated entity might be worth.

When negotiating with private equity, the goal is to get the highest possible multiple for your business, ideally approaching the multiple the private equity firm expects for the consolidated entity. By doing so, you ensure that you capture more of the value created through the multiples expansion strategy.

Conclusion

Multiples expansion is a key strategy in private equity, particularly within the middle market. By acquiring and combining smaller companies, private equity firms can significantly increase the valuation multiples of the aggregated entity. This strategy involves careful integration and realization of synergies to maximize value.

Understanding this concept allows you to better navigate negotiations with private equity firms, ensuring that you secure the best possible terms for your business. The goal is to align your sale multiple as closely as possible with the expected exit multiple of the aggregated entity, maximizing your value from the transaction.

Keep this strategy in mind as you contemplate your next steps in selling your business. Understanding how private equity operates can give you a significant advantage, allowing you to make informed decisions and achieve the best outcomes for your business.