KALALL said:
How often does the owner operated with the owner getting a second bite work out? We get hit up multiple times a week by PE companies and I've always wondered if it makes more sense to stay on and try to hit the big payday or get out while the getting is good.
totally depends. Here's the thing... when that money rolls into the "2nd bite" scenario, it's cash rollover. So the only way you're not getting it back (not the only way, but keeping it simple) is if the business doesn't sell, essentially, for what it was originally bought.
lots of things can change that, but all part of the negotiation (preference on who gets paid first, how much leverage is getting used, etc.). As well as how much dilution that rollover is subject to.
Here's an example...
you sell for $30mm and roll over $6mm. You should now own, effectively 20% of the business going forward. It will be diluted by management incentive plans, etc. But that's what you should own.
Say the buyers put in... $10mm equity and $14mm of debt... They still own 80% but the debt comes in front of everyone.
Fast forward down the road... yall sell together for 75mm but have taken on some more debt to grow, do some acquisitions, etc. Let's say there's now $25mm of debt.
$25mm debt gets paid off. $50mm left, you get 20% of the $50mm... so another 10. You turned the $6mm investment into 10.
many many variables to consider but unless it tanks post-close, you'll at least get your money back at the next transaction... hopefully with a decent return. It's mostly used for them to 1) not have to put as much cash in to buy the company in the first place (since you roll) and 2) keeps you onboard and incentivized to grow it.