MERGERS & ACQUISITIONS

M&A Advisory for Established South Florida Companies

When your company has outgrown the typical Main Street buyer, the sale calls for a different playbook: private equity groups, strategic acquirers and family offices; structured deals; and a disciplined, competitive process. John Diaz and the KW Reserve Business Brokerage team bring that process to lower middle-market Florida companies — with strict confidentiality from the first call to the closing table.

DO YOU QUALIFY?

Is Your Company an M&A Transaction?

If several of these describe your business, an M&A process will likely bring more buyers, better structure and a stronger outcome than a standard business sale:

✓Annual earnings (SDE or EBITDA) of roughly $1 million or more

✓Too large for most individual buyers to finance with a conventional or SBA loan

✓Operating in an industry that is consolidating or attracting private equity

✓Consistent growth, recurring revenue or long-term customer contracts

✓A management team that can run the business without you every day

✓You want options — a full exit, a majority sale while keeping equity, or a growth partner

Not sure? A business valuation is the best place to start.

Who Buys Companies Like Yours

Strategic acquirers — competitors, suppliers and companies expanding into Florida that can pay for synergies.

Private equity groups — buying “platform” companies to grow, or “add-ons” to join a business they already own.

Family offices & independent sponsors — patient capital, often with flexible structures and longer hold periods.

Search funds & qualified individuals — experienced operators with investor backing looking for one great company.

WHAT WE DO

Sell-Side M&A Services

One advisor manages the entire process so you can keep running the company — and keep its value intact — while the sale moves forward.

Exit Planning

Clarify your goals for price, timing, your role after the sale, your employees and your legacy, then choose the right exit path.

Valuation & Financial Recast

Normalize earnings with documented add-backs so buyers see true SDE or EBITDA — and get ahead of the buyer’s quality-of-earnings review.

Confidential Information Memorandum

A professional CIM tells your company’s story, released only to qualified buyers after they sign a non-disclosure agreement.

Targeted Buyer Outreach

Confidential outreach to strategic, private equity and family office buyers, plus BBF MLS and Keller Williams network exposure — creating competition for your company.

LOI Review & Negotiation

Compare letters of intent on more than price: cash at close, earn-outs, seller notes, rollover equity, working capital and your post-closing role.

Due Diligence & Closing

Organize the data room and coordinate your CPA, attorney and the buyer’s team through diligence, the purchase agreement and closing.

THE PROCESS

What to Expect in an M&A Sale — 10 Steps

A structured process keeps buyers competing and keeps you in control.

01

Goals & Exit Options

Full sale, majority recapitalization, partner buyout or growth capital — we define what success looks like for you.

02

Readiness Review

Financials, contracts, customer concentration, management depth and legal housekeeping — fixed before buyers find them.

03

Valuation

A market-based valuation range using comparable transactions and your recast earnings, so you know where offers should land.

04

Positioning & Marketing Materials

A blind teaser and a detailed CIM that present your company’s strengths, growth story and opportunities for a new owner.

05

Confidential Buyer Outreach

A targeted list of strategic and financial buyers is contacted confidentially; NDAs are signed before any details are shared.

06

Management Meetings

Qualified buyers meet you, ask questions and tour the operation — scheduled to protect confidentiality with your team.

07

Letters of Intent

We solicit and compare LOIs side by side — price, structure, terms, certainty of closing and fit — and help you choose.

08

Negotiation

We negotiate the final deal points that drive your net proceeds and your obligations after the sale.

09

Due Diligence

We manage the data room, deadlines and document requests while your CPA and attorney handle financial, tax and legal review.

10

Closing & Transition

Purchase agreement signed, funds wired and a transition plan in place for your employees, customers and vendors.

WHY WORK WITH JOHN DIAZ

Local Experience, Keller Williams Reach

M&A outcomes are won on preparation, competition and negotiation. John pairs 20+ years of South Florida deal-making with Keller Williams resources and a management background as a former Ford Motor Credit branch and regional manager — so he understands lenders, operations and what buyers look for in a well-run company.

20+ Years of Experience

Two decades of helping South Florida owners and buyers negotiate, structure and close transactions.

Keller Williams Network

KW Reserve Business Brokerage, part of Keller Williams, with offices in West Palm Beach, Boca Raton, Palm Beach Gardens and Coral Gables.

Business Brokers of Florida

Listings syndicated through the BBF MLS so qualified buyers across the state can find them — confidentially.

English & Español

Fully bilingual service for owners, buyers and international investors. Se habla español.

FAQ

M&A Questions Owners Ask

Many lower middle-market transactions take six to twelve months from engagement to closing. Preparation, buyer competition and how quickly diligence documents are ready all affect the timeline.

SDE (Seller’s Discretionary Earnings) adds the owner’s salary and perks back to profit and is used for owner-operated businesses. EBITDA assumes a market-rate manager is paid and is the standard measure for larger companies and private equity buyers.

No. A majority recapitalization lets you sell a controlling stake, take significant cash off the table and keep “rollover” equity that can grow with the company under its new partner.

Part of the price paid later if the business hits agreed targets after closing. Earn-outs can bridge a valuation gap, but the terms need careful negotiation — we help you weigh guaranteed cash against contingent value.

Buyers often prefer asset purchases; sellers often prefer stock sales. The choice affects taxes and liabilities on both sides, so we work alongside your CPA and attorney to structure the deal that nets you the most.

Buyers first see a blind teaser with no company name. Details are released only after a signed NDA and buyer qualification, and meetings are scheduled discreetly to protect your employees, customers and vendors.

THINKING ABOUT M&A?

Let’s Talk About Your Exit Options

Not sure if your company qualifies, or have questions about the process? Talk with John Diaz confidentially. Call (561) 448-1235 or email john@kwbusinesssales.com.