🦗

buy side PE - how to buy a business

May 19, 2025

Buying a Pest Control Business

Introduction

  • Potomac averages 50-60 transactions per year globally.
  • Focus is on sell-side advisory, but often asked about buy-side of M&A.
  • Key discussion: how to value and buy a pest control business.

Strategy for Acquisition

  • Reasons for Buying
    • Add-on acquisition to increase density in current market.
    • Entering a new market.
  • Common Problems
    • Misunderstanding value compared to big players like Rollins or Terminix.
    • Importance of conservative valuation.

Opportunistic vs. Formal M&A Program

  • Opportunistic Acquisitions
    • Opportunity arises due to unforeseen events (e.g., someone retiring).
  • Formal Acquisition Program
    • Intentional growth strategy involving sourcing and executing deals.

Valuation Considerations

  • Initial Steps
    • Sit down with seller to understand business compatibility.
    • Assess services, service frequency, and employee fit.
  • Valuation Metrics
    • Avoid focusing solely on transaction multiples.
    • Consider fair market value and investment value.
  • Fair Market vs. Investment Value
    • Fair market value: worth to current shareholders.
    • Investment value: worth to the acquirer.

Financial Assessment

  • Normalize P&L
    • Consider actual owner compensation.
    • Use historical financials with focus on trailing 12 months.
  • Depreciation and Cash Flow
    • Depreciation as proxy for maintenance capex.
    • Focus on pre-tax earnings.

Projecting and Analyzing Returns

  • Internal Rate of Return (IRR)
    • Calculate IRR over a five-year period.
    • Determine personal hurdle rate for returns.
  • Synergy Considerations
    • Hard synergies: cost savings from combining operations.
    • Soft synergies: cross-sell opportunities and capability acquisitions.

Offer and Negotiation

  • Control the Process
    • Anchor offers low, do not ask the seller's price first.
  • Deal Structure
    • Typical deals involve 80-100% cash at closing.
    • Include contingencies based on future performance.

Due Diligence

  • Diligence Steps
    • Tax returns, internal financial statements, lien searches.
    • Interviews with key employees and stakeholders.
  • Legal Considerations
    • Ensure legal advice from a competent, modern attorney.

Market Considerations

  • Current Market Outlook
    • 2022 not ideal for buying due to economic factors.
    • Expect better opportunities in 6-12 months.

Conclusion

  • Be patient and focus on strategic fit and valuation.
  • Subscribe to resources like Potomac TV and the Boardroom Buzz for further insights.

Note: This is a comprehensive guide on buying a pest control business, with strategies for evaluation, financial consideration, and dealing with the market dynamics.