Mechanics of Money

How to Structure a Business Acquisition (M&A Deal Mechanics) | Acquisitions & Asphalt

Sam Silverman | Silverman Capital Season 1 Episode 3

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0:00 | 40:25

Retail buyers fight to the death over the multiple. Institutional buyers obsess over the deal structure.

In episode 3 of the Acquisitions & Asphalt series, Sam Silverman and Chris Wirthlin explain why the price you pay for a company matters far less than the terms you dictate. 

They break down the five structural levers that actually determine if an M&A deal survives its first year, and share the exact capital stacks behind their latest multi-million dollar acquisitions.

They cover:

  • Why buying a business based only on the EBITDA multiple is a trap
  • The 5 critical levers of M&A: Debt, Earn-outs, Seller Carries, Investor Capital, and Working Capital
  • The reality of SBA loans vs. Regional Banks, and why credit agreements matter
  • Why they avoid earn-outs in blue-collar businesses (and what they use instead)
  • The "Working Capital Trap" that secretly raises your purchase price after closing
  • How a seller tried to pass off broken, painted equipment as operational assets
  • Real deal breakdowns: The exact math and leverage used to fund their Texas and new $12M acquisitions
  • Q&A: How to negotiate a 0% interest seller note, deal sizing, and off-market sourcing

This is a weekly series. New episodes every Tuesday.

Learn more about Silverman Capital: https://silvermancapital.co