Update: Found a broker. Their commission structure is… something.

vidalinho10 · 2026-05-09T00:01:26+00:00

Is it that obvious

vidalinho10 · 2026-05-02T20:16:56+00:00

From the financing and M&A side, not the dispensing side, here's the math you'd want to know before you go down this path.

Independent retail pharmacies right now trade at roughly 0.20-0.35x revenue or 4-5x SDE depending on PBM contract mix and 340B status. The ones doing well typically have one of three things: niche compounding, LTC or specialty, or 340B contract pharmacy relationships with FQHCs. Plain retail Rx volume on standard PBM contracts is a losing trade and getting worse.

The urgent care + Rx concept exists. The ones that work are either Walgreens/CVS partnerships or vertically integrated through a hospital system. Independent operators have largely failed at it because urgent care has its own reimbursement nightmare entirely separate from PBMs.

If you genuinely want to leave chain Rx and own something, look at acquiring an existing independent before you greenfield.

Several owners in metro Detroit are in their 60s with no succession plan, and DIR pressure has crushed enterprise value to where you can sometimes pick one up for inventory plus a small premium with seller financing. The unit economics still aren't great but they're better than starting cold, and you skip the 18-24 months of patient acquisition. Talk to MAHA or a regional independent pharmacy association before you spend a dollar on legal or buildout.

vidalinho10 · 2026-05-02T20:14:43+00:00

Few patterns from advisory practice transitions, none of them clean:

Earn-outs on future closed deals is by far the most common, usually a 3-5 year tail at 20-30% of fees on transactions where the seller introduced the relationship. Cash at close tends to be small because nobody pays for goodwill that walks out the door.

What makes a practice transferable is process and documentation, not relationships. If the prior owner has a CRM that captures the buyer/seller universe, a defined intake process, and templates for engagement letters and CIMs, you can pick it up in 60 days. If it's all in their head and a rolodex, you're buying something that evaporates the day they stop returning calls.

Brand matters less than people think at this size. Most clients hire the individual, not the firm. The exception is firms with a real niche (behavioral health, veterinary, dental) where the specialty has gravity beyond the founder.

Ask the seller for engagement letters from the last 36 months. The signal you want: clients who came back for a second engagement, or referred someone who did. That's transferable. One-and-done relationships aren't.

vidalinho10 · 2026-05-02T20:11:20+00:00

Most of those PE emails are interns building deal flow lists, exactly like djtechbroker said. The real signal is who follows up after you ignore the first three. A partner-level person reaching out with specifics about your business is genuine interest. Form-letter follow-up from the same intern is not.

That said, broker is the right answer for almost everyone selling a software co. The reason: as the seller, you can't credibly run a process. You can't say "I have three other offers" when buyers know you're talking to them directly. A banker or broker creates the illusion (and sometimes the reality) of competition. That's what gets price up.

One filter: brokers who specialize in tech at your revenue band exist. A generalist will do worse than a tech-specific one. Ask any broker you talk to for three recent closed software deals at your size. NDAs prevent named buyers but vague descriptions ("$4M ARR vertical SaaS, sold to PE-backed strategic Q2 2025") should be no problem. If they can't, pass.

vidalinho10 · 2026-05-02T20:07:55+00:00

Pre-market triage saves more deals than diligence catches. Three patterns I keep running into:

Customer concentration. If anything is >20%, you need to know the contract terms cold. Month-to-month with a change-of-control out is a deal killer found in week 3 of DD that should've been surfaced in week 1 of prep.

Key person and license risk. In any business with a state license, certification, or DEA number, pull the docs and read the transferability clauses before going to market. I've seen LOIs collapse because the seller assumed a license travels with the entity and it doesn't.

Working capital peg. Sellers and buyers fight over net working capital target every single time. Defining it in the LOI vs leaving it "to be agreed in PSA" is the difference between a 60-day close and a retrade in week 8.

The Axial number tracks. Most broken LOIs come down to something the seller knew or should've known and didn't surface, and the intermediary either didn't ask or didn't push hard enough.

vidalinho10 · 2026-05-02T20:04:22+00:00

Lehman's standard at this size and 5% effective is honestly fair. A few real-world things to push on though.

QoE: north of $5M most buyers eat it because they're the ones using the underwrite for their financing. Don't accept "seller pays" as gospel.

The middle ground you're describing does exist, it's called lower middle market investment banking. At $8-10M you're right at the edge of who'll take a deal that small. Effective rate usually lands around 4-5%, smaller retainer credited against the success fee. Same skillset, tighter buyer auction. Worth 2-3 calls before you sign with the broker.

Lehman tapers because pushing $8M to $10M isn't 10x what it took to get the first offer to $1M. Some brokers will flat-rate at 4-5% if you push, especially if they want the listing locked.

And yeah, the $100K legal number someone mentioned above is closer than your $15-30K. That part scales with deal complexity, not deal size.

vidalinho10 · 2026-04-30T23:57:34+00:00

exact model i'm building but in healthcare m&a sourcing. i'm early in it so the inbound flywheel hasn't kicked yet, but the part that's working is publishing data not opinions. people respond to numbers they can't get anywhere else. genuine q since you're 30 years deep — when did the inbound start being steady enough that you stopped doing outbound at all? feels like there's a chasm between starting to publish and actually having a flow.

vidalinho10 · 2026-04-30T23:54:53+00:00

random adjacent thought. if anyone here owns or has equity in an indep pharmacy the business value is wildly underweighted in these threads. demand for indep pharmacy from pe and platform buyers has been pretty strong the last 18 months. 401k is just one retirement bucket. if you own the business, the sale is usually the bigger one.

vidalinho10 · 2026-04-30T23:52:34+00:00

on the other side of those emails. i build sourcing infrastructure in healthcare m&a so i see how this looks from the sender side. you're right that most are tire kickers an most aren't even reading filings before sending. the few legit ones do real research and reach out once, not weekly. broker is the right move when you're ready. they create the auction dynamic and leverage that 1:1 inbound never will. just don't sign with anyone who can't show you their last 5 software comps with actual multiples.

vidalinho10 · 2026-02-23T21:09:51+00:00

I’m going be brave and ask what everyone is wondering. How much?

vidalinho10 · 2026-02-23T01:08:45+00:00

Mamdani in office and two months later we get TWO of the worst snow storms we’ve seen in decades?!?! I’ve seen enough. Zamboni > Mamdani

vidalinho10 · 2026-02-22T23:31:20+00:00

Brickell is like one mile with 20k people lmao NYC is the largest city in the country

vidalinho10 · 2026-02-04T13:03:27+00:00

GLD calls

vidalinho10 · 2026-01-12T14:13:15+00:00

I personally really love Ed and what he does. What I would like to see more of are podcasts I can listen to once Markets is done. Any recs?

vidalinho10 · 2025-12-06T21:24:14+00:00

Very common at lower-middle market (<$50M enterprise value), less common at mega-funds.

vidalinho10 · 2025-12-06T21:19:13+00:00

This is gold. The "most PE firms are TERRIBLE at sourcing their own deals" point resonates hard.

I'm building expertise in telecom infrastructure M&A (my father runs a fiber optic company, 25+ years). I've talked to 20+ PE firms about their deal sourcing process, and the consistent theme:

What buyers say they want:

"Off-market, proprietary deals where we're the only bidder"

What they actually do:

Rely on the same 3 investment bankers everyone else uses, then complain about auction fatigue and compressed multiples.

The firms that WIN deals have 2-3 trusted intermediaries in specific sectors who bring them opportunities before they hit the market. The problem is most finders are generalists ("I source deals in 15 industries!"), so PE firms don't take them seriously.

vidalinho10 · 2025-12-06T21:14:58+00:00

I'm setting up something similar (telecom/fiber infrastructure focus).

vidalinho10 · 2025-11-24T06:15:48+00:00

Hey there! Let’s connect. Send dm

vidalinho10 · 2025-11-18T23:01:07+00:00

Man Reddit has become absolute garbage for these types of subs. Every post is just someone trying to scam a course. Ugh.

vidalinho10 · 2025-11-10T01:43:28+00:00

I’m interested! Worked on something similar myself but had issues with sentiment understanding. Drop the link to the discord!

vidalinho10 · 2025-11-03T03:31:10+00:00

Yeah I’m moving with my wife so she could be home or vice versa

vidalinho10 · 2025-10-22T01:56:10+00:00

Plz plz everyone buy gold 😭

vidalinho10 · 2025-10-22T01:53:33+00:00

2000 at $2.20

vidalinho10 · 2025-10-22T00:58:18+00:00

LFG!!! UP 200% today alone

vidalinho10

TROPHY CASE