Tag Archive for: mergersandacquisitions

BURGER KING® FRANCHISEE HAS BEEN ACQUIRED BY CARROLS

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ABOUT THE TRANSACTION:

Carrols Restaurant Group, Inc. (“Carrols”) (Nasdaq: TAST) has acquired six BURGER KING® restaurants from a Western Kentucky franchisee (the “Seller”).

The Seller has owned and operated six BURGER KING® restaurants located throughout Kentucky and Indiana. Collectively, the restaurants employ nearly 180 people and serve an established customer base across their respective markets.

Over the last 30 years, the Seller has developed a successful restaurant operation and built an experienced workforce. Additionally, the business has established loyal customer relationships that support consistent operations across its six locations.

STRATEGIC RATIONALE FOR CARROLS:

Headquartered in Syracuse, New York, Carrols is the largest BURGER KING® franchisee in the United States. The company operates more than 700 restaurants across 16 states and has operated BURGER KING® restaurants since 1976.

Carrols has maintained an active acquisition strategy focused on expanding its restaurant portfolio. The company has pursued franchise acquisitions that complement its geographic footprint and established operating infrastructure. Notably, Carrols has acquired the franchisor’s right of first refusal across 20 states, including Kentucky and Indiana. This position has made Carrols a particularly relevant strategic buyer for the Seller’s restaurant portfolio.

The acquisition has expanded Carrols’ presence within Kentucky and Indiana. Moreover, the transaction provides opportunities to integrate the restaurants into Carrols’ established operating platform. Carrols also expects the acquired restaurants to benefit from its purchasing power, management infrastructure, and operating experience. These capabilities support the buyer’s objectives of capturing operational synergies and improving restaurant profitability.

ALLSTON ADVISORY GROUP’S ROLE:

Allston Advisory Group served as the exclusive financial advisor to the Seller. The firm performed an Analysis of Value for the restaurant portfolio and prepared a comprehensive Confidential Information Memorandum. Furthermore, Allston evaluated the market and identified prospective strategic and financial buyers for the restaurant holdings. Given Carrols’ acquisition strategy, Allston identified the company as a compelling strategic buyer for the portfolio.

Thereafter, Allston approached Carrols and managed the confidential sale process on behalf of the Seller. The firm coordinated communications, facilitated negotiations, and assisted the parties throughout due diligence. Ultimately, the transaction has accomplished the Seller’s objective of obtaining liquidity from his BURGER KING® restaurant holdings. Equally important, employees have transitioned to an established and well-capitalized restaurant operator.

As a result, the acquisition has supported Carrols’ continued geographic expansion and provides additional opportunities to capture operating efficiencies. The transaction represents a strategic combination that addresses the objectives of both buyer and seller.

ABOUT ALLSTON ADVISORY GROUP:

Allston Advisory Group is an independent mergers and acquisitions advisory firm serving lower middle market businesses throughout the United States. The firm provides sell-side advisory, business valuations, and exit planning services across diverse industries. Allston combines transaction expertise with personalized client service to help business owners maximize value and achieve successful outcomes.

For additional information on this transaction, please contact one of our advisors.

NEWS SOURCES:

UP-RITE SYSTEMS, INC. HAS BEEN ACQUIRED BY FLETCHLINE, INC.

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ABOUT THE TRANSACTION:

Up-Rite Systems, Inc. (“Up-Rite” or the “Company”) has been acquired by Fletchline Inc. (“Fletchline” or the “Buyer”).

Established in 1993 and headquartered in Bardstown, Kentucky, Up-Rite is a nationwide material handling installation company. The Company specializes in the installation of pallet rack and related material handling equipment.

For more than two decades, Up-Rite has developed extensive experience serving customers throughout the United States. The Company has built its reputation by providing specialized installation services across a broad range of projects. Up-Rite’s nationwide capabilities have allowed the Company to support customers with material handling requirements across multiple geographic markets. Furthermore, its specialized workforce brings valuable experience to these complex installation projects.

STRATEGIC FIT WITH FLETCHLINE: 

Headquartered in Springfield, Tennessee, Fletchline specializes in conveyor system installation throughout the United States. The company has served customers across projects of varying sizes and complexity since 1988. Fletchline provides installation services for multiple conveyor systems used within distribution, manufacturing, and other material handling environments. Additionally, the company emphasizes workplace safety, quality, teamwork, and efficient project execution.

The acquisition brings together two companies with complementary capabilities within the material handling industry. Up-Rite specializes in rack installation, while Fletchline brings extensive experience installing conveyor systems. As a result, the combination broadens the range of installation services available to customers. The transaction also strengthens Fletchline’s capabilities within an increasingly integrated material handling marketplace.

Moreover, both companies bring nationwide installation experience and established customer relationships to the combined organization. Their complementary expertise creates opportunities to serve customers across a broader range of material handling projects. The transaction provides Up-Rite with the resources and capabilities of an established strategic buyer. At the same time, Fletchline expands its service capabilities through the addition of Up-Rite’s specialized rack installation expertise.

ALLSTON ADVISORY GROUP’S ROLE: 

Allston Advisory Group served as the exclusive financial advisor to Up-Rite Systems and its owners. Allston performed an Analysis of Value and prepared a comprehensive Confidential Information Memorandum. Thereafter, Allston developed and managed a confidential sale process designed to identify qualified prospective buyers. The firm evaluated potential strategic and financial buyers and coordinated communications throughout the process.

Allston also assisted the sellers with negotiations and worked alongside their other professional advisors. During due diligence, Allston coordinated information requests and helped address transaction matters as they arose. The transaction successfully transitioned Up-Rite to an experienced strategic buyer with complementary capabilities. Furthermore, the combination positions both organizations to pursue additional opportunities with the material handling industry.

ABOUT ALLSTON ADVISORY GROUP:

Allston Advisory Group is an experienced mergers and acquisitions advisory firm serving privately held lower middle market companies. The firm provides mergers & acquisitions, business valuations, and exit strategies. Allston works closely with business owners to understand their objectives and prepare their companies for the transaction process. The firm then manages a disciplined and confidential sale process from initial preparation through closing.

For additional information on this transaction, please contact one of our advisors.

TRAFFIC BUILDERS HAS BEEN ACQUIRED BY GS MARKETING

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ABOUT THE TRANSACTION:

GS Marketing, Inc. (“GSM” or the “Buyer”) has acquired Traffic Builders, Inc. (“Traffic Builders” or the “Company”).

Headquartered in Louisville, Kentucky, Traffic Builders is a multichannel direct marketing agency serving more than 300 automobile dealerships nationwide. The Company works with dealerships representing a broad range of automobile manufacturers. With approximately 20 full-time employees, Traffic Builders specializes in results-driven automotive marketing programs. Its programs help dealerships attract new customers, increase existing customer activity, and reengage customers who have stopped doing business. For nearly two decades, Traffic Builders has developed integrated marketing solutions across multiple delivery platforms. The Company combines automotive industry knowledge with targeted marketing strategies designed to generate measurable customer activity.

STRATEGIC FIT WITH GS MARKETING:

Headquartered in Houston, Texas, GS Marketing is a full-service direct marketing company serving the automotive industry. GSM has nearly three decades of experience working with automobile dealerships, dealer groups, and manufacturers. The company employs approximately 85 associates and operates as part of The Friedkin Goup. GSM provides marketing products and services designed specifically for automotive retailers and manufacturers.

The acquisition combines two companies with extensive experience serving automobile dealerships. In particular, Traffic Builders adds established customer relationships, integrated products, and additional marketing capabilities to GSM’s existing platform. GSM President Shelley Washburn highlighted Traffic Builders’ experience and integrated marketing products as significant benefits of the combination. She also noted the companies’ shared commitment to customer satisfaction and engaging workplace cultures.

Following the acquisition, GS Marketing continues operations in both Houston and Louisville. The two locations provide complementary capabilities within the combined organization. Specifically, the Houston offices focus on technology and digital marketing. Meanwhile, the Louisville facility concentrates on expanded print production and related marketing capabilities. The combination allows GSM to broaden its automotive marketing platform while maintaining Traffic Builders’ established Louisville presence. Furthermore, GSM expects the acquisition to strengthen its position within the automotive marketing industry.

ALLSTON ADVISORY GROUP’S ROLE:

Allston Advisory Group served as the exclusive financial advisor to Traffic Builders, Inc. and its owners. Allston performed an Analysis of Value and prepared the Company for the sale process. Additionally, Allston developed a comprehensive Confidential Information Memorandum presenting Traffic Builders’ operations, financial performance, capabilities, and growth opportunities. The firm also identified qualified strategic and financial buyers capable of completing the transaction.

Thereafter, Allston conducted a confidential and competitive sale process involving both strategic buyers and private equity groups. The process created competition while allowing the sellers to evaluate multiple potential transaction alternatives. Allston managed buyer communications, coordinated management discussions, and assisted the sellers throughout negotiations. The firm also worked alongside the sellers’ other professional advisors during due diligence and closing. As a result, Traffic Builders has transitioned to an established strategic buyer with complementary capabilities and substantial automotive industry experience. The transaction also provides GSM with additional resources, customers, and capabilities to support its continued growth.

ABOUT ALLSTON ADVISORY GROUP:

Allston Advisory Group is an independent mergers and acquisitions advisory firm serving privately held lower middle market companies. The firm provides mergers and acquisitions, business valuations, and exit strategies. Allston works closely with business owners to understand their objectives and prepare their companies for the transaction process. The firm then manages a disciplined and confidential sale process from initial preparation through closing.

For additional information on this transaction, please contact one of our advisors.

NACVA’S 2015 40 UNDER 40 HONOREES!

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Allston Advisory Group is pleased to announce that Senior Managing Director Nolan K. Kapp has received national professional recognition. Specifically, the National Association of Certified Valuators and Analysts, (“NACVA”) has selected Kapp as a 2015 NACVA 40 Under 40 Honoree.

NACVA recognizes emerging leaders throughout the business valuation and financial consulting professions. The program identifies professionals who demonstrate achievement, leadership, professional expertise, and a commitment to advancing their respective fields.

In particular, the NACVA 40 Under 40 program highlights professionals who have established themselves as emerging leaders before the age of 40. Honorees represent different areas within valuation, financial consulting, litigation support, accounting, mergers and acquisitions, and related advisory services.

ABOUT NOLAN K. KAPP

Kapp serves as Senior Managing Director of Allston Advisory Group, an independent mergers and acquisitions advisory firm. In this capacity, he advises privately held companies on mergers and acquisitions, business valuations, and exit strategies. At Allston, Kapp works closely with business owners preparing for significant financial and ownership transitions. His responsibilities include financial analysis, business valuation, transaction preparation, buyer identification, negotiations, due diligence, and transaction execution. Beyond technical expertise, successful advisory work requires an understanding of each business owner’s individual objectives. Accordingly, Kapp focuses on developing transaction strategies that reflect both financial considerations and the owner’s broader goals.

ABOUT ALLSTON ADVISORY GROUP:

At the same time, the recognition reflects Allston Advisory Group’s commitment to providing disciplined financial and transaction advisory services. The firm serves privately held, lower middle market companies across numerous industries throughout the United States.

Notably, NACVA and the Consultants’ Training Institute emphasize professional excellence, technical quality, leadership, and innovation within the financial consulting profession. Through these efforts, the organizations bring together professionals from across the valuation and advisory communities. Throughout 2015, NACVA will recognize the honorees through several of its professional publications and communications. Among them, featured outlets will include The Value Examiner, QuickReadBuzz, Association News, and other NACVA distributions.

Taken together, NACVA 40 Under 40 recognition represents a significant professional achievement for Kapp and Allston Advisory Group. Moreover, it reinforces the firm’s continued commitment to serving business owners through complex valuation and M&A decisions.

2014 M&A Market: What Deal Multiples Reveal About Business Value

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The 2014 M&A market continued to provide favorable conditions for many middle market business owners considering a transaction. Transaction activity remained strong, while reported valuation multiples increased during the second half of the year.

The Alliance of Merger & Acquisition Advisors (“AM&AA”) represents professionals serving the middle market mergers and acquisitions industry. Each year, AM&AA surveys its membership regarding completed transactions and prevailing market conditions. Through its Deal Stats Transaction Survey, AM&AA gathered information about sell-side transactions completed during the second half of 2014. The survey examined transaction volume and multiples of earnings before interest, taxes, depreciation, and amortization (“EBITDA”).

Encouragingly, both average and median EBITDA multiples increased during the survey period. The average multiple increased from 5.52 times EBITDA to 5.64 times EBITDA. Similarly, the median transaction multiple increased from 5.12 times EBITDA to 5.37 times EBITDA. Deal activity also increased, while overall transaction dollar volume remained above historical levels.

The survey reported the following average EBITDA multiples by industry:

  • Construction – 4.87x
  • Manufacturing – 5.68x
  • Wholesale Trade – 6.54x
  • Retail Trade – 6.02x
  • Professional Services – 5.32x

Of note, these industry averages provide useful market observations rather than predetermined valuation benchmarks. Individual companies may transact above or below these multiples based on their specific characteristics. The survey also identified a positive relationship between transaction size and EBITDA multiples. Generally, larger companies attracted higher valuation multiples than smaller companies.

Furthermore, company revenue showed a similar relationship with transaction multiples. These findings reflect the advantages that buyers may associate with greater scale, market position, and organizational depth. More revealingly, AM&AA members identified growth opportunities and buyer synergies as principal reasons for higher EBITDA multiples. Those findings demonstrate why buyers evaluate much more than historical earnings when determining value. A strategic buyer may identify opportunities to expand products, eliminate overlapping costs, or enter new markets through an acquisition. Correspondingly, those opportunities may allow the buyer to justify a higher valuation than another prospective purchaser.

For business owners, the 2014 M&A market reinforces a fundamental principle of preparing for a sale. Strong EBITDA matters, but the quality and future potential of those earnings also influence buyer interest. Owners should focus on sustainable growth, scalable operations, strong management, and defensible competitive advantages. An experienced M&A advisor will then position those attributes effectively within a competitive sale process.

Allston Advisory Group is an experienced boutique M&A advisory firm providing a variety of services to lower middle market companies. See our footer for contact information.

(502) 742-2933
[email protected]
P.O. Box 21266, Louisville, KY 40221

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