Leveraged Buy-Out

Leveraged buy-outs involve an acquiring company purchasing a target company with the purchase price financed through the use of debt. Private equity firms pioneered leveraged buy-outs in the 1980’s. Their access to abundant debt capital allowed them to become a major force in the world of finance over the past 30 years. Attract Capital’s founding vision was to bring a level of debt sourcing efficiency to private companies in middle market. Our experience was that many private companies had difficulty raising leveraged buy-out capital to finance acquisition activity. At Attract Capital, we engineered a lending solution that allows private companies to finance acquisitions.

Our lending platform enables companies to quickly and efficiently secure leveraged buy-out loans. If properly structured, a mezzanine loan provides all of the funding needed to execute a leveraged buy out. Our solution has been refined over the last 25 years and simplifies the mezzanine loan sourcing process. The Attract Capital solution is built upon our proprietary structuring tools, presentation tools, and connecting tools. These elements work together seamlessly to deliver high value financing on an expedited time-frame for our clients.

Leveraged buyout is the acquisition of company through borrowing debt capital. In the middle market, leveraged buyout refers to a private company being acquired by either a founder-owned company or a private equity owned company. In both cases, the acquisition is a leveraged buyout to the extent the buyer uses leverage such as bank loans, unitranche loans or mezzanine debt loans to fund part of the purchase price. The term leveraged buyout rose in national prominence in the late 1980’s during the peak of the junk bond era when corporate raiders were using high yield bonds to takeover public companies and convert them to private companies. While this type of M&A still occurs, leveraged buyouts today occur in the form of private equity and founder-owned led company buyout s where an owner is selling to another competitor in the market. Leveraged buyouts, due to their use of extensive levels of debt capital to fund the purchase price, produce high returns especially when the buyer only invests a small amount of equity capital in the transaction. Buyers can sometimes invest only 15% or 20% of the purchase price and offload the rest of the purchase price to debt providers. This structuring maneuver creates tremendous returns for them as equity value increases and the leverage is paid down.

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Characteristics of a Sound Leveraged Buyout

Not all companies are good candidates for leveraged buyouts due to their earnings volatility and capital intensity. Companies that have a boom-bust cycle or require heavy spending to maintain their current level of revenue are not suitable candidates as they cannot consistently pay the debt service required by the lenders. Companies that have consistent demand and sell an ordinary product with a long life cycle are ideal. Mature companies that accumulate cash without the need to reinvest are good candidates for leveraged buyouts. These companies can handle being fully leveraged and their growth is not stymied by the level of debt service. Companies that need to strategically invest in the business and are still rapidly growing need their cash for opportunistic investment and can ill afford heavy loan payments.
Leveraged Buy-Out

The Benefit of a Leveraged Buyout

Leveraged buyout transactions force a company to measure and analyze all aspects of the business through a financial lens. While this is often viewed as a subpar way to build value, it does force a certain level of discipline and order to a company that may have become flabby over time. Companies with multiple shareholders sometimes have competing growth visions. This causes growth vision misalignment and impedes strategic growth implementation. Whether the company lacks growth vision or has underperforming divisions, leveraged buyouts bring focus and discipline to strategic decision-making. The buyer of the business decides before the leveraged buyout is closed what the growth path is and what parts of the business will be rationalized. Leveraged buyouts also bring in new leadership talent to closely held companies where too many family members are involved.

The Downside of Leveraged Buyouts

Leveraged buyouts result in permanent change to a company’s way of doing business. This change often shows up in a transition of the company culture to that of a more financially oriented organization. The need for debt service payments reduces the amount of discretionary cash flow to invest in other parts of the business. If the business underperforms or has a major customer loss, the company can become insolvent quickly and will need additional cash support.

Frequently Asked Question

1. Can you do a leveraged buyout with 100% debt financing?
Not all buyers must invest equity either in the form of cash or equity rollover for the lenders to provide the leverage.
2. What are the interest rates for the leveraged buyout loans?
This depends on the size and quality of the transaction, but they range from 8% to 13% interest per year.
3. Can I do a leveraged buyout with a small business with $1.5 million in EBITDA?
Leveraged buyouts can be done at all different size levels however bigger companies are better candidates as they have more staying power and can withstand the rigors of debt service more easily than smaller companies.
4. Are there rules to how much leverage I can use?
Each leveraged buyout is unique, and the types of debt and layers of debt use are different for each deal. In general, it is not prudent to leverage beyond 4 times EBITDA unless the Company has $20 million+ in EBITDA.

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