Sell Side

Episode 31: Sell Side Short on Quality of Earnings Report

In this installment of Sell Side Shorts, host Michael Stanley breaks down one of the most important — and often misunderstood — parts of the M&A process: the Quality of Earnings (QofE) report. Michael explains what a QofE report is, why buyers rely on it during due diligence, and how it impacts the final valuation of a business. From verifying revenue recognition and profitability to identifying potential risks or inconsistencies in financial reporting, this episode gives business owners a behind-the-scenes look at how buyers evaluate a company before closing a deal. The conversation also covers the difference between buy-side and sell-side QofEs, why project-based and seasonal businesses should strongly consider completing a sell-side QofE before going to market, and how a proactive approach can help reduce surprises, retrading, and stress later in the process. Whether you’re preparing to sell your business or simply want a better understanding of how buyers assess EBITDA and company value, this episode offers practical insight into one of the most critical financial steps in a successful transaction.

Episode 30: How Private Equity Turns Small Businesses Into Big Exits

In this episode of the Sell Side Podcast, we sit down with Wilbur to take a deeper dive into one of the most active areas in private equity today: roll-up strategies in fragmented service industries. We break down why sectors like landscaping, HVAC, pest control, and pool services have become prime targets for investors—and what makes these businesses so attractive for acquisition and growth. From recurring revenue and customer retention to EBITDA, multiples, and working capital, this conversation walks through the key factors that drive valuation and buyer interest. We also explore the differences between residential and commercial revenue, why maintenance contracts matter more than installs, and how operational efficiencies can dramatically increase a company’s value. Beyond the numbers, we cover what buyers are really looking for—strong teams, clean financials, low customer concentration, and scalable systems—and how business owners can position themselves for a successful exit. Finally, we break down the different types of buyers—from strategic acquirers to private equity groups and family offices—and what each path means for life after the deal. If you own or operate a service-based business, this episode is packed with insights on how to grow, scale, and ultimately maximize the value of what you’ve built. 🎙️ Listen now to learn how small businesses are being transformed into major opportunities through smart strategy and consolidation.

Episode 29: Sell Side Short on Estate Tax Considerations

In this episode of Sellside Shorts, Michael Stanley breaks down key estate tax considerations business owners should think about before selling their company. He explains the current estate tax exemption thresholds, why a successful sale can quickly create taxable estate issues, and how early planning can make a major difference in preserving wealth for your family. Using a recent real-world example, Michael walks through how a business owner couple used Spousal Lifetime Access Trusts (SLATs) and early valuation planning to transfer equity before a sale, helping reduce future estate tax exposure. This episode is a practical overview of why exit planning should include more than just the transaction itself and why involving an estate attorney early can lead to meaningful tax savings and smoother family outcomes. https://www.linkedin.com/in/michael-k-stanley-jr-mba-cexp™-30916131/ [https://www.linkedin.com/in/michael-k-stanley-jr-mba-cexp™-30916131/]

Episode 28: Scaling Waypoint: Distribution, Discipline, and EBITDA with Builder Brock

In this episode of The Sell Side Podcast, Builder Brock shares the story behind Waypoint — from producing fishing TV shows to building a leading outdoor streaming platform in the FAST space. He walks through the pivotal Samsung breakthrough, the evolution from app-first thinking to distribution-first strategy, and what it was like to receive — and ultimately turn down — multiple acquisition offers. Builder breaks down what buyers actually value, how the team shifted focus from vanity metrics to profitability, and why Waypoint chose to stay bootstrapped and in control. https://waypointtv.com [https://waypointtv.com] https://www.linkedin.com/in/builderbrock/ [https://www.linkedin.com/in/builderbrock/] https://www.linkedin.com/in/michael-k-stanley-jr-mba-cexp™-30916131/ [https://www.linkedin.com/in/michael-k-stanley-jr-mba-cexp™-30916131/]

Episode 27: Sell Side Short on Purchase Agreements

In this episode, Michael Stanley  breaks down one of the most important documents in any business sale: the purchase agreement. Michael walks through how the purchase agreement serves as the final, definitive contract that officially transfers ownership once the deal closes and funds are wired. He explains how this document is developed alongside the due diligence process, beginning after the Letter of Intent and evolving as buyers verify financials, operations, and risk. The conversation covers what actually goes into a purchase agreement, including net working capital true-ups, seller representations and warranties, and how different deal structures like seller notes, earnouts, and rollovers are documented. Michael also explains how legal teams negotiate the agreement throughout due diligence and how everything comes together at closing. Whether you’re a founder preparing for an exit or just trying to better understand how deals actually get done, this episode offers a practical, real-world look at what happens between LOI and close. https://www.linkedin.com/in/michael-k-stanley-jr-mba-cexp™-30916131/ [https://www.linkedin.com/in/michael-k-stanley-jr-mba-cexp™-30916131/]