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Suggest a titleAn owner in his mid-50s received an unsolicited offer from a private-equity-backed strategic buyer. The deal paid $7 million cash at close, up to $3.5 million as an earnout, and $1 million of rollover equity projected to grow to about $3 million. If earnout and rollover only half materialized, paying off $4.2 million of mortgages and funding a $1.5 million donor advised fund could deplete investable assets by his mid-70s. The headline price did not guarantee a durable post-exit plan.
Owners weighing a private-equity roll-up against an employee ownership sale need the same personal-wealth model. Earnouts, rollover equity, debt payoff, and large gifts can leave a seller short even when the headline multiple looks strong.
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