Closed Deals Report

Q2 2025

Presented by Search Fund Ventures

Prepared by Search Fund Ventures

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About the Data

For inquiries about the data or our methodology, please contact us by email: info@searchfundventures.co

Data consists of roughly 584 closed acquisitions of businesses between $0.5mm and $5mm in EBITDA in the US. We focused broadly on industries that are popular among small business acquirers - namely: B2B & B2C Services, Distribution & Logistics, Trade Contractors & Construction, Manufacturing, Diversified Retail, Healthcare Services.

Data was sourced from BVR DealStats, with primary sources including state-specific MLS, IBBA and direct reporting from brokers. We expect additional transactions to be reported for 2025 in the coming months and will revise the data in following market updates accordingly. Since these transactions are reported by brokers, none of these deals were sourced through "proprietary" channels. Reports will lag by one quarter, as transactions are often not reported for a few months post-close.

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Average Company Profile

Average target company revenue reached $8.8mm, its highest figure since Q3 2023. Margins and EBITDA profiles have remained stable, with avg. EBITDA at sale landing at $1.3mm for transactions closed in Q2 2025. The average business that sold in Q2 was founded in 1997.

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Average Revenue ($mm)

Average Revenue ($mm)
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Average EBITDA Margin (%)

Average EBITDA Margin (%)
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Average Age

Average Age
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Average Employee Count

Average Employee Count
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Sale Process Metrics

For deals that closed, brokered processes remained within a 9-12 month range, and closed within 10% of asking prices. Businesses that sold through brokered processes in Q2 2025 fell in the middle of recent ranges at 313 days on average. Over the past 12 quarters, average days to sell has fluctuated between a low of 265 days and a high of 511 days. Acquisitions closed this quarter sold 10.5% below asking prices, the widest gap in the past three years. Purchase prices have fluctuated between 89.5% - 97.8% since Q3 2022.

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Purchase Price (% of Asking Price)

Purchase Price (% of Asking Price)
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Average Days to Sell

Average Days to Sell
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Acquisition Financing

For deals that included deferred consideration, the percentage of total acquisition capital ranged from 9.9% to 34.8% at its recent peak in Q4 2022. 151 of the 584 deals in our sample set included some form of deferred consideration (seller note, rolled equity), while 44 included an earn-out.

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Transaction Structure and Target Entity

Acquisitions were overwhelmingly structured as asset purchases. The gap between asset and stock deals among subscale businesses remained wide in 2022-2025 with roughly 5-7 times as many asset deals as stock deals in each of those years. Target companies were most frequently structured as S Corporations, followed by LLCs and C Corporations.

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Average EBITDA Growth

Since Q2 2022, targets have consistently seen tremendous earnings growth vs. the prior 3 years. While EBITDA was often below $1mm 3 years prior to sale, TTM EBITDA was consistently above $1mm across all quarters in our sample set. Year-over-year growth appears to have tapered for acquisition targets in Q1 and Q2 2025.

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Average Purchase Multiples

Average TTM purchase multiples in Q2 2025 hit their lowest point in the past 12 quarters, dropping to 3.3x TTM EBITDA and 3.9x 3y Avg. EBITDA. Multiples vs. 3y Average EBITDA were typically 0.2x to 1.3x greater than TTM EBITDA multiples. The difference between TTM EBITDA multiples and 3y Avg. EBITDA multiples has declined steadily over the past 12 quarters as growth rates have slowed.

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Purchase Multiples by Industry Category

Q2 saw a continued trend of fewer healthcare deals and a decline in manufacturing deals as compared to the prior quarter. Construction multiples continued to decline from a peak in Q3 2024, but increased as compared to broader asset class multiples. Retail saw a similar resurgence in relative valuations with a 3.6x average EBITDA multiple.

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Purchase Multiples by Industry Category (Cont'd)

Services businesses saw the lowest purchase multiples in the past 12 quarters at 3.7x EBITDA across 9 transactions during the quarter. The sole transportation and warehousing deal that closed in Q2 2025 maintained a higher multiple profile, eclipsing 5.0x EBITDA.

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Peak vs. Stable Earnings

Purchase multiples track more closely to TTM EBITDA rather than 3-year averages. Earnings stability provided an average 0.4x premium to purchase multiples when compared to acquired businesses that experienced a recent earnings peak. For businesses that had an earnings peak (TTM EBITDA 30% or greater than its prior 3-year average), purchase multiples vs. 3-year average EBITDA tended to be 3.0x greater than TTM EBITDA multiples. Stable businesses commanded a 0.4x multiple premium over businesses that experienced a peak in earnings.

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Purchase Multiples by Size

Business size, as defined by revenue, had a modest impact on purchase multiples. Amount of revenue had a 0.3x impact on multiples, while amount of EBITDA had negligible impact. Companies that generated more than $5mm in revenue at the time of sale saw an average multiple premium of 0.3x vs. those that generated less than $5mm in revenue. EBITDA amount, on the other hand, had little impact on purchase price, as businesses that generated less than $1mm in EBITDA sold for similar multiples to those that generated more than $1mm in EBITDA.

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Net Working Capital and Net Asset Value

Net working capital peaked this quarter, but typically ranges between 10% - 20% of purchase price, while NAV remained in the middle of the range at 18% of enterprise value. Net working capital peaked as a percentage of purchase price, on the back of two transactions that saw an outsized NWC figure as a percentage of enterprise value at close (>50%). Typically, averages have fluctuated between 10% - 20%. Net asset value remained stable as a percentage of purchase price, with average deals closed in Q2 2025 supporting 18% of the purchase price with net assets. Over the past 12 quarters, NAV has fluctuated between 7.3% and 22.9% of enterprise value.

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