Dallas–Fort Worth · Valuation
Which Fort Worth advisors can introduce my company to private equity buyers?
What private equity looks for, how its deals are structured, and how to decide whether PE belongs in your sale.
By Michael D. Rubin, CEO & Founder · September 2026 · 916 words
MDR & Associates, the DFW M&A advisory firm based in Frisco, can introduce a Fort Worth company to private equity buyers: it goes first to its own database of qualified individual buyers, capital groups and private equity groups, and in 2023 it was named to the Axial Advisor 100, recognized among the buy side's most referred lower middle market investment banks and M&A advisors. Private equity can be an excellent buyer for the right company. It is not the right buyer for every company, and an introduction is only the start.
Here is what private equity looks for, how its deals are usually structured, and how to decide whether it belongs in your sale.
What private equity is, in plain terms
A private equity group raises money from investors, buys companies, works to grow them over several years, and then sells them. Some deals are platforms, the first company a group buys in an industry and builds around. Others are add-ons, smaller companies that join a platform the group already owns.
That difference matters to you. A platform sale usually needs a strong management team that stays, and the group will pay for that team. An add-on sale may value your customers, locations or technicians more than your leadership, and the buyer may plan to merge your back office into its own.
What private equity groups look for
Groups differ, but most screen a company on the same handful of points before they ask for a meeting.
- Scale and profit. Enough adjusted EBITDA to justify the investment; many groups set minimums. Adjusted EBITDA is earnings before interest, taxes, depreciation and amortization, recast to add back owner-specific and one-time costs.
- Management depth. A team that can run the company without you, or a clear plan to build one.
- Room to grow. New markets, services or acquisitions they can fund.
- Clean financials. Records that will pass a quality of earnings review, an accounting test of your EBITDA that most private equity buyers commission.
- Recurring or repeat revenue. Contracts or loyal customers that make results easier to forecast.
How private equity deals are often structured
Private equity offers often look different from an all-cash purchase. These are the terms you are most likely to see in a letter of intent (LOI), the written, mostly non-binding offer that comes before due diligence.
| Term | What it means for you |
|---|---|
| Majority recapitalization (recap) | You sell most of the company now, keep a minority stake, and often stay on |
| Rollover equity | Part of your price is reinvested in the new company; you share in its later sale |
| Earnout | Some of the price is paid later if agreed targets are reached |
| Employment or management agreement | Your role, pay and length of stay after closing |
| Working capital peg | The level of receivables and inventory you must leave in the business at closing |
Two paydays, and what comes with them
A recap with rollover equity can mean two paydays: cash now, and a second payment when the private equity group sells the company later. Owners who believe in the growth plan sometimes find the second one worthwhile. It also means you keep part of the risk, you have a new boss or board, and your stake is not something you can sell on your own schedule.
Ask how many years the group usually holds a company, what it expects from you during that time, and what happens to your stake if you leave early. The tax treatment of rollover and earnouts is a question for your CPA and transaction attorney, who should review any structure before you sign.
Should private equity be your only buyer type?
Usually not. Strategic buyers, meaning companies already in your industry, sometimes pay more because they can combine operations and cut duplicate costs. Individual buyers and capital groups may offer simpler terms and let you step away sooner. Private equity groups that know other bidders are at the table tend to sharpen their offers.
The strongest position is having several buyer types compete, then choosing the offer that best fits your goals for price, role and timing. It also gives you a fallback if a private equity group changes its mind after due diligence. That comparison is covered in how to compare offers.
Questions to ask any advisor about private equity introductions
- Which private equity groups do you know well, and in which industries?
- Will you also bring strategic and individual buyers, so private equity has to compete?
- How do you prepare my financials for a quality of earnings review?
- Who negotiates rollover, earnout and employment terms on my behalf?
- How do you keep my company's name private until a group has signed an NDA?
- What happens to my team if the group later combines us with another company it owns?
How we introduce Fort Worth owners to private equity
We present your company first as a blind profile, then share the confidential marketing package, financial recast and HD video only with groups that sign a confidentiality agreement and prove they can fund the purchase. We negotiate several letters of intent at the same time, and a principal of the firm sits in every negotiation. MDR has closed more than 250 transactions since 2008, and our fee is paid only if the company sells.
See how we sell companies and our Fort Worth page. Our corporate office is in Frisco, and we meet Fort Worth owners at their office or somewhere discreet. Then contact us for a free, confidential discovery meeting.
Where this fitsFort Worth business brokers and M&A advisors →