Distribution & wholesale M&A advisors
You built a business that’s hard to replace.
We help you realize that value in a sale.
Regional distributors & wholesalers navigating a consolidating market: Next Point positions your company, reaches the consolidators and private-equity platforms acquiring in your channel, and protects value through closing.
Market expertise
What we see in distribution & wholesale.
The distribution and wholesale market remains highly fragmented, with consolidation continuing across the sector.
A good distributor does more than move product. Buyers want to understand why customers buy through you, why suppliers want you representing them, and how difficult those relationships would be to replicate. Gross margin quality, customer and supplier concentration, inventory requirements, and the role you play between the manufacturer and the end customer all shape how they view the business.
For regional distributors, that advantage may come from technical expertise, product availability, service, entrenched customer relationships, or access to important suppliers. The stronger that value-add position, the less the business looks like a pass-through—and the more strategically interesting it can become to an acquirer.
Owner questions
What owners in this sector ask first.
Owner question 01
What is my distribution business worth?
Revenue and EBITDA establish the starting point. Supplier agreements, gross-margin durability, inventory turns, customer stickiness, and the technical capability can move the valuation from there.
Owner question 02
How does working capital affect my proceeds?
The working-capital target is negotiated as part of the deal. Where it is set can materially affect the cash you ultimately receive at closing.
Owner question 03
Will my supplier agreements transfer?
It depends on the agreement. Some transfer, some require consent, and others may need to be renegotiated. We want to understand that early because key supplier relationships can influence both buyer interest and deal structure.
Owner question 04
What happens to my inventory in a sale?
Inventory is typically addressed as part of working capital, but its quality matters. Buyers will look closely at excess, obsolete and slow-moving stock when determining what they are willing to recognize at closing.
Value drivers
How do buyers value distribution?
The numbers get a buyer interested. What determines how they value the business is how durable those earnings are—and how well they hold up under scrutiny. In distribution, that depends on the strength of your position in the channel and financials that clearly support the margins and adjusted EBITDA being presented.
Supplier agreements
Exclusive, protected or difficult-to-replicate supplier relationships can create meaningful strategic value and are closely scrutinized by buyers.
Gross-margin durability
Buyers test whether margins can hold through supplier price increases, customer pressure and a change in ownership.
Inventory discipline
Turns, aging and obsolete stock tell buyers a lot about working-capital discipline and the quality of the earnings.
Technical service
Value-added expertise and service can make customer relationships stickier and much harder for a competitor to replicate.
The distribution & wholesale buyer universe
Who’s actually buying?
Strategic distributors
Regional & nationalThey buy geography, product lines and customer relationships, and can consolidate back-office cost.
Private-equity platforms
Sponsor-backed roll-upsDistribution has been an active platform thesis for a decade. These buyers are sophisticated and fast.
Manufacturers
Forward integrationOccasionally the best buyer is a supplier who wants to own the channel.
Financial buyers
Individual investors & searchersBuyers acquiring a book of customers and supplier lines to operate themselves, usually with bank financing.
Our proven divestiture process
Led by advisors who know distribution.
Industry-specific CIM
Buyers in this sector read a lot of books. Ours explain supplier quality and agreements, customer retention, inventory turns, margin durability, and technical capabilities in the language an industry buyer already uses, so the questions come back informed instead of skeptical.
Proprietary intelligence
Our buyer intelligence platform surfaces the strategic and financial acquirers actually buying in your category, including the ones a purchased list would never show you. Our clients end up in front of acquirers with a reason to pay a premium rather than acquirers who are simply shopping.
Savvy marketing
Every credible acquirer on the list gets contacted — and then gets followed up with personally, by an advisor who can answer real questions about your business. Options come from disciplined outreach and thoughtful follow-up, not from a mass blast.
Proven deal-making
A sophisticated buyer negotiates differently when the person across the table has closed deals in their sector. Knowing what the other side needs to see is what closes deals faster, and on better terms.
Proof of judgment
Recent transactions.
FAQs
Questions specific to distribution & wholesale services.
How are distributors valued?
On adjusted EBITDA, with heavy attention to gross-margin stability, supplier agreements and working-capital requirements. Two distributors with identical EBITDA can trade at very different multiples on those three factors alone.
Will a buyer make me carry the inventory risk?
It is negotiable and it is worth negotiating. Aged-inventory treatment and the working-capital peg belong in the LOI, not in the final week of diligence.
My business is heavily dependent on one supplier. Does that hurt?
It cuts both ways. A protected exclusive line can be your most valuable asset; an unprotected concentration is a risk buyers price. The paperwork determines which one you have.
Selling a business in distribution and wholesale services?
One confidential conversation about value, timing and your ideal outcome.
Contact
Dean “Rocky” Rockwell
Founding Partner, M&A Advisor
Metal Manufacturing Specialist
Confidential, no obligation, and no fee unless we close.