Auto Aftermarket Change of Control Consents: An Independent Sponsor's Counsel
Securities and M&A counsel for independent sponsors managing auto aftermarket transactions, from LOI to close to the capital markets that open up afterward.
Change of Control Consents on auto aftermarket deals is one of those workstreams that looks routine on a checklist and decides outcomes in practice.
The typical auto aftermarket platform sits at $8M to $90M EV with EBITDA in the $2M to $16M range. The thesis runs on service-center or specialty-shop regional roll-ups. Technician shortage is the single biggest valuation risk. Underwrite the bench, not the bays.
How Change of Control Consents actually gets structured.
Build a consent matrix from the data room contracts.
Sort consents into required, prudent, and informational categories.
Assign owners and deadlines for each consent.
Track consent progress in a single closing dashboard.
In auto aftermarket, layer in technician retention pool defined and funded as part of the Change of Control Consents workstream.
Discovering a required consent on the day before close. The signing slips, the deal team loses leverage.
"Consents are a project, not a footnote. Run them like a project."Jason Powell · Change of Control Consents
The deal is one thing. The capital that opens up after close is another.
Capital after close is where the IRR actually gets made. The right introductions at month nine through month thirty are where this practice works as hard as it does at the LOI.
Related deal pages.
Independent Sponsor Economics for Auto Aftermarket
The package of deal-by-deal carry, management fees, and transaction fees that compensates the independent spo…
Management Fee Structuring for Auto Aftermarket
The annual fee paid by the deal entity to the independent sponsor for ongoing oversight, board service, and p…
Transaction Fee Structuring for Auto Aftermarket
The fee paid at closing to the independent sponsor for sourcing, structuring, and closing the platform deal a…
Working Capital Adjustments for Auto Aftermarket
The closing-date true-up that protects the buyer from receiving a business stripped of normal-course working …
Change of Control Consents for Healthcare Services
roll-up of physician practices and ancillary service lines
Change of Control Consents for Home Services
regional roll-ups of HVAC, plumbing, and electrical operators
An LOI on the desk, a auto aftermarket target, and a Change of Control Consents question worth a real conversation.
Twenty minutes of practitioner-grade input from a securities attorney whose first move is to read the deal, not the engagement letter.