Diligence · Education & Training

Education & Training ERISA & Benefits Diligence: An Independent Sponsor's Counsel

Diligencing ERISA & Benefits Diligence on education and training deals, with the structure protection and capital connectivity an independent sponsor actually needs.

EV range $8M to $90M EV EBITDA $2M to $15M Audience Buy-side / Sponsor
The deal context

Education & Training deals in the lower middle market run a specific playbook. ERISA & Benefits Diligence is where the structure either holds or starts to leak.

The typical education and training platform sits at $8M to $90M EV with EBITDA in the $2M to $15M range. The thesis runs on private school, training academy, or B2B training platform consolidation. Accreditation continuity is the only thing that matters in the first 30 days post-close.

The moves

How ERISA & Benefits Diligence actually gets structured.

  1. Pull the 5500s and audit reports for the last three years.

  2. Identify any controlled-group exposure that follows the seller post-close.

  3. Address multi-employer pension withdrawal liability where applicable.

  4. Plan the benefits transition to the buyer's plans, with a TSA period if needed.

  5. In education and training, layer in accreditor pre-notification calendar set as part of the ERISA & Benefits Diligence workstream.

The common mistake

Skipping the multi-employer pension review. It can show up as a 7-figure surprise three months post-close.

Jason's take
"ERISA is the silent deal-killer. Treat it like senior debt diligence."
Jason Powell · ERISA & Benefits Diligence
Capital after close

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.

MONTH 18
Senior refi
MONTH 24
Dividend recap
MONTH 36
Growth equity
YEAR 4–5
Strategic exit
WORK WITH JASON

Bring the education and training deal. Get ERISA & Benefits Diligence done right.

Direct counsel from a securities and M&A attorney with billions in structured transactions, the independent-sponsor-native playbook, and the capital markets network that opens up post-close.