Exit · Marketing Agencies

Exit Preparation for Marketing Agencies Independent Sponsors

When the deal is marketing agencies and the question is Exit Preparation, the structure decisions in the first 30 days outlast the next five years. This is where Jason Powell works.

EV range $5M to $80M EV EBITDA $1.5M to $14M Audience Independent Sponsor
The deal context

The economics on a marketing agencies platform deal usually hinge on a handful of structural decisions. Exit Preparation is one of them.

The typical marketing agencies platform sits at $5M to $80M EV with EBITDA in the $1.5M to $14M range. The thesis runs on specialty agency or holdco platform with bolt-ons. If the founder leaves, half the agencies in the market lose 25% of revenue. Structure for that.

The moves

How Exit Preparation actually gets structured.

  1. Clean the cap table 18 months before the planned exit window.

  2. Refresh the IP, employment, and customer contract files for diligence readiness.

  3. Build a quality-of-earnings ready financial package well before bankers come in.

  4. Coordinate sponsor exit economics with the LP waterfall and any rolled-equity holders.

  5. In marketing agencies, layer in client roster scrubbed for top-five concentration as part of the Exit Preparation workstream.

The common mistake

Starting exit prep when the banker calls. By then, every fix costs price.

Jason's take
"Exit prep is what separates a 6x outcome from an 8x outcome. The work starts before the banker."
Jason Powell · Exit Preparation
Capital after close

The deal is one thing. The capital that opens up after close is another.

After close, the call list for refinancing, recapitalization, and growth equity gets short and known. Jason carries that list.

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

Bring the marketing agencies deal. Get Exit Preparation 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.