Close · Multi-Unit Restaurants

Independent Sponsor Disclosure Schedules in Multi-Unit Restaurants

Preparing Disclosure Schedules on multi-unit restaurants deals, with the structure protection and capital connectivity an independent sponsor actually needs.

EV range $8M to $80M EV EBITDA $2M to $14M Audience Buy & Sell-side
The deal context

An independent sponsor closing multi-unit restaurants transactions in the $8M to $80M EV range has a defined set of moves at the Disclosure Schedules stage. Most of them are not in a generic M&A textbook.

The typical multi-unit restaurants platform sits at $8M to $80M EV with EBITDA in the $2M to $14M range. The thesis runs on franchisee roll-up or regional concept acquisition. The franchisor consent letter is the deal. Get it lined up before you spend money on diligence.

The moves

How Disclosure Schedules actually gets structured.

  1. Coordinate disclosure schedule preparation with the seller's diligence file, not against it.

  2. Specifically disclose against specific reps, with cross-reference indexing.

  3. Use the schedules to surface known issues, not to hide them.

  4. Update schedules at signing and again at closing where allowed.

  5. In multi-unit restaurants, layer in franchisor LOI letter requested before market as part of the Disclosure Schedules workstream.

The common mistake

Treating disclosure as a dump. The schedules carry the same legal weight as the reps; they need the same precision.

Jason's take
"Disclosure schedules are the most underrated document in M&A. They protect both sides when done right."
Jason Powell · Disclosure Schedules
Capital after close

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

Refinancing, recaps, growth rounds, and the right strategic conversation eighteen months early are all downstream of relationships that take years to build and minutes to use.

MONTH 18
Senior refi
MONTH 24
Dividend recap
MONTH 36
Growth equity
YEAR 4–5
Strategic exit
ENGAGE THE PRACTICE

Disclosure Schedules for Multi-Unit Restaurants, on independent sponsor terms.

Independent sponsor counsel that already speaks fluent deal-by-deal economics, structures clean LPAs, and travels with capital markets relationships for what comes after close.