Precision Manufacturing Equity Rollover: An Independent Sponsor's Counsel
When the deal is precision manufacturing and the question is Equity Rollover, the structure decisions in the first 30 days outlast the next five years. This is where Jason Powell works.
The economics on a precision manufacturing platform deal usually hinge on a handful of structural decisions. Equity Rollover is one of them.
The typical precision manufacturing platform sits at $10M to $150M EV with EBITDA in the $2.5M to $25M range. The thesis runs on platform plus tuck-in machine shops or aerospace-qualified shops. Most precision manufacturing sellers will not sign an LOI without a known capital partner already named.
How Equity Rollover actually gets structured.
Anchor on 15 to 25 percent rollover for a clean alignment story.
Treat rollover as tax-deferred under Section 351 or 721 where the structure allows.
Document tag-along and drag-along rights at the rollover level, not just at the LP level.
Cap exit veto rights for rolled equity to avoid future deadlock.
In precision manufacturing, layer in AS9100 succession plan as a closing condition as part of the Equity Rollover workstream.
Rolling at the wrong entity level, triggering an immediate tax event on what was supposed to be deferred.
"Rollover is the cheapest alignment tool on the table. Use it; do not abuse it."Jason Powell · Equity Rollover
The deal is one thing. The capital that opens up after close is another.
The capital that opens up post-close, from refinancing to growth equity to strategic exit, runs through a small set of Wall Street relationships. That network is built in.
Related deal pages.
LOI Negotiation for Precision Manufacturing
The 4 to 8 page agreement that frames the deal economics, exclusivity, and diligence period.
Independent Sponsor Economics for Precision Manufacturing
The package of deal-by-deal carry, management fees, and transaction fees that compensates the independent spo…
Management Fee Structuring for Precision Manufacturing
The annual fee paid by the deal entity to the independent sponsor for ongoing oversight, board service, and p…
Earnout Structures for Precision Manufacturing
Deferred purchase price contingent on post-close performance, used to bridge buyer-seller valuation gaps.
Equity Rollover for Healthcare Services
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Equity Rollover for Home Services
regional roll-ups of HVAC, plumbing, and electrical operators
Bring the precision manufacturing deal. Get Equity Rollover 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.