Post-close · Specialty Chemicals

Post-Close Governance for Specialty Chemicals Independent Sponsors

When the deal is specialty chemicals and the question is Post-Close Governance, the structure decisions in the first 30 days outlast the next five years. This is where Jason Powell works.

EV range $15M to $200M EV EBITDA $3M to $28M Audience Independent Sponsor
The deal context

An independent sponsor closing specialty chemicals transactions in the $15M to $200M EV range has a defined set of moves at the Post-Close Governance stage. Most of them are not in a generic M&A textbook.

The typical specialty chemicals platform sits at $15M to $200M EV with EBITDA in the $3M to $28M range. The thesis runs on niche formulator or contract manufacturing buy-up. The IP lives in the formulator's head as often as in the company. Structure for that risk explicitly.

The moves

How Post-Close Governance actually gets structured.

  1. Build a board with sponsor majority, one LP-elected seat, and one independent.

  2. Define LP protective provisions narrowly, focused on dilution, exit, and related-party transactions.

  3. Set information rights at monthly financial and quarterly board-level updates.

  4. Plan the annual budget approval cadence so the sponsor can run the business.

  5. In specialty chemicals, layer in chemical inventory transfer filed as part of the Post-Close Governance workstream.

The common mistake

Negotiating governance like a fund LPA. independent sponsor governance has to be lighter and faster.

Jason's take
"Governance design decides whether the operator runs the company or files reports."
Jason Powell · Post-Close Governance
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
TALK TO JASON

An LOI on the desk, a specialty chemicals target, and a Post-Close Governance 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.