Almost every European searcher I have spoken to in the past year has said the same thing within the first hour of conversation: if your family is not behind your search, do not search.

This issue is what I have heard.

I have spent the past year having one-on-one conversations with European searchers. Not interviews. Not formal calls. Conversations in coffee shops, on the margins of conferences, late at night on WhatsApp, in the hours after an ETA Europe meetup. Most lasted forty-five minutes to two hours. A few were shorter exchanges that surfaced one specific question and ended.

Roughly thirty this year. Close to a hundred since I entered the ETA space eighteen months ago.

Five patterns showed up three, four, or more times across different searchers in different countries. The frame for each is honest: what I expected before the conversations, and what I am actually hearing. Some patterns are specifically European. Some are universal and would be true of searchers anywhere. I will name which is which.

Anonymised throughout. Where a moment is too distinctive to anonymise, I have cut it. No names, no traceable deals, no specific cities or sectors where the combination would identify a single searcher.

The Reframe

Most writing on European ETA leans on two sources: published studies (Stanford, IESE) and the personal experience of the writer. Both are valuable. Both also miss the layer in between: what European searchers actually tell each other when they are not on a podcast and not on a panel.

That is the layer I have been listening to.

I am not speaking for the community. I am reflecting back what the community has been saying. The patterns below are what showed up three, four, or more times across different searchers in different countries. Anything that appeared only once or twice is in my notes, not in this piece.

Five patterns. One I expected. Four I did not.

1. Family is the variable nobody publishes

The pattern that surprised me most is the one almost every searcher I spoke to agrees on most strongly. Family is the largest single variable in a European searcher’s life, and it is the variable least discussed in public.

What I expected before the conversations: that family was a personal context that searchers handled privately, separate from the deal-related work of the search.

What I am hearing: family is not a personal context, it is a primary decision-making variable. Partners who supported the search a year ago are now exhausted. Parents who did not understand the search either now do, or never will. Children whose ages map onto the search timeline create their own pressure. Almost every searcher I have spoken to has said some version of the same line: if your family is not behind your search, do not search.

That is not a soft statement. It is a structural one. The searchers who are progressing toward a deal are often the ones whose family situation was resolved early. The searchers who are stuck often have a family layer that has not been worked out.

This is not specifically a European pattern. The same dynamic would apply to American or Asian searchers. But it has a European texture. European households tend to make decisions more communally than American ones, particularly in the Netherlands, Germany, and the Nordics. The partner who is not technically a co-searcher is often a de facto co-decider. The writing has not caught up with this.

The principle for any reader: name the family variable explicitly in your own search. Have the honest conversation with your partner about runway, about evenings, about the shape of the next two years. The decision you make together is the decision that holds. The decision you make alone gets renegotiated halfway through and the renegotiation is expensive.

2. The loneliness is structural, not transitional

This is the pattern that clicked first, and the pattern almost every searcher confirms within the first hour of conversation.

What I expected: that loneliness was a transition cost that would resolve itself once the search produced real deal flow, an LOI, a closed deal.

What I am hearing: loneliness is structural, not transitional. It does not resolve when the search produces deals. It resolves when the searcher finds even two or three other searchers who are doing the same thing in the same continent. The community matters more than the milestone.

Search is a lonely activity in any geography because most of the work is unobserved: reading reports, building lists, drafting outreach, sitting alone with the question of whether the next email will be ignored. Self-funded searchers feel it most acutely, because there is no investor on the other end of a quarterly call asking how things are going. Self-funded means self-accompanied, and that is hard for years.

What I have noticed is that the searchers who keep going past the eighteen-month mark almost all have a small group of two or three other searchers they trust enough to be honest with. Not their investors, not their advisors. Their peers. The community is the moat against the loneliness.

The principle for any reader: build the small group before the deal flow. Two or three real relationships with other searchers is the actual unlock, not the first LOI. Find them. Reply to the searcher whose post on LinkedIn felt honest. Show up to the ETA Europe meetup. The deal flow does not solve the loneliness. The relationships do.

3. The capital honesty gap is larger than the writing acknowledges

The public version of a European searcher’s capital position is louder than the private version.

What I expected: that searchers serious enough to leave employment had a clear funded path of at least two years.

What I am hearing: many do not. The honest version is often a six to twelve month runway with the unspoken expectation that something will work in that window or the search ends. Self-funded searchers in particular describe stretching personal capital, deferring investor conversations until they have something to show, and quietly funding the search out of savings that are running thinner than they would admit publicly.

The traditional search fund picture is different and more transparent on capital, but it has its own version of the gap: the searcher knows exactly who is on the cap table and at what cheque size, but the conversations I have had often surface that the actual usable working capital is smaller than the headline raise implies after fees, costs, and the realistic expense base of a multi-country search.

This is not a failure of planning. It is the structural reality of self-funded European search and a less-acknowledged reality of traditional search fund European activity. The published writing has not closed this gap.

The principle for any reader: be honest with yourself about your real runway. Not the version you would tell a potential investor. The version you would tell your partner if your partner asked tonight. That is the runway your search is actually running on. Knowing it lets you plan for the version of the search you can actually fund, not the version you would prefer to imagine.

4. The control question is shaping model choice more than people admit

This pattern showed up late in my conversations and it is the one that has stayed with me most.

What I expected: that searchers chose between models (self-funded, traditional search fund, independent sponsor) based on capital availability and deal size.

What I am hearing: control is doing more of the work in model choice than capital is. A meaningful share of European searchers I have spoken to have shifted away from traditional search fund toward self-funded or independent sponsor specifically because they want more control of the underlying business. They want to choose the deal, set the terms, run the timeline without a committee.

This is genuinely European-coloured, even if it is not exclusively European. European searchers I have spoken to come from cultures where ownership and control are more closely connected than they are in the American search fund template. Giving up forty percent of the company to investors before you have closed anything feels different to a Dutch or German searcher than it does to a Stanford MBA graduate. Not better or worse, different.

The honest caveat is that control should not be the only criterion. Model choice should follow deal size, industry, country geography, the capital you have, and the way you actually want to finance the deal. A searcher who wants control above all else but cannot fund the deal alone is in a worse position than a searcher who took investor capital and closed.

One specific story (anonymised) from the conversations captures this. A searcher I know in Europe began with a traditional search fund model, raised the initial capital, and then realised in the early months of searching that the model was not matching the country he was operating in. The deal sizes available, the seller expectations, the investor dynamics. He has been quietly shifting toward a hybrid model: between self-funded and independent sponsor. Not because his original model failed. Because the country revealed itself.

The principle for any reader: be honest about how much weight you are giving to control in your model choice. If it is a large weight, name it. If you are choosing self-funded because the writing says self-funded is faster, but the real reason is that you want to keep the cap table clean, name that too. Model choice is a country-fit problem and a personal-preference problem, not just a capital-stack problem.

5. Second-order ambition is real but more personal than the writing assumes

The last pattern, and the one I want to write honestly because the recording made me reconsider how universal it is.

What I expected: that most searchers, especially the ambitious ones, were thinking about a portfolio or HoldCo behind their first acquisition, but were not saying it publicly because the first acquisition is hard enough.

What I am hearing: this depends on the person more than I expected. Some searchers genuinely want a single business they will own and operate for years. They want to be the CEO of one thing, especially if they have never had an entrepreneurial role before, and the first acquisition is the destination, not the entry point. Others are dreaming of a portfolio, a HoldCo, a buy-and-build trajectory, and the first deal is the first step.

The personal note: I am in the second group. The long-term ambition is a portfolio. But it would be wrong of me to project that onto the community. The honest version of this pattern is that second-order ambition exists, but it is genuinely person-dependent, and the published writing should not assume every serious searcher has portfolio ambitions underneath.

The principle for any reader: name your own honest second-order ambition. If you want a portfolio, say so to yourself. If you want one business you will own for twenty years, say that too. The first acquisition looks different depending on which one you are actually pursuing.

What I have learned about my own search from these conversations

The patterns are not abstract for me. They describe my own search too.

The family pattern is mine. The loneliness pattern is mine. The control question shapes how I am thinking about the model. The capital honesty gap is one I have lived. Second-order ambition, the portfolio dream, is mine to name and mine to be patient about.

The single most useful thing I have done as a result of these conversations is small. I keep the phone numbers of two or three other searchers in a place where I can reach them quickly. Not for advice on a specific deal. For a fifteen-minute call when the search is loud in my head and I need to talk to someone who understands the texture without explanation. Those calls have done more for me in eighteen months than any framework I have read.

That is the gift the conversations have given me. I hope this issue passes some of it on.

What this all points to

When I look across the six patterns, what they are really pointing at is something bigger than any single search.

European small and medium-sized businesses are the backbone of the European economy. The Mittelstand, the family-owned services firms, the regional manufacturers, the trades businesses that have been passed down for two generations and now have no third generation to pass to. The succession gap is real. The numbers are public. Germany alone is roughly one million businesses needing a successor by 2030. Other European countries have their own version of the same problem.

If we cannot find buyers for these businesses, the consequences extend beyond the businesses themselves. Local employment shrinks. Tax bases erode. The funding that comes from healthy SMEs and supports universities, hospitals, regional infrastructure, gets thinner. The communities that depend on these businesses being there for the next generation lose something that does not come back.

Acquisition entrepreneurship is not the only answer to this. But it is one of the few answers that is actually scaling. The searchers I have been talking to are part of an asset class that is still small enough to be lonely and large enough to matter.

The next year of writing about European ETA needs to take this seriously. Not as ambition, as responsibility. The succession gap is a backbone-of-the-economy question, not just a deal-flow question.

That is what the conversations have shown me.

What you can do this week

Three actions scaled by ambition.

Smallest step. Pick one of the six patterns above that describes your own search right now. Write it down for yourself. Naming what you are actually living is the first useful thing you can do this week.

Bigger step. Have one real conversation with another European searcher this week. Forty-five minutes, no agenda beyond being honest about where each of you is. The relationship is the work.

Boldest step. Write your own version of one of these patterns and send it to me. Anonymised or named, your call. The next thirty conversations are how the next piece gets written.

Close

The community is real. The patterns are real. The writing should follow.

I want to thank the searchers who have given me their time across the last eighteen months. You have shaped how I think about European ETA more than any book or study has. The conversations have been the work.

The patterns above are not mine. They belong to the community. My role is to listen carefully and reflect back what is being said. The next set of patterns is already being formed somewhere I have not yet been listening.

If one of these five patterns describes your search right now, reply and tell me which one. I read every email. The next thirty conversations are how the next piece gets written.

See you next Monday.

Alexander

This issue starts with a question from a reader.

In a recent newsletter issue I wrote openly about being nine months into the search, two LOIs signed, two LOIs broken, no deal closed. A reader replied with one of the sharpest questions I have received since the newsletter began.

“Why do LOIs break when due diligence is clean?”

The reader is Veena Giridhar Gopal, Managing Director of New Chapter Capital and a Novastone-backed searcher. Her LinkedIn and Novastone profile are public. She is not a hypothetical reader, she is in the deal flow, working through the same questions every active searcher works through.

Her question named the situation almost every serious searcher will face at least once. The legal review is clean. The numbers check out. The Quality of Earnings is reasonable. And the deal still does not close.

The instinct is to find one reason. The seller got cold feet. The bank pulled back. The lawyer found a clause. But that is rarely what actually happened.

The honest answer is that LOIs almost never break on a single number. They break on confidence eroding across multiple dimensions at the same time. The diligence is one of those dimensions. There are three others, and they are usually the ones that move first.

The Reframe

A clean LOI does not mean a clean path to close. An LOI is a snapshot of mutual confidence at one moment. Closing requires that confidence to hold across roughly six to twelve weeks of diligence, financing, and re-negotiation. That is a long time for confidence to hold.

This is not a niche phenomenon. The Stanford Graduate School of Business 2024 Search Fund Study found that of search funds that concluded their search, only 63 percent made an acquisition, down from 66 percent in 2022. Roughly four in ten searchers who run their search to its end do not acquire. Veena’s question sits in the middle of that gap.

The pattern is studied, not random. S&P Global Quantamental Research built a predictive model of deal cancellation from four identifiable drivers, forecasting cancellation rates at roughly twice the base rate. Broken deals have signal, not just noise. The question is which signals to watch.

Four dimensions of confidence have to stay roughly stable for the deal to close. When two or more start to drift, the deal usually breaks, even if the technical work all checks out.

The four dimensions:

1. Emotional. The seller’s relationship to selling.

2. Operational. The day-to-day reality of the business, especially founder dependency.

3. Structural. The buyer side: investors, committee, capital stack.

4. Financial. The financing layer: working capital, seller notes, lender terms.

Each one walked through in the next four sections.

What the Research shows

63 percent. Acquisition rate among Stanford-tracked search funds that concluded their search, down from 66 percent in 2022. Source: Stanford GSB 2024 Search Fund Study.

​
​3.6 LOIs to close. Average number of letters of intent signed per closing searcher, with the first signed 7.8 months into the search. The IESE 2024 International Search Funds Study, tracking 320 international funds, reported a comparable average of approximately four LOIs to close. Self-funded searchers specifically averaged 2.4 LOIs, per the SIG Self-Funded Search Study. Sources: Stanford GSB 2024; IESE 2024; SIG Self-Funded Study.

​
​Four identifiable drivers. S&P Global Quantamental Research found that deal cancellation is predictable from a small set of factors, forecasting cancellation rates at roughly twice the base rate. Source: Oyeniyi and Tortoriello, S&P Global, February 2018.

1. Seller emotional drift

The seller signed the LOI for one set of reasons. Six weeks into diligence, those reasons may not look the same.

I have not lived this pattern myself. My own two broken LOIs were not driven by seller emotional drift. But I have seen it in other searchers’ deals, and it shows up in almost every conversation I have had with experienced operators about why their first acquisition took longer than they thought.

What changes for the seller emotionally during diligence:

• The price stops feeling abstract and starts feeling concrete (often smaller than imagined)

• Long-term relationships (employees, suppliers, customers) start to feel like things being handed over rather than things being kept

• The post-sale identity question lands: who am I when I am not running this business?

• A spouse, partner, or trusted advisor weighs in

• A competitor or a different buyer makes a parallel approach

What the buyer can see (and often misses):

• Slower response times to emails

• Reduced eagerness to provide documents

• New “small” objections that were not raised at LOI

• A return to the “but I might want to stay involved” conversation

• The seller starting to talk about the business as if they are not selling it

One adjacent pattern I have seen: the seller who quietly raises their price during diligence, sometimes by ten or fifteen percent. Diligence has not found anything wrong with the business. The seller has just decided their business is worth more than they thought when they signed the LOI. That is emotional drift disguised as price negotiation.

The principle: emotional drift is detectable two to four weeks before it becomes a break. The buyer who notices early can either save the deal by re-engaging the relationship directly, or walk away cleanly before more diligence cost is spent. The buyer who is not paying attention finds out at the worst moment.

2. Operational reality, especially founder dependency

This is the pattern that broke both of my LOIs.

Diligence finds what diligence is designed to find. It finds the numbers, the contracts, the legal structure, the financial reporting. What it often misses is the unwritten operational reality: how much of the business actually lives in the founder’s head, their relationships, and their daily decisions.

On both of my broken deals, the issue was founder dependency. The first was deeper than the second. In one of them, the business was so dependent on the founder that the moment you tried to model the business without the founder, the revenue curve started to bend. Not because the business was failing. Because the business was effectively the founder, with a small team supporting them.

This is not unusual. In small and mid-market acquisitions, founder dependency is the rule, not the exception. The work is not to find a business without founder dependency. The work is to understand whether the dependency is repairable in the first ninety days, the first year, or never.

What surfaces during operational diligence that breaks deals:

• Founder dependency the numbers did not show (one or two customers who buy because they trust the owner, not the business)

• Team intentions that emerge in side conversations (the COO who plans to leave once the founder leaves)

• Customer concentration risks the metrics did not capture (one customer who is twelve percent of revenue but sixty percent of relationships)

• Processes that look small in isolation but multiply across the first hundred days of ownership

Customer concentration is its own version of founder dependency. If thirty-five percent of revenue comes from one customer, the business has the same fragility as a founder-dependent business, just with the dependency transferred to a third party. Diligence can flag the percentage. Whether the relationship survives the handover is a separate question that requires real conversation with that customer, ideally before signing the LOI.

The principle: diligence is necessary but not sufficient. The buyer who treats diligence as the test of the business will be surprised. The buyer who treats diligence as a starting point for understanding the business will see what diligence missed.

3. Structural pressure on the buyer side

For a self-funded searcher this dimension may sound small. It is not.

The cleanest illustration I have seen of this pattern came from a searcher I know. The deal broke not because of the seller and not because of diligence. It broke because an investor on the equity side dropped out late, and the equity gap that opened could not be closed quickly enough to hold the deal together. The seller did not want to wait. The other investors could not increase their commitment fast enough. The deal closed cleanly on paper but the financing structure unravelled in the last two weeks.

For an institutional searcher, a search fund with a committee, or an independent sponsor with multiple capital partners, this dimension is often the largest hidden risk. The conversations a searcher has informally with a potential investor look reasonable in February. The conversations that same investor has with their own investment committee in April look different.

What changes in the structural conversation:

• Committee members ask questions the original sponsor did not anticipate

• Co-investors push for terms that the lead investor had soft-committed against

• Risk-weighting shifts as the macro environment moves between LOI and close

• A lead investor’s portfolio rebalancing forces a smaller cheque

• Reputational considerations surface that did not appear in earlier conversations

The principle: the buyer side of the deal is not one person, it is a system. The system has its own confidence dynamics, and they often run slower than the seller side. By the time the system has decided, the seller has moved on.

4. The financing layer

I want to be honest about this dimension. When I first thought about why LOIs break in Europe, I assumed the financing layer would be a specifically European story: working capital adjustments, seller notes, bank loans, lender requirements. Looking at my own deals, that framing was too narrow. Working capital is calculated everywhere. Seller notes are a feature of small-business deals globally, not a European specialism.

What is true across geographies is that the financing layer is the dimension where small surprises compound. Each adjustment chips away at the seller’s confidence in the deal.

What surfaces in the financing conversation:

• A seller who expected most or all cash at close, who now sees the seller note in writing

• A working capital adjustment the seller did not realise would reduce their proceeds

• Tax treatment that turns out worse than the seller’s accountant had hoped

• Lender requirements (personal guarantees, covenants, security) that change the seller’s view of the buyer’s commitment

• A guarantee or subsidy programme that adds time and paperwork the seller did not expect

In Europe specifically, bank loans and lender-led financing often add weeks the seller had not budgeted for. That is not a structural barrier, it is a timing issue, but a deal under emotional strain on the seller side does not tolerate added weeks.

The principle: the financial structure of a deal is not negotiated once and signed at close. It is negotiated continuously, and each adjustment is a small confidence cost. The buyer who frontloads the harder financing conversations loses fewer deals at the back end.

The pattern across all four

LOIs almost never break on one dimension. They break when two or three drift at the same time.

Both of my broken LOIs had founder dependency as the root issue, which sits in Pattern 2 (operational reality). The operational reality became visible during diligence, and on both deals it was significant enough that the deal could not survive it. Pattern 3 (structural pressure) was not my own story, but I have watched it close deals for other searchers, and the speed at which it can unravel a deal is sobering.

The patterns interact. The buyer’s job during the six to twelve weeks between LOI and close is not just to complete diligence. It is to monitor confidence on all four dimensions and act when one starts to slip.

Any single dimension drifting is recoverable. Two drifting at once usually is not.

A method: score your deals 1 to 5

A practical exercise the reader can do on a current deal or on a deal that has already broken.

Take the deal. For each of the four dimensions (emotional, operational, structural, financial), score on a scale of one to five how stable the confidence currently is, with honest evidence next to each score.

• 5: rock solid, no slippage detectable

• 4: confident with one minor flag

• 3: noticeable drift, action needed this week

• 2: serious drift, deal is in real risk

• 1: this dimension has effectively broken

Any dimension at 3 or below is a flag. Two dimensions at 3 or below is a warning. Three or four at 3 or below means the deal is already broken and the buyer has not yet accepted it.

For a deal that has already broken: do the same exercise retrospectively. Where did each dimension actually sit at the moment things changed? The post-mortem is where the next deal gets saved.

Talk to the people around the business

This is the single most important practical thing I would tell a searcher in current diligence on a deal.

Do not just talk to the seller. Talk to the people around the business.

The suppliers. The customers. The local chamber of commerce. The local administration. The competitors if you can. The local industry network. Other business owners in the same town who may have shared a supplier, a customer, a banker.

Why this matters: diligence asks the seller and the seller’s advisors about the business. The seller, by definition, knows the version of the business they have decided to present. The people around the business know a different version. They see the late payments to suppliers that did not make it into the management accounts. They see the customer complaint patterns the team has not surfaced. They see the founder’s reputation in the local market, which is the asset you are about to buy.

A specific version of this advice: ask three suppliers and three customers, separately, one open question. “What has it been like working with this business?” Then say nothing. Listen for at least sixty seconds. The texture of the answer tells you more about the business than the financial statements do.

You also need to check the person, not just the business. Background checks on the seller, on the management team if there is one, on any operator who would stay post-acquisition. Reputation in the city, image in the industry. These are not nice-to-haves. They are part of what you are buying.

This is the work most searchers do not do because it is unglamorous, it takes time, and the answers are unstructured. The searchers who do it find out things that diligence will never find, and they walk away from deals that look clean on paper but smell wrong in the local market.

What you can do this week

Three actions scaled by ambition. Pick the one that fits where you are.

Smallest step. Take one current or recent deal and write down where each of the four dimensions was at LOI versus at break (or now, if it is still live). Just the diagnosis. No action yet.

Bigger step. If a deal is currently live, schedule a fifteen-minute call with the seller this week with no diligence agenda. Just to listen. Ask one question: “How are you feeling about the process so far?” Then say nothing for sixty seconds.

Boldest step. Talk to three suppliers and three customers of the business you are about to acquire, before signing the next LOI. Separately. Same open question. The conversations will change what you sign.

What I have learned, and the close

Veena’s question reframed: a clean diligence is necessary but not sufficient. The clean LOI promises something the closing process has to keep delivering across four dimensions and several weeks.

My own two broken LOIs were not failures of diligence. They were failures to investigate the founder dependency deeply enough before signing the LOI. The other dimensions still mattered, just not as the primary breaking point on my own deals. Naming that is the only way to do better next time.

One last data point worth carrying out of this issue. The Stanford 2024 Search Fund Study found that searchers who close acquire on average their 3.6th signed LOI, with the first LOI signed 7.8 months into the search. The IESE 2024 International Search Funds Study, the European reference covering 320 international funds, found a comparable average of approximately four LOIs to close. Self-funded searchers specifically close on roughly the 2.4th, per the SIG study. So if you have broken one or two LOIs, you are at the median, not behind it. The work is not to break fewer. The work is to read the signals earlier on each one, so the ones that should break, break cheaper, and the ones that should close, close.

What I would do differently on the next LOI: never give up, write down why every LOI broke before signing the next one, and treat the surroundings check as part of the diligence, not an add-on.

Before you go, hit reply and tell me one thing.

If you have had an LOI break or wobble, which of the four dimensions was the first to drift?

I read every reply, and the patterns become the next issue.

See you next Monday.

Alexander

A reflective issue this week.

Last October I wrote a Buyout Diary piece on how to build your investment thesis at the start of a search. It is still a piece I stand behind. But the thesis I wrote for myself in August 2025 is not the thesis I hold today.

Most searchers feel guilty about this. They wrote a thesis, they spent time refining it, they put it in a PPM, and now reality is pushing back on parts of it. Their instinct is to defend the original, because defending it is what a disciplined searcher does.

I do not think that is right. A thesis is a hypothesis. Hypotheses are tested by contact with reality. If yours has not moved in ten months, you have not really been searching, you have been performing a search against a document you refuse to update.

This issue is the honest update. Four dimensions of my own thesis that have shifted, two that have held, and a small method you can use to audit your own thesis this weekend.

The Reframe

A thesis is not a commitment, it is a working hypothesis. The discipline is not defending it, the discipline is updating it on the right evidence and refusing to update it on the wrong evidence.

Three principles for the rest of this issue.

1. The thesis you wrote was a hypothesis built on what you knew before searching. Ten months in, you know things you did not.

2. The right reasons to revise are repeated patterns across multiple data points, real seller behaviour, real financing constraints, real operating realities.

3. The wrong reasons to revise are one bad deal, one rejection, one bad week, fashion in what other people are buying.

Four dimensions of my own thesis have moved. Here is what moved on each.

1. The Model

In August I was anchored on holdco.

I had spent eighteen months on the topic, including the entire research arc of my MBA thesis on post-acquisition governance in holdco structures. I knew the model. I believed in the model. I still believe holdco is the theoretically best long-term fit for me.

I am not building one.

The reason is capital. A real holdco requires either personal balance sheet I do not yet have, or an investor base I have not yet earned. Without one or the other, “I am building a holdco” is a statement of intent, not a working model. The honest version of where I am is somewhere between two adjacent models: a self-funded search and an independent sponsor structure. I have not yet fully landed between the two. The decision is being shaped in real time by which deals come to me.

Traditional search fund never fitted me. That has not changed.

Holdco is the belief that took me the longest to revise. Eighteen months of academic work makes a model hard to let go of, even when the cap table does not support it. The shift happened gradually, in conversations with European investors who told me directly what a holdco actually requires at this stage in this market, and in my own honest review of what I could fund myself.

The principle for any reader sitting on a similar gap: the model choice should follow the deal access and the capital reality, not the other way round. Picking a model because you wrote a thesis about it is not a thesis decision, it is an identity decision.

2. The Geography

In August I was looking only in the Amsterdam area.

That was the wrong frame.

Today my geography is the Netherlands as a whole, Lower Saxony and North Rhine-Westphalia in Germany, and the Flemish part of Belgium. Three countries, two languages I speak natively, one cultural region I genuinely understand.

The shift came from a sharper question. Not “where can I search” but “where do I match the seller’s culture and the lender’s structure.” The Netherlands works because I live here. The two German states work because I am German, my credit score is German, and the lender ecosystem in those states (Sparkassen, regional banks, KfW-backed financing) is set up for transitions of the size I am targeting. Flemish Belgium works because the language and culture extend the Dutch reach.

What I learned that changed the geography:

European succession deals do not run on the same lender infrastructure across the continent. Each country and sometimes each region has its own credit logic. KfW in Germany, BMKB in the Netherlands, regional development banks in Belgium. If you do not have a credit history in the country, you will struggle to get the financing stack to close, even if the deal is good.

The principle worth keeping: geographic focus narrows as you learn what is actually available. A pan-European thesis sounds impressive on paper and falls apart in the financing call. The honest version is one or two countries deep, not five countries shallow.

3. The Sector

In August I was going to acquire a Dutch accounting firm near Amsterdam, around two million euros in revenue, six to eight hundred thousand EBITDA. The plan was to transform a traditional accounting practice into a modern CFO-services business.

I am no longer pursuing accounting firms.

I want to be honest about how this felt. I spent years in banking and audit. Accounting was the sector I understood best, where my fit was strongest, where my credentials carried weight. Walking away from it felt like sad and disappointing. I would not pretend otherwise.

What moved me was AI exposure. I wrote about this in ​I Wasted 6 Months in 2025 Part 1​. The more I looked at small accounting firms, the more I saw the basic services, bookkeeping, compliance work, standard financial reporting, were already being absorbed by software and AI. The valuation logic of an acquisition is “earnings will hold or grow.” That logic is fragile in a sector where sixty percent of the work can be automated in the next five years.

So I moved. Today my sector focus is blue-collar work, specifically craftsmanship businesses in HVAC, electrical, and fire protection. Three reasons.

They are AI-resistant. You cannot automate a broken pipe in someone’s home, a faulty wiring installation, or a fire-safety inspection.

They are recession-resistant. People still need heat, light, and fire safety even when the economy contracts.

They have a succession wave. In Germany alone, roughly one million businesses need to find a successor by 2030. A meaningful share of them are in exactly these trades.

The principle that travelled across the shift: when you change sector, the credentials you held in the old one mostly do not carry. What carries is the framework you developed for evaluating a sector. AI-resistance and recession-resistance still apply.

4. What you actually want from the business

The least-discussed dimension, and the one that moved most quietly.

In August my picture was a mix of independence, ownership, lifestyle, and financial outcome. I would have said all four mattered, and I would have meant it.

Ten months later the mix is sharper. Independence and ownership and lifestyle have moved up. Lifestyle in the specific sense of being able to work from where I want, spend time with my family, and shape my week. Financial outcome has moved down, not because it does not matter, but because I have learned that if the first three are in place, the financial outcome tends to take care of itself in this asset class, and if they are not in place, no financial outcome justifies the cost.

There is one specific role shift inside that mix worth naming. In August I pictured myself as the operator-CEO inside the business. The buyer, the operator, the leader of the team, all the same person. That picture has moved. I want to own the business, work on it, hire an operator who runs the day-to-day, and shape the strategy rather than execute it. That is a different ambition from the one I started with, and it changes what kind of business I look for. A craftsmanship business with a strong number two already in place is more valuable to me than the same business with the owner doing everything.

The principle for any reader: most searchers run their search against an unexamined mix of motivations. The cleaner the motivations are named, the better the deals you can say no to. A vague “I want freedom” is not a filter. “I want to work from where I live, with people I respect, on something that does not require my hands every day” is a filter.

There is one more thing on this dimension that has shifted recently, and I want to name it briefly.

Ten months ago I was building this alone by default. I no longer think alone is the right model for the next phase. The hybrid model I now think fits me best is one I would build with a partner, someone with operational depth that complements my financial and structural side. If you are thinking similarly, reply and tell me how you see it.

That is the only line of personal news in this issue. I am keeping it short on purpose.

5. Two things that have not changed

Honest balance. Not everything in my thesis has shifted. Two things have held in exactly their original form, and naming them makes the changes credible.

Deal sourcing. My approach has been the same since day one. Personal network, with deliberate relationships into chambers of commerce, local government administrations, and regional development bodies. I do not rely on broker listings as the primary channel. I rely on the people who see succession coming before the listing exists. That has worked, and there is nothing in ten months of searching that has made me want to change it.

Financing method. Bank loan plus investor capital plus skin in the game from me plus available subsidies plus seller financing where the seller is open to it. Five layers, calibrated to each deal. The mix has not changed because the structural reality of European mid-market financing has not changed. KfW in Germany, BMKB in the Netherlands, regional development support across Belgium. These are the rails. If you build a financing stack that uses them well, it holds up.

Those two things have stayed because the evidence has confirmed them, not because I have refused to look. That is the difference.

Recently in Conversation

Two recent conversations have stress-tested some of the thinking in this issue. Different hosts, different audiences, different angles on the same question.

The first was with an American host, framed around how Europe is structurally different from the US. The second was with a German host, framed around how Europe should be organising itself for what is coming. Same person, two different conversations.

Episode 1, Search Funded: The ETA Podcast with Nick Lall

Long-form conversation on how the European ETA reality reshapes the American playbook, recorded for an audience of mostly US searchers and investors.

Three takeaways from the conversation:

• Local investors are not optional in Europe. An American investor cannot deploy capital into a European deal without a local lead partner. The local investor base, family offices adapting to ETA, regional firms like Newton Campos, Novastone, Mood Base Capital, and a growing number of smaller European specialists, is now real but still emerging. Cross-border ETA runs on local trust, not on a global playbook.

• Regulation is infrastructure, not obstacle. The German Handwerk requires a Meisterbrief, a master certificate, to operate a regulated-trade business. As a non-certified buyer you can hire someone who holds one. If that operator leaves, the local chamber actively helps you find a replacement. This is regulation acting as a support system, not a barrier, and it is one of the structural reasons German craftsmanship is a more interesting acquisition target than most American searchers assume.

• The post-acquisition move nobody talks about is hiring the previous owner as a staff member or advisor for three to six months. Conventional wisdom says get the seller out fast. My MBA research interviews with American operators pointed clearly in the other direction. The previous owner knows the suppliers, the clients, the unwritten processes. Three to six months of structured handover is the highest-ROI continuity move available, especially for first-time buyers.

Listen to the Episode

Episode 2, buypreneur Podcast with Timm Wienberg

“Warum Unternehmensnachfolge in Europa vor einem Durchbruch steht” (Why succession in Europe is on the verge of a breakthrough) — a long-form conversation in German on where European ETA stands and how Germany and the Netherlands should be organising for the succession wave.

Three takeaways from the conversation:

• The Spanish ETA ecosystem is roughly five years ahead of Germany and the Netherlands, driven by universities running formal ETA tracks and government policy treating succession as economic infrastructure. The lesson is not to copy Spain. The lesson is that institutional attention compounds an ecosystem faster than capital alone.

• Investors are quietly shifting their preference from MBA graduates to entrepreneur backgrounds. A Spanish investor at the INSEAD ETA Conference told me directly that he no longer prioritises MBA-only profiles. He wants searchers who have built something, even a small project, even a failed one. Operating experience is becoming the new asymmetry, ahead of pedigree.

• The cleanest post-acquisition principle from the American operators I interviewed was “change nothing for the first weeks.” Learn the processes that are already there. Document everything, change nothing. The temptation to act fast in the first ninety days is exactly what breaks acquisitions, because the things you are tempted to change are usually the things you do not yet understand.

Listen to the Episode

This episode is in German. If you do not speak German, the transcript opens directly in YouTube and translates cleanly with Claude or ChatGPT. Or reply to this email and I will share the key parts.

If you have only fifteen minutes, the Newton Campos and previous-owner-as-advisor exchange in the Search Funded episode, and the partner-versus-solo investor preference exchange in the buypreneur episode, are the two moments I am still thinking about.

The Audit Method: C, R, T

A practical method you can use on your own thesis this weekend. I call it C / R / T.

Pull out your written thesis from when you started, or write down what you would have said. Read it line by line. Mark every claim with one of three letters.

C, confirmed. Reality has tested this claim and it has held. You have evidence, not just intuition. Keep it.

R, revised. Reality has pushed back on this claim. You believe something different now. Cross it out. Write the new line next to it.

T, tested-not-yet. You have not actually exposed this claim to reality. You assumed it would be true and have not had the chance to test it. Mark it for testing.

The Rs are the work. Every R is a piece of your thesis that has earned its revision. Write the new line out and date it. That is your updated thesis.

The Ts are the warning lights. If too much of your thesis is sitting in T after six months, you are not really searching, you are still writing. Pick one T this week and go test it. A conversation with a real seller, a real lender, a real operator. The thesis is built by the testing, not by the writing.

Twenty minutes, once a quarter. Less than the time you spent writing the original.

What this means for a searcher this week

Three actions scaled by ambition. Pick the one that fits where you are.

Smallest step. Pick one claim in your current thesis and write down the evidence for it. If you cannot, that claim is a belief, not a thesis. Name it as a belief and move on.

Bigger step. Do the full C / R / T audit on your thesis this weekend. One sitting, twenty minutes. Date the new lines so you can audit again in three months.

Boldest step. Share your revised thesis publicly. A LinkedIn post, a note to your investor circle, a paragraph in your next newsletter if you write one. Public revision builds trust faster than initial conviction does, because anyone can have conviction in August. Revision in June is evidence of work.

If you take one thing from this issue, take this.

A thesis that has not moved in ten months is a thesis that has not been tested. Revision is the work. The thesis you started with was built on what you knew before you searched. The thesis you hold now should be built on what you have learned since.

I am self-funded, and the budget is tight. Time is one cost, money is the other, and self-funded means both come from the same person. I am still searching, I have not closed an acquisition, and the willingness to revise has cost me a model I spent eighteen months building. It has given me a sharper sector, a sharper geography, and a clearer picture of what I actually want from the business I eventually own.

Before you go, hit reply and tell me one thing.

What is one belief you used to hold about your search that you have already revised? Tell me in one sentence. The replies become the next issue.

See you next Monday.

Alexander

Last week the issue was about ​how to build a network from zero in European acquisition entrepreneurship​. The replies that came back, and the conversations I have had this week, almost all returned to the same question. Not “how do I network.“ Not “where do I find the people.“

How on earth do I find the time?

So this week the topic is time management for a part-time, self-funded search. The version nobody writes honestly. Not the productivity-tools version, not the morning-routine version, the version that admits what the math actually requires and what you are going to have to stop doing.

A part-time search needs fifteen to twenty hours a week to actually move. Those hours have to come from somewhere.

If you do not consciously choose what to drop, your brain drops things for you. Usually the things nobody chases you for. Sleep, exercise, friendships, mental quiet. The things you cannot recover quickly. You will not notice it for months, and then one day you will wonder where six months went.

This is not a discipline problem. The diagnosis “I just need to be more disciplined“ is the diagnosis that gets you another six months of the same. Most senior professionals are already excellent at productivity. That is how they got senior.

The problem is a refusal to choose.

The Reframe

Stop trying to be productive at everything.

Choose two or three things to be excellent at, this season, and accept that other things will visibly suffer. Name them out loud. Tell the people affected. Stop apologising for it.

Three principles for the rest of this issue.

1. Productivity systems do not solve a math problem.

2. The wrong cuts are made unconsciously. The right cuts are made out loud.

3. What you keep matters less than what you stop.

1. Productivity systems do not solve a math problem

Notion will not save you. Pomodoro will not save you. Time-blocking, calendar colour-coding, habit trackers, the latest method from the latest productivity author. None of them will save you.

These tools optimise the hours you already have. They do not produce new ones. If your search needs fifteen more hours a week than your life currently contains, no system will create them.

I use Notion. I use Otter for recording, Claude and ChatGPT for processing transcripts, Google Workspace for everything else. These tools are useful. They are not the answer.

For my first six months, I tried to fit a search into a full life by being more organised. Better calendar discipline. Earlier mornings. A clearer weekly plan. I would have told you the system was the problem and a better one would fix it. It was not, and it did not.

The contrarian piece in this section is uncomfortable to say. Most senior professionals already know how to manage their time. Optimisation is not the gap. Acceptance is. The work is to accept that something genuinely useful and genuinely important is going to have to stop, not to find a clever way to fit one more thing in.

2. The wrong cuts are made unconsciously

Here is what gets dropped when you do not choose.

Sleep. In my first six months I went from seven or eight hours to roughly six. I did not decide this. I just found myself getting up earlier and going to bed later, and one day realised it had become normal. It is not healthy, and I am not recommending it. I am naming it because it is exactly the kind of thing that gets quietly dropped when nobody is watching.

Exercise. I stopped going to the gym. Again, not a decision. Just a thing that did not happen one week, then another, then five months had passed.

Friendships. This is the cost almost nobody warns you about.

When you are running a job, a partner, a search, and any kind of media or community-building, the social calendar narrows. You see your closest friends less often. You stop replying to messages within the day, then within the week. Some friends understand and stay. Some drift, because you did not give them what a friendship needs. And honestly, some turn out not to have been close friends, they were proximity friends, and they fall away once the proximity goes.

The friendships you keep are the ones with people who respect what you are building. Some you cut on purpose because the energy was wrong. Others you cut by accident through neglect, and you regret it later.

These are the wrong cuts. Not because the things themselves are easy to protect, they are not, but because they are the cuts you would not have chosen if you had been asked. They are the price your brain quietly paid because you would not name a price out loud.

The right cuts look different. They are things that feel productive but do not compound.

For me the clearest example is the messages-and-meetings churn. As your audience grows, your inbox fills. Every coffee request, every “would love to pick your brain,“ every LinkedIn message from someone with a “quick question.“ Each one feels productive because it is a real human being asking for your time. Six months later, you cannot tell anyone, including yourself, what any of those conversations produced.

The same logic applies to monthly meetups, to the third coffee with the person who has been “almost ready to talk” for two months, to the conference that you should have skipped, to the call that should have been an email.

The contrarian piece here is that the wrong cuts are usually invisible (sleep, friends, mental quiet) and the right cuts are usually visible (a recurring meeting, a public commitment, a coffee on the calendar). Cutting visible things requires explanation and feels like backing out of something. Letting invisible things erode is silent and feels like nothing. That asymmetry is exactly why most people drift into the wrong cuts.

The work is to reverse it. Cut the visible thing. Let it look like a withdrawal. Protect the invisible thing because nobody else will.

3. What you keep matters less than what you stop

Almost every part-time searcher I talk to can list five things they want to do more of. Almost none can name three things they have stopped this quarter.

The asymmetry tells you something. Addition is loud. Subtraction is quiet. The subtraction is the actual work.

Here are the cuts I have made in the last nine months.

The hardest one was the monthly meetups. ETA Europe runs in Amsterdam and Brussels, with Paris later in the year. I started with a monthly cadence in Amsterdam. It almost killed the format. The quality of an event cannot survive monthly frequency when one person is organising every part of it, the venue, the catering, the speakers, the moderation, the follow-up. By month four the events had become routine for the audience and exhausting for me. I made the call to drop to twice per year per city, with the option of one larger annual gathering. Six well-run events a year beats twelve hurried ones. The hard part was admitting that more was not better, because making events is something I genuinely enjoy. The right move was to do fewer of them and protect the quality.

The cut that surprised me with how much it improved my week was open inbox response time. As the LinkedIn audience grew, the messages multiplied. I used to reply within hours to almost everyone. I do not anymore. Some messages get a reply within a few days, some within weeks, some never. This is a real cost. People notice. Some of them think it is rude. I have decided it is a cost I am willing to pay, because the alternative is the inbox running my week and the search not moving at all. Almost no newsletter writer in this space admits this publicly. I am admitting it because anyone reading this who is building a similar audience will hit the same wall, and pretending otherwise does not help.

One exception, and it matters. If you reply to this newsletter, I read every one and I answer personally. The newsletter is the conversation. The LinkedIn DMs are not.

The two smaller cuts. Twitter, gone entirely. The account exists but I do not post. Reach in Europe was not there. Easiest cut of the four. And daily coffee chats, cut not entirely but as a default. I now ask what someone specifically wants to discuss before agreeing, and I say no more often than I used to. Coffee in a calendar is two hours including travel and recovery, and most of those conversations did not move anything.

If you are reading this and have not made any real cuts yet, the method is simple. Name three things on your calendar that have felt productive over the last 90 days but have not actually produced anything. Pick one of them. Drop it this week. Tell the people involved that you are narrowing your focus and it is no longer where you should be spending your time.

The other two stay on the list, and you watch them for the next thirty days. If they are still unproductive at the end of that, they go too.

What my week actually looks like

This is not a template. This is one version of the principles in practice. Your week will look different because your life is different.

Monday. Full work day. Newsletter publishes in the morning. Evening is light, light reading, no commitments.

Tuesday morning. Acquisition work. Outreach to potential sellers, follow-up with people in the network on specific deals, the kind of work that requires daytime hours because that is when sellers actually answer their phones.

Wednesday. ETA Europe day. One to two hours on the community. Planning the next event, replying inside the WhatsApp group, the work that keeps the community alive.

Thursday. Media. Recording interviews, working on the podcast launch, longer LinkedIn pieces, the parts of the writing that need uninterrupted blocks.

Friday. Writing day. The bulk of the next week’s newsletter gets written on Friday.

Saturday. Family. Wife, dog, no work commitments before the evening. Saturday evening is sometimes prep for Sunday, sometimes not.

Sunday. Final newsletter pass and scheduling. LinkedIn posts for the week prepared. The week ahead mapped.

Mornings before work. The hour before the day job starts is the most reliable productive block I have. Monday is LinkedIn posts for the week. Tuesday is outreach. Wednesday is community. Thursday is media. The day job starts properly around 7:30 if I am home, 9:00 if I am in the office.

The single habit that I will not skip, the one that if I missed for a month would unravel everything, is the Friday writing block. Skip a Friday and the newsletter goes out late or thin, the community goes quiet, and the audience growth stalls. The whole stack depends on one block, which is exactly why it is non-negotiable.

The principle, useful for you: every part-time search has one habit like this. One block, one hour, one rhythm that, if it holds, the rest holds. Find yours. Protect it the way you would protect a paid client meeting, because that is what it actually is.

The contrarian piece worth saying here. Most time-management advice for part-time searchers assumes the search happens outside working hours. In practice, the search needs slots inside working hours, because the people you need to reach, sellers, advisors, lenders, are at their desks during the day. Phone calls to a 65-year-old business owner at 8pm do not get answered. You will need to be willing to take some search calls during work time, which means being honest with your employer about flex, or being deliberate about which job will tolerate it.

What you can do this week

Three actions, scaled by ambition. Pick the one that fits where you are.

Smallest step. Identify one thing in your evenings that is consuming two hours and producing nothing. Netflix is the easy example, it is not the only one. Replace those two hours, just one evening this week, with one piece of search work. A read of someone’s exit interview. A draft of an outreach email. A conversation with one person in the space. Two hours is more than enough to start.

Bigger step. Drop one recurring commitment this week. The one that has been on your calendar for months because you said yes once and never said no since. Tell the person involved that you are narrowing your focus and this is no longer where you should be spending time. Use that exact phrasing if you want, it works.

Boldest step. The structural cut. Go from full-time to part-time at work. Four days a week instead of five. That recovers eight hours plus the energy of an entire day, every week, every week. It is by far the most powerful single move a part-time searcher can make.

Read the next sentence twice. Do not make this cut without a financial runway in place, and by runway I mean at least twelve months of living costs sitting in your bank account, not projected, not “I will earn it from the search,“ not “my partner can cover us.“ Sitting there. A part-time search that turns into a part-time income crisis breaks more searches than no search at all.

I want to be honest about this one. I have not made the part-time cut myself. I am still full-time. The reason is that I need to cover my personal living costs in another way first, and I am not there yet. The boldest move is sitting in front of me too, and I have not taken it.

I am writing about it anyway, because that is what an honest scoreboard looks like.

If you take one thing from this issue, take this.

The math of a part-time search does not work without cuts. You can pretend it does for a while, six months, maybe twelve. You will pay for the pretence in sleep, exercise, friendships, and mental quiet, and you will not notice the bill arriving until it has compounded.

The cuts you choose out loud are the cheap ones. The cuts your brain makes quietly while you are looking the other way are the expensive ones.

Choose what to be excellent at, this season. Two things, maybe three. Accept that everything else will suffer. Tell the people who need to know. Stop apologising for it. Then watch how much the search actually moves.

Before you go, hit reply and tell me one of two things.

1. The cut you have already made this year that compounded more than you expected.

2. Or the cut you know you need to make but have not.

Both replies are useful, both teach me something I will write about. I read every one.

See you next Monday.

Alexander

A different kind of issue this week. Not a deal study, not a structural argument against the American playbook. A practical one, on a question that comes up again and again, and that I have been working on for nine months myself.

How do you actually build a network in European acquisition entrepreneurship when you are starting from zero?

Here is the gap. A European searcher who picks up the American playbook expects an ecosystem to walk into. Alumni groups. Structured introductions. Conferences with name tags and matchmaking apps. A Slack channel that already exists with the right people inside it.

You do not find that in Europe. There is no front door.

So most searchers do one of two things. They drift, scrolling LinkedIn passively, attending the occasional event without a plan, hoping the right people will eventually appear. Or they wait, for an introduction, for an invitation, for permission that does not come. Both look like networking. Neither is.

When I finished my MBA last August and started searching, my network in European acquisition entrepreneurship was essentially zero. The interview subjects from my MBA thesis were American acquisition entrepreneurs, operators, and investors, useful for the research, not useful for finding a European deal. On LinkedIn I could not find people writing about this in Europe. On YouTube every video was American. The European searcher community, if it existed, was invisible to me.

At some point I stopped looking for it and started building it. Not because I planned to. Because the alternative was waiting forever.

So here is the reframe I want you to take from this issue, before anything else.

There is no front door. Build the room you need.

Not “join the community.” Convene one. Not “find a mentor.” Be a known, reliable presence. Not “wait to be invited.” Show up with something small and useful, repeatedly, until people start showing up to you.

Three principles, three small steps, all of which any searcher can start this week with no budget, no MBA, and no contacts.

1. Be a useful presence before you ask for anything.

2. Convene before you join.

3. Treat the network as your second product.

Let me take each in turn.

1. Be a useful presence before you ask for anything

Most searchers introduce themselves as people who need things. Investors to meet, sellers to find, advice to gather. That is the default mode, because the search itself is a list of things you do not yet have.

The networks that compound do the opposite. They show up with something small and useful, repeatedly, before they ever ask for anything in return.

In my first three months I reached out to the people I now think of as multipliers, not other searchers. Professors, lecturers, investors, service providers, marketplace owners, and a handful of business founders who had been through their own succession conversations. What I shared was one specific idea I was going deep on: the succession gap in Europe as a generational transfer of ownership that almost nobody was writing about properly.

In practice it looked like this. I wrote LinkedIn articles on the topics I was actually thinking about, not posts, longer articles that gave readers something they could chew on. The succession gap as a goldmine for first-time buyers. The three ETA models laid out plainly. Why the traditional search fund model did not fit my own situation. Each one had a clear point of view. None of them asked the reader for anything.

The articles were the format. The principle behind them was the same as a one-line email or a personal LinkedIn message: arrive with a useful idea, attached to your own thinking, attached to your name. People remember what you stand for, then they remember you.

If you want to see how that looked at the start, three of those articles are still up:

• ​Why the succession gap is a goldmine for first-time buyers​

• ​Three ETA models explained, which one I am betting on​

• ​Why the traditional search fund model is not for me​

You do not need a newsletter and you do not need LinkedIn articles. A weekly note to four people you respect, sharing one resource you found useful, asking for nothing, would do the same work. Pick a format you can sustain.

The contrarian piece in this section is about where you do this. Most networking advice says go to the biggest events, the rooms with the most names. At the start, that is exactly the wrong move. Five searchers in a small regional meetup are worth far more than fifty at a London conference, because the relationships are real and the cohort grows together. The big rooms come later. The first year is built in the small ones.

Pick something small and useful you can do this week, and do it. The first person you help is the first edge of your network.

2. Convene before you join

Helping one person is the start. Convening four is the next move.

Most searchers wait to be invited to the right community. The faster move is to convene a small one yourself.

That sounds bigger than it is. At the smallest end it means three things. A coffee with two other searchers in your city: that is a meetup. A monthly dinner with the same four or five people: that is a community. A WhatsApp group around one shared question: that is infrastructure.

I ran the first Amsterdam meetup on 27 July 2025. I set it up on Meetup.com, ran one light push on LinkedIn, and six people showed up. None of them were acquisition entrepreneurs. They were curious about the topic, so I spent the evening sharing my MBA research and asking them what had drawn them in.

That was the first meetup. Six people, not a single searcher in the room. It would have been very easy to write that off as a failure. It was not.

Between the first meetup and the second, two things changed. My LinkedIn presence sharpened, because the articles I mentioned earlier were running every week. And I extended the invite to a wider circle of people I had spoken to since the first event. The second meetup drew over forty people. Investors, professors, MBA students, online business founders, people genuinely close to the European acquisition space. The cohort had appeared. It just needed the first room.

I have run five Amsterdam meetups since. This year ETA Europe also expands to Brussels, and I am planning to extend to Paris later in the year. The cadence I have settled on, after running too many in the early months, is twice per city per year, with the option of a larger gathering once a year. That is sustainable as a solo organiser. Monthly was not.

The contrarian piece in this section is about how you treat conferences. Most searchers attend conferences hoping to meet people. The stronger move is to use the conference as a forcing function to produce something the official programme does not.

The INSEAD ETA Conference in May is the example I lived. I did not arrive expecting to write a report. The idea came from an early follower and community member who suggested I capture what I would otherwise only experience in the room, so the people who could not be there would have access to it. I started by selling a conference pass bundle as a pre-sell before the event, then released single reports as standalone products afterwards. The INSEAD edition turned into 41 pages across seven chapters, four European searchers and investors on the record across Belgium, France, the UK, and Spain, plus the hallway and dinner conversations that gave the report its shape. ​It is now available here​ and people are reading it who never set foot in Fontainebleau.

The general principle: an existing event becomes the host for the smaller, sharper thing you build alongside it. Five people at a coffee the morning before a conference. A debrief dinner the night after. A document, an interview series, or a written summary that captures what only people in the room would otherwise know. You do not need to organise the conference. You need to produce something around it that did not exist before you arrived, and that other people will want.

If you are going to a conference in the next few months, ask yourself this question. What is the one thing you could capture, write, or organise around it that is not on the official programme?

3. Treat the network as your second product

Most searchers treat the network as a means to an end. They network hard until they find the deal, then go quiet during diligence, then re-emerge once they have closed. The problem is that a network is not a finite resource you build once. It decays the moment you stop showing up.

The searchers who actually find the deal treat their network like a product they ship. They invest in it on a schedule. They communicate predictably. They have a clear answer when someone asks what they are working on.

What that looks like in practice, for me, is a system. Notion is the spine. Every meaningful contact I make goes in there, not just on LinkedIn, alongside notes on what we spoke about and what they care about. There are pages for the ideas I am working on, the business models I am evaluating, the conferences I am considering. It is free, it lives on every device, and it means the network exists in one place rather than scattered across email, LinkedIn, WhatsApp, and memory.

The single most useful habit I have built around this, and the one I think genuinely separates a network that compounds from one that decays, is the voice memo to AI workflow. After a meaningful conversation I record a two-minute voice memo: who I spoke to, what they said, what I learned. The transcription goes into Claude or ChatGPT with a simple prompt, write me a clean protocol of this conversation. Within five minutes a structured record exists. Six months later I can search for “what did Adrian say about the Belgian deal market” and the answer is there.

That habit, repeated for nine months, builds something that no spreadsheet of contacts ever will. It builds a library. Every conversation you have ever had with someone in the network becomes searchable knowledge. The network is no longer a list of people. It is an evolving body of what those people know and what they have told you.

The contrarian piece, and the most honest line I can put on this issue: eighty percent of network building happens behind a computer. Not at events, not at coffees, not at conferences. The events are the catalysts. The work happens after, when you sit down, write the protocol, send the follow-up, log the contact, and decide who to reach out to next week. Most people skip this step because it is unglamorous. That is exactly why it compounds.

A network you can maintain in one hour a week, every week, will outperform a network you sprint at for a month and then abandon.

What you can do this week

Three actions, scaled by ambition. Pick the one that fits where you are.

• Smallest step. Find the next local meetup in your country and go to it. If the nearest one is in a different city, make a weekend of it. Bring your partner, take three days, attend the event in the middle. Two hours in a room with the right people is worth a flight. If you are at university, check whether your school already has an ETA or search fund club. Most major European business schools now do. And if there is genuinely nothing within reach, join one of the online ETA communities and start there: a Slack, a WhatsApp group, a LinkedIn group. The first room can be virtual.

• Bigger step. Fix your LinkedIn. Make it clear in your headline and your description that you are interested in acquiring a business. Then start posting three times a week about why, about what you are learning, about the specific corner of the European market you are looking at. Three posts a week, sustained for three months, will change how the ecosystem sees you. You will start to attract the right inbound.

• Boldest step. Book a meeting with one institutional contact in your local economy this month. Your tax consultant. The local chamber of commerce. A local development agency. Your university career center. A business banker at your local bank. Tell them you are looking to acquire a small business and ask what they see. Most searchers never do this because it feels unglamorous. The ones who do find a layer of deal flow and intelligence that almost nobody else has access to.

Permission, not prescription. One of these is right for where you are.

Get the INSEAD report now!

The mistake I would warn against, the thing I would say if you only remembered one line from this issue: do not seriously search before you have built any network.

If that takes you six months, those six months are not lost. You will learn what kind of business you actually want to buy by talking to people who have done it. You will refine your thesis by stating it out loud and watching it bounce off real practitioners. You will be a sharper searcher when you start, and you will start with a small group of people quietly rooting for you. None of that happens when you are alone at a screen filtering broker listings.

You also need people outside the ETA bubble. The chamber of commerce officer who sees which family businesses are approaching transition. The tax consultant whose client mentioned over coffee that they are tired. The local development agency tracking succession in the region. These people are not in your search fund alumni group. They are in your local economy, and they see things you cannot.

Nine months in, the network I built from zero is what is now producing the rest of the work. The newsletter, the meetups, the report, the podcast launching in September. The proof is real, but the principle matters more, because you can start yours this week.

Before you go, hit reply and tell me one thing.

What is the smallest convening you could do this month?

I read every reply.

See you next Monday.

Alexander

This week is a little different. Not a deep dive into one concept, not a case study. A pause to look back.

I launched this newsletter in August 2025. In January 2026 I ran a reader survey and started publishing a new issue every Monday. When I lined those issues up next to each other recently, I noticed something I had not fully planned.

The newsletter started with me writing about my own mistakes. The first issue of the year was literally called “I Wasted 6 Months in 2025.” Five months later I am publishing a structural comparison against the Stanford Search Fund Primer. Somewhere in between, the newsletter travelled from confession to argument. That mirrors my own development as a searcher. I know more than I did in January, and I am more sure of what I think.

If you had asked me in January what the hardest part of European acquisition entrepreneurship was, I would have said finding the right business. Nine months into my own search, I no longer believe that. The hardest part is that Europe does not yet have its own infrastructure for this. No shared playbook, no shared documents, no map. Europe is not one market, it is 27, and that fragmentation is the reason we have been borrowing a playbook built for somewhere else.

A short, honest word on where I am. The newsletter now reaches more than 1,000 readers across 40 countries. In the search itself I have signed two letters of intent, and both deals broke before closing, for reasons of price and structure. No acquisition closed yet. My pipeline is working in the background, and I am running the search part-time and self-funded, so I have made a deliberate choice: build the media-first approach properly while the deal flow develops, rather than rush a bad deal to have something to show. I would rather build this honestly. Thank you for being here while I do.

I want to be plain about one thing, because it matters. I write about acquisition entrepreneurship every week, and I have not closed an acquisition. That is the honest position this newsletter is written from, and it is the reason the mistakes and the broken deals go in rather than getting quietly left out.

So this week, a round-up. If you joined recently, this is your map. If you have been here a while, some of these are worth a second read.

The Thread

Every issue I have published this year has been making one argument from a different angle.

The American playbook for entrepreneurship through acquisition does not transfer cleanly to Europe. And the searcher who imports it unchanged pays for it, in wasted time, in lost credibility, in deals that do not close.

That is the spine. Here are the issues.

New here? Start with the third one, the American playbook issue, then read the rest in any order.

1. I Wasted 6 Months in 2025, Part 1: The Planning Mistakes

The issue that opened the year. Four mistakes I made before looking at a single deal seriously: searching without a written thesis, ignoring whether a business was resistant to AI and to recession, not committing to a region, and forcing an industry choice far too early. If you are at the very start of your own search, the honest place to begin.

→ ​Read more.​

2. The 3 Execution Mistakes That Cost Me the Most

The companion piece. Where Part 1 was about planning, this is about what went wrong once the search was live: the relationship mistakes and the timing mistakes that cost momentum rather than clarity. Best read straight after Part 1.

→ ​Read more.​

3. The American ETA Playbook Does Not Work in Europe

If you read one issue before the others, make it this one. The full argument, laid out: four structural differences between the US and Europe, across capital, succession culture, the search fund model, and seller psychology. The map the rest of the newsletter fills in.

→ ​Read more.​

4. Before the Bank Opens Your File, They Have Already Decided

Financing, written from both sides of the table, because before I started searching I worked in bank debt advisory. The four things a European credit officer needs to feel before they open your model, and a country-by-country read on Dutch, German, Belgian, and UK lenders.

→ ​Read more.​

5. Why Financial Engineering Alone Will Not Generate the Returns You Need

The post-acquisition issue, written in answer to a survey question: how do you actually create value once the deal is closed. Three durable levers that work at the scale of a small business — operations, the technology stack, and the finance function.

→ ​Read more.​

6. Stanford’s 2026 Search Fund Primer Is Out

The most recent issue and the most rigorous version of the whole argument. Stanford released the new Primer, the global reference for the model. Three domains where it does not transfer to Europe: the investor base, the deal structures, and the operating environment.

→ ​Read more.​

From the Replies

The replies to this newsletter are genuinely the best part of running it. Two that stayed with me.

Midas, a searcher in the Netherlands, wrote back after the mistakes series. Translated from Dutch:

“Good that you also share the mistakes, because they are very instructive. You cannot say you wasted six months, that is being too hard on yourself. The mistakes are exactly what give you more insight.”

He is right. The mistakes are the insight. That is the whole reason I write them openly.

John, a searcher in Australia, wrote back after the Tiffany issue:

“I could feel the enjoyment you must have had from writing this. The position around negotiation, where a financial change is the outcome yet not the language and frame used during the negotiation. Class.”

I share these for one reason. When I ask you to hit reply, I mean it. I read every reply, and the good ones change what I write next.

ETA Europe comes to Brussels

The first ever ETA Europe event in Brussels is happening, and it is genuinely a milestone for the community.

ETA Europe Brussels #1: Investor Insights with Adrian Carniol (Novadvice)

Wednesday 3 June, 5:00 to 7:00 PM CEST, central Brussels. Hosted in partnership with Novadvice, one of Belgium’s leading SME acquisition boutiques.

Adrian Carniol will share his perspective as an investor who has backed multiple acquisitions across Europe: what he looks for in searchers, how he structures deals, and where he sees the opportunity developing in the Benelux. After the keynote, a panel with Charles d’Ursel, a searcher, Eyal Kaplan, an operator, and Marc Michiels, co-founder of Novadvice, then open Q&A and drinks.

Few seats still available. Whether you are actively searching, exploring ETA, or investing in the space, you are welcome.

👉🏻 ​Register here!​

The INSEAD ETA Conference Report 2026

If you missed it, my first digital product is out: the 2026 INSEAD ETA Conference Report, available now as a single report.

It is 41 pages across seven chapters. Four European searchers and investors on the record, across Belgium, France, the United Kingdom, and Spain, alongside direct observation of the conference itself and the hallway and dinner conversations that gave the report its shape.

It is primary research from inside the room. The European ETA map as it actually looked this May, not as it is described in American playbooks that do not quite fit. The report covers the routes into ETA as they work in practice, what investors are looking for in 2026, and where the next twelve months point.

Get the INSEAD report

One worth your time

This one is not mine.

The ETA Database, from Acquiring Minds. Will Smith has taken five years of the Acquiring Minds podcast, more than 450 acquisition stories, and turned them into something you can actually search. Filter by industry, by deal size, by geography, by the buyer’s background.

If you are testing a thesis in a particular sector, it is the fastest way to find someone who has already bought a business in that space and hear how the deal was structured and where it nearly went wrong.

It is US-heavy, and that is exactly why I rate it. Read it as the deep case library, and read this newsletter for what changes when you bring those lessons to Europe.

One thing on the horizon

This September I am launching the Buyout Diary podcast. Long-form conversations with European operators and investors, in video and audio. Named voices, real deals, and the conversations that do not happen on a conference panel.

It is the same project as this newsletter, in a format that lets the people doing this work speak for themselves. Watch it on YouTube or listen wherever you get your podcasts.

If you want to know the moment it goes live, the waitlist is open. You will get one email at launch, with early access before any of it is public:

👉🏻 ​Join the waitlist here!​

Next Monday’s issue is still open. I have not decided the topic yet, so this is a genuine question, not a rhetorical one.

Reply and tell me one thing: which of these six issues do you most want me to go deeper on. I read every reply, and next week’s issue will come from your answers.

See you next Monday.

Alexander

Stanford Graduate School of Business released the ​2026 Primer on Search Funds​. Sixty-nine pages. Eight parts. Forty years of accumulated learning from the institution that originated the model.

For anyone working in entrepreneurship through acquisition, the Primer is the global reference. It should sit on every searcher’s desk and inside every investor’s onboarding pack. The framework, the discipline, and the failure modes Stanford codifies are the closest the field has to an industry standard.

At the start of this year, readers asked for more on strategic search versus opportunistic search. The Stanford release makes this the moment to give the deepest possible answer. Strategic search is not a personality trait or a posture. It is the discipline of working from a framework specific enough to disqualify deals quickly, and rigorous enough that the searcher can defend every choice in front of investors who have seen hundreds of pitches.

Stanford’s framework is that discipline, codified.

And here is what most people in the European ecosystem have not said publicly yet: three of the eight domains do not transfer cleanly. Copying the US approach unchanged produces predictable failure modes. The European searcher who reads the Primer and imports the playbook is doing strategic search by name and imported search by substance.

This issue covers the three domains where the gap is biggest. Investor base composition. Deal structures. Operating environment. Each one is structurally different in ways that reshape every downstream decision. A closing synthesis covers financing and deal sourcing as the operational consequences that flow from the three structural differences.

This comparison has not been published systematically anywhere. It should have been. The point of this issue is to start the conversation.

Section 1. Investor base composition: a 40-year ecosystem versus a 9-year one

Stanford’s Part II describes a mature investor base. The typical search fund raises from 10 to 15 investors, with the spine of the cap table being professional search fund investors: Anacapa, Pacific Lake, Search Fund Partners, Relay, and a roster of similar firms. The remaining slots go to high net worth individuals, business owners, executives known to the searcher, and friends and family. The professional segment has clear conventions, near-instant model fluency, and ready-made governance practices. Term sheets are templated. Reference checks are easy. The infrastructure has been built across 681 cumulative search funds since 1984.

The European reality is real and emerging, but younger and geographically uneven. The picture varies more by country than most US-trained searchers expect.

Spain leads by a meaningful margin. Istria Capital, founded in Madrid in 2016 as the first European fund of search funds, has partnered with more than 170 search entrepreneurs and invested in more than 50 companies. Moonbase Capital, founded in 2021, runs a Search Fund Squared fund of funds model and has invested across Spain, Germany, and Austria. Beyond the dedicated vehicles, Spain has a broad investor base across Relay Investments, Cabiedes, ALZA Capital Partners, and a wider community of family offices and HNW investors. IESE counts 67 search funds in Spain, the largest count outside the US and Canada. The ecosystem benefits from the IESE-anchored academic community and a relatively developed broker network.

DACH is emerging fast. Tembo Search Partners, launched in Hamburg in 2024 by Christian Gieger and Benedikt von Hatzfeldt, targets up to five searchers per year and has secured financing from numerous small and medium family offices. Novastone Capital Advisors, launched in 2020 out of a Swiss family office, operates a deal-by-deal model that has been particularly active across the region. Beyond these anchor vehicles, the German-speaking landscape includes Konkordia Unternehmensnachfolge, Tilia Nachfolgekapital, Rigeto (Munich, deal-by-deal since 2013), Valerna (London and Frankfurt, 2024), and a growing roster of family offices co-investing in single deals. IESE counts 20 search funds launched in Germany since 2009. Germany has the largest succession market in Europe, and the ecosystem is finally building infrastructure to match it.

Benelux is earliest. Novidam, Amsterdam based search fund investor, is one of the few dedicated vehicles in the region. Many Dutch searchers have chosen the self-funded route, Tjebbe van Heerde being a recent example, partly because the search fund investor base is thinner and partly because the self-funded model gives the searcher more equity and more flexibility for the lower-EBITDA targets common in the Dutch SME market. The RSM ETA conference in Rotterdam in late 2025 was the first of its kind in Benelux. The community is real and growing.

The UK is the most active current market, with strong supply on both sides of the table and a legal infrastructure closest to the US norm.

The operational consequence for a European searcher is significant. The professional segment Stanford treats as the spine of the typical cap table is real, but geographically concentrated. A searcher in Madrid has access most US searchers would recognise. A searcher in Hamburg has a thinner ecosystem with rising momentum. A searcher in Amsterdam, Brussels, or Milan has a still-emerging one. Fundraising timelines are longer because more investors need to be educated on the model from scratch. Term negotiations are less standardised because the conventions are still forming. Geographic match between investor and searcher matters more, because regional bias is stronger in family offices than in US institutional investors.

For investors evaluating searchers, the diligence framework Stanford encodes remains useful. The shorthand assumptions are not yet. Reference checks travel less well across borders. Track records of search fund returns in any specific country are shorter. Co-investor patterns are still forming.

The ecosystem difference shows up in returns. Stanford’s 2024 Search Fund Study reported an aggregate IRR of 35.1 percent and a 4.5x MOIC across US and Canadian search funds since 1984. The IESE 2024 International Search Fund Study, covering 320 search funds outside the US and Canada, reported an aggregate IRR of 18.1 percent and a 2.0x MOIC. IESE itself attributes a significant portion of the gap to the fact that 62 percent of international acquisitions have happened since 2020, leaving little time for equity appreciation to materialise. Some of the spread will close as those acquisitions mature. Some of it will not, because the structural differences this issue documents do not go away with time.

Strategic search in Europe begins with an honest map of the investor base in the searcher’s geography. The Spanish model is not the German model is not the Benelux model. Copying the US shorthand without adapting to the local reality is the first failure mode.

Section 2. Deal structures: participating preferred stock meets BV, GmbH, SRL, and Ltd

Stanford’s Part III is the heart of the Primer. The structural core is participating preferred equity. Investors put in search capital. That capital converts to acquisition equity at a step-up, typically 150 percent. At acquisition, investors hold participating preferred shares with a coupon. The searcher holds common equity. The investor receives the original investment plus the accrued coupon before the common equity participates, and then both share in the remaining upside.

Stanford documents two main variations of this structure. Non-redeemable participating preferred with a 6 to 8 percent coupon, which has become the searcher-preferred structure in recent years. And a mixed structure combining redeemable participating preferred (15 to 17 percent coupon, payable on a defined trigger) with non-redeemable participating preferred at 0 percent. The earned equity for the searcher sits at 25 percent for solo, 30 percent for partnerships, distributed across three tranches: at acquisition, time-vesting over four years, and performance-vesting tied to IRR or MOIC hurdles. Recent deals also include a catch-up provision that allows the searcher to reach the originally negotiated equity split if performance benchmarks are met.

This entire structure is built on the assumption of a Delaware C-corporation. None of it translates cleanly to European company law.

In the Netherlands, a BV (Besloten Vennootschap) can issue preference shares, but the mechanics differ from US participating preferred. Coupon accrual, redemption rights, and conversion mechanics need to be drafted into the articles of association in ways that vary across deals and are not yet standardised. The economic effect can be replicated, but the legal form is different and the documentation is more bespoke.

In Germany, the GmbH is the most consequential break from the US framework. GmbH law restricts share class differentiation in ways that make a single-document equivalent to participating preferred legally impossible. The economic effect is typically achieved through a combination of preferred shares (Vorzugsanteile), subordinated shareholder loans, and a tightly drafted shareholders agreement. The resulting structure is more complex, more expensive to negotiate, and harder to replicate across deals. ROHDE BAIER and a small number of other German law firms have built specialised practices to serve this market.

In Belgium, the SRL (Société à Responsabilité Limitée) operates similarly to the BV with its own legal specifics. Conventus Law published a detailed analysis of search fund structures in Belgium in March 2026 that walks through the mechanics. The Belgian market is smaller, but the legal infrastructure is now being documented publicly for the first time.

In the UK, the Ltd structure is closest to the US model. Redeemable preference shares plus ordinary shares is a well-understood combination that translates participating preferred mechanics with relatively minor adaptation. This is one structural reason the UK has the most active current European search fund market: the legal friction is lowest.

The implications for a European searcher are direct. A US PPM and a US term sheet cannot be copied. Both assume a Delaware C-corporation that does not exist locally. The most common failure mode is exactly this: a searcher pulls a US template from SearchFunder or from a friend who raised in the US, fills in the names and numbers, and presents the document to European investors. The document reads as a sign the searcher has done the strategic work but not the structural work. European investors recognise the imported template immediately.

The failure mode is concrete and recurring. A searcher with a Spanish-language MBA pulls a Delaware-style PPM, adapts the cover page for a Madrid-based fund, and circulates it to a mix of Spanish family offices and European fund of funds vehicles. The first call back from any sophisticated investor opens with a question about the legal vehicle, the share class structure, and the local tax treatment of the proposed coupon. The searcher has answers for none of these, because the imported template assumes them all. Two weeks of conversations get rebuilt from scratch. In the worst version of this, the searcher commits to a target before resolving the structure, signs an LOI in a country where the planned structure does not work, and has to renegotiate either the deal or the cap table under deadline pressure. Both options burn credibility.

Each country requires its own structure. A pan-European searcher must decide on target geography and the corresponding legal structure before raising capital, not after. The catch-up provision Stanford documents as a growing US convention has not yet standardised in Europe. Whether to include it, at what hurdles, and in what form is a deal-by-deal negotiation that depends on the investor base.

Currency mechanics matter. Stanford notes that international search funds often denominate preferred returns in US dollars to manage currency risk for US investors. A European searcher whose investor base is local should denominate in euros, GBP, or CHF as appropriate. Cross-border investor bases force the question explicitly. A searcher with investors in Frankfurt, Madrid, and London is making a currency decision before any business is acquired.

For investors evaluating searchers, the legal structure of the proposed deal is a clean diagnostic. A PPM that describes US-style participating preferred without specifying how it will be implemented in BV, GmbH, SRL, or Ltd form is a signal of incomplete preparation. The investor diligence framework needs local legal expertise that is not yet commoditised in most European geographies.

Stanford’s Part III is the right intellectual framework. The implementation belongs to local law. A searcher who can articulate the structural translation from US conventions to their target geography has done the work. A searcher who cannot is still operating from the imported playbook.

Section 3. Operating environment: works councils, two-tier boards, and what the first 100 days actually require

Stanford’s Part VIII covers transitioning ownership and management. The framework is excellent. Day One communication. The first 100 days. The seller transition period. Communication to employees, customers, suppliers, and investors. The operator’s mindset. The maxim that the new CEO should make no substantive changes in the early days and focus on learning and evaluating the business.

The framework assumes a US operating environment: at-will employment, single-jurisdiction operations, one-tier board governance, relatively light data protection regulation, common business language and customary commercial practices. Inside that environment, the framework is well-tuned.

The European operating environment is structurally different in five ways that reshape what the first 100 days actually require.

Works councils. In Germany, Austria, France, Netherlands, Belgium, and other jurisdictions, businesses above defined size thresholds have legally mandated works councils with co-determination rights. The new CEO is required to inform, consult with, or negotiate with the works council on a range of decisions Stanford treats as managerial discretion. Hiring above a certain seniority. Reorganisations. Changes to working conditions. Layoffs. The 100-day plan in a German target above 20 employees includes a formal relationship with the Betriebsrat that has no equivalent in the US framework. A new CEO who arrives without a plan for that relationship spends weeks recovering from the first misstep.

Two-tier board governance. Germany and Austria require, and the Netherlands permits, a two-tier board structure: a supervisory board (Aufsichtsrat, Raad van Commissarissen) separate from a management board (Vorstand, Bestuur). Stanford’s section on board composition and meetings assumes a one-tier board. The European searcher must design the cap-table-to-board mapping for two structures, not one. The roles, responsibilities, and meeting cadences differ between the supervisory and management boards in ways that require deliberate design before closing.

Labour protections. Notice periods, severance entitlements, and dismissal protections are stronger across European jurisdictions than the US norm. In Germany, dismissal protection (Kündigungsschutz) applies after six months of employment and makes performance-related terminations slow and procedural. In the Netherlands, the standard notice period for dismissal can extend to four months, and employer-initiated terminations require either UWV approval or court approval. The veteran US advice to remove people who were highly disruptive to the transition cannot be acted on at the same pace. A 100-day plan that assumes US-style management restructuring speed is operationally unachievable in a German or Dutch target.

GDPR and data governance. Stanford’s framework on customer communication, employee data, post-closing reporting infrastructure, and the integration of acquired business data does not engage GDPR. The European searcher must design Day One communication, data room access, post-closing data integration, and reporting practices to be GDPR-compliant from the first hour. The fines for non-compliance are material. The reputational damage from a GDPR incident in the first ninety days is harder to recover from than any operational misstep Stanford addresses.

Multi-jurisdiction complexity. Many European target businesses operate across two or three jurisdictions. Stanford’s framework assumes single-jurisdiction operations. The reality on the ground is often a Belgian operating entity with French customers and German suppliers, or a Dutch holding company with German operating subsidiaries. The first 100 days include legal, tax, and operational coordination across borders that has no Stanford equivalent. VAT treatment differs by jurisdiction. Employment law differs. Reporting obligations differ. The searcher who has not mapped this before closing learns it under deadline pressure.

Cultural variation in seller transition. Stanford treats seller transition as a single problem with one set of cultural assumptions. The reality across European jurisdictions is fragmented. German sellers often expect cleaner exits with shorter handover periods. Dutch sellers often want longer collaborative handovers and pragmatic relationships post-closing. UK sellers expect substantial seller financing and continued board involvement. Italian and French family businesses often involve multi-generational dynamics that do not fit US-style Transition Services Agreements. A pan-European searcher who pitches a single transition framework across jurisdictions burns relationships.

The Stanford 100-day framework is the skeleton. The European searcher adds five separate layers to the skeleton: works council relationship, two-tier governance where applicable, labour protection awareness, GDPR design, multi-jurisdiction coordination. The pace of post-acquisition change is fundamentally slower. A US searcher might restructure the management team in 90 days. A German searcher might take 18 months to achieve the equivalent, working through the works council and respecting notice periods. Value creation timelines need to be set accordingly. A European searcher who promises investors a US-style value creation timeline is setting up for a credibility failure at the first board meeting after closing.

For investors evaluating European searchers, the diagnostic is straightforward. A 100-day plan that does not mention the works council in a German target is a signal. A value creation plan that assumes US-style management restructuring speed is a signal. A reporting infrastructure proposal that does not engage GDPR is a signal.

The Stanford framework on transition is excellent for what it covers. What it does not cover is the layer where European value creation actually happens or fails.

The INSEAD Report is live

Saturday morning, the 2026 INSEAD ETA Conference Report shipped to the founding cohort. From today, it is available as a single report to anyone who wants it.

I wrote this report from Amsterdam in the week after returning from Fontainebleau. 41 pages. Seven chapters. Four named European searchers and investors on the record: Yves Warnant in Belgium, Ghislaine Alami in France, Veena Giridhar Gopal in the United Kingdom, and Jaume Argerich in Spain. Plus direct observation of the conference itself, plus the hallway conversations, plus the Friday night dinner that became Chapter 1.

What I tried to do is what no one else seems to be doing for European ETA right now. Primary research from inside the room. Named voices on the record, with their permission and approval on every quote. The European map as it actually looks in 2026, not as it is described in American playbooks that don’t quite fit.

The report covers what the four routes to ETA actually mean in practice, the fifth route that surfaced at the conference and which the pre-reading does not name, what investors are looking for in 2026 across both written criteria and what they would not say from the panel microphone, and where this all goes over the next twelve months.

The Eurostar carriage in Chapter 1 is where I would start. The structural findings build from there.

Get the INSEAD Report — €39

Closing synthesis. Financing and deal sourcing as operational consequences

Two domains flow from the three structural differences above. Both deserve acknowledgement.

Financing. Stanford’s Part III implicitly assumes the US SBA 7(a) financing environment, where loans up to $5 million at a 90 percent government guarantee are routine for search fund acquisitions. Europe has nothing equivalent at that scale. The financing playbook depends on both the country and the model: traditional search fund, self-funded search, or accelerator-backed deal-by-deal.

The Netherlands has BMKB, a government guarantee scheme covering up to 90 percent of loans up to €1.5 million, narrower in scope than SBA. Dutch banks, particularly Rabobank, ING, and ABN, have established practices for SME acquisition financing. Germany has KfW programmes that subsidise SME financing through the Hausbank principle, which means the searcher works through a primary German bank that then accesses KfW liquidity. Acquisition financing for searchers in Germany is more conservative than US norms, in part because German banks underwrite to lower leverage ratios. The UK operates schemes at 80 percent guarantee with ceilings that depend on the specific programme. Belgium splits between Flanders and Wallonia with regional schemes that vary materially.

The financing playbook is built country by country and model by model. A self-funded searcher in the Netherlands uses BMKB differently than a traditional search fund in Germany works with KfW. A pan-European searcher must understand which country the target sits in before the financing conversation starts.

Deal sourcing. Stanford’s Part V assumes the US deal sourcing infrastructure: ACG with over 10,000 members, IBBA with over 1,800 members, SearchFunder.com as the central platform, and dense broker networks. Europe is fragmented and geographically uneven.

Spain has the most accessible infrastructure: Search Fund Spain, the IESE-anchored ecosystem, a relatively developed broker network, and accessible public databases on family business succession. Germany has the largest succession market in Europe, with IfM Bonn estimating around 35,000 annual successions between 2026 and 2030, and KfW reporting more than 600,000 firms planning transfers between 2023 and 2027. And Germany has no central database. Searchers work through a fragmented mix: nexxt-change as the government platform with around 5,000 listings annually, DUB as the largest commercial exchange, Viaductus as a meta-search across more than 70 sources, regional IHK chamber exchanges, plus a substantial off-market segment that never lists publicly. Belgium runs through Transeo, the most developed national platform for that specific market. The Netherlands has Brookz and DealSuite as the primary deal platforms. Italy, France, and the Nordics each have their own broker and platform ecosystems with their own conventions.

The European searcher who builds a deal sourcing plan from the Stanford US framework will miss the cultural and structural variation that determines where deal flow actually comes from in their target geography.

The synthesis. Stanford’s 2026 Primer should sit on every European searcher’s desk. The framework, the criteria, the discipline, the failure modes Stanford codifies are largely portable. And: three domains require deep adaptation, and two require structural reconstruction. Recognising the difference between what to keep, what to adapt, and what to rebuild is what distinguishes strategic search from imported search in the European context.

The practical starting point: read the Primer fully, then build a three-column working document for the target geography that maps each Stanford element to keep, adapt, or rebuild. The document does not need to be polished. It needs to exist. Searchers who maintain it from the start of fundraising have a different conversation with European investors than searchers who improvise the comparison in real time.

Reply and tell me:

• Where in the Stanford framework does the European reality break hardest in your experience?

• And what part of the framework should a European companion to the Primer cover first?

See you next Monday.

Alexander

This is the final issue in the Luxury Lessons series. If you have followed along across Parts 1, 2, and 3, you already know how ​Arnault acquired BVLGARI​, ​how he integrated it​, and ​how he closed Tiffany at $425 million​ below the original price after the COVID-driven legal standoff. Each issue is in the archive if you want the full context.

This issue is about what Arnault did with Tiffany once it was his.

The first two years were extraordinary. Record revenues, record profits, the highest-performing single-brand store in all of LVMH after the Fifth Avenue flagship reopened. Then the picture became more complicated. By 2023, Tiffany was losing market share to Cartier. By 2024, revenue had begun to decline in certain quarters. Arnault himself acknowledged that the integration would take time.

This is the honest version of the Tiffany integration. The triumphs and the limits, the playbook applied at scale and the moments where it has not yet produced what was promised.

1. The Post-Acquisition Test

The deal closed on Thursday 7 January 2021.

By the end of the same day, three of LVMH’s most senior executives had been placed across every strategic function of the acquired business. Before the new owner had even had a chance to read his own welcome email.

CEO Alessandro Bogliolo was out. In his place: ​Anthony Ledru​, who had spent years as Executive Vice President of Global Commercial Activities at Louis Vuitton, and who had previously served as Senior Vice President of North America at Tiffany itself. He was the rare candidate who understood the brand from the inside and the LVMH operational model from the outside. Same day, Chief Artistic Director Reed Krakoff and Chief Brand Officer Daniella Vitale departed.

Arriving alongside Ledru: Alexandre Arnault, Bernard’s son and former CEO of Rimowa, appointed Executive Vice President of Products and Communications. And Michael Burke, Chairman and CEO of Louis Vuitton, appointed Chairman of Tiffany’s board.

This was not a panic move. It was a planned move. The leadership decisions had been made long before the deal closed, sitting in a folder somewhere in LVMH’s Paris headquarters waiting for the day they could be executed.

The signal to Tiffany’s organisation was unmistakable. This was not a financial acquisition. It was a strategic absorption. The brand was being repositioned within the LVMH portfolio, and the people who would lead that repositioning were already chosen.

The ETA parallel: What Arnault demonstrated on day one is that the leadership decisions that follow an acquisition should be made before the deal closes, not after. Most first-time buyers leave the post-acquisition leadership question for after closing because they want to “get to know the team first.” That sounds reasonable but it produces months of drift while the acquired business waits to see what is going to happen. The buyer who has already worked out who is staying, who is going, and who will fill the gaps walks into the first week with a plan. The buyer who has not signals indecision at exactly the moment the team is most receptive to direction. Decide before you sign.

2. Governance Reset

The most immediate question any post-acquisition leadership team faces is what to do with the existing CEO. Replace or retain. The decision determines the speed and character of everything that follows.

Arnault’s calculation in this case ran on three considerations.

The first was Bogliolo’s profile. He had been CEO since 2017, brought in from Diesel by Tiffany’s previous board specifically to drive a turnaround that the board judged was not progressing fast enough. He was already a transitional figure rather than a continuity figure when LVMH arrived. He was a capable executive with luxury experience, but he was not a builder of Tiffany’s heritage. He had no deep institutional memory of the brand, no decades-long supplier or customer relationships that depended on him personally, no irreplaceable role in the brand’s identity. The transition risk of removing him was modest.

The second consideration was the strategic gap. Tiffany’s challenges, as we covered in Part 3, were not heritage problems. They were positioning problems. Product range was anchored in accessible silver. Customer base was ageing. Online and Asia were underdeveloped. These were transformation challenges, not stewardship challenges. They required a leader with the energy and authority to drive significant change rather than a leader whose value was in continuity.

The third consideration was the candidate available. Anthony Ledru was an unusual fit. He had been at Louis Vuitton long enough to be fluent in the LVMH operational model. He had been at Tiffany earlier in his career, which gave him genuine credibility with the existing organisation rather than the resented status of a complete outsider. He understood luxury jewellery distribution, having run the commercial side of Louis Vuitton globally. And he was at the right point in his career to take the Tiffany seat as the defining role of his professional life.

The decision to replace was the right one for Tiffany specifically. It would have been the wrong decision for a different acquired business with different conditions. The lesson is not that fast leadership change works. The lesson is that the answer depends on what kind of value is at risk.

The appointment of Alexandre Arnault as Executive Vice President of Products and Communications carried a separate signal. Bernard’s son arriving at Tiffany was not just an organisational decision. It was a generational one. The Tiffany integration was being treated as a long-term project that would outlast the current generation of LVMH leadership. That signal mattered to investors, to the LVMH organisation, and to Tiffany’s senior team. The brand was being treated as something the family intended to hold for decades.

The ETA parallel: The replace-or-retain decision rests on three questions every acquirer can ask of the businesses they look at.

• What kind of value is this leader actually creating, continuity or transformation?

• What will the institutional cost be of removing them, and is there a credible replacement available?

• And what message does the decision send to the rest of the team that will live with the consequences?

At SME scale the same logic applies. A founder running a service business who personally holds the supplier relationships and customer trust is a continuity figure who needs to be retained or transitioned carefully. A managing director hired four years ago to drive a turnaround that has stalled is a transitional figure already, and replacing them carries less risk than first-time buyers usually fear.

3. Brand Repositioning

Pre-acquisition Tiffany was a brand caught between affection and irrelevance. Customers respected it. They did not desire it. The blue box was iconic. Audrey Hepburn was iconic. The accessible silver bracelets were a coming-of-age gift. And none of that was producing the growth a $15.8 billion acquisition required.

The repositioning that followed in 2021 and 2022 was the most aggressive brand intervention LVMH had ever undertaken on an acquired business.

The signature move was the ​About Love campaign​ launched in August 2021. Beyoncé wearing the Tiffany Yellow Diamond, only the fourth time in 144 years it had been worn publicly. Jay-Z alongside her. The campaign drew controversy, attention, and a fundamental shift in how the brand was perceived. Tiffany was no longer a heritage jeweller selling silver to bridesmaids. It was a brand that could put the Tiffany Yellow Diamond on Beyoncé.

The campaigns that followed extended the repositioning, and each one was chosen with strategic precision rather than as a generic celebrity activation. Pharrell signalled to the streetwear-luxury crossover that has driven so much of the category’s growth. Rosé from Blackpink signalled to the Asian market where Tiffany’s growth had been underweighted for years. Anya Taylor-Joy and Tracee Ellis Ross signalled to the cinema-cultural class. Eileen Gu signalled to the Chinese consumer specifically. Sarah Jessica Parker brought the multi-generational legitimacy of Sex and the City. Each ambassador was a targeted demographic move, not a publicity moment. The cumulative effect was to give Tiffany a presence in cultural conversations it had been excluded from for a decade.

Product strategy moved in parallel. The Lock collection, launched in 2021, became an immediate bestseller and signalled the new product direction: higher price points, statement pieces, less reliance on entry-level silver. A men’s jewellery line was introduced. High jewellery, the most profitable category in the industry, received significantly more investment.

The most visible commitment was physical. The Fifth Avenue flagship, Tiffany’s most important retail asset, was closed for the entire 2021 calendar year for a renovation that ultimately cost more than $500 million. When it ​reopened in April 2023 as The Landmark​, it was no longer simply a flagship store. It was an experience, a destination, a statement that LVMH was prepared to invest at a scale Tiffany had never previously commanded. Within months of reopening, it became the highest-performing single-brand store in the entire LVMH portfolio.

Heritage was not abandoned in any of this. It was selectively activated. The Vision and Virtuosity exhibition at Saatchi Gallery in London in summer 2022 deployed the brand’s full historical archive in a museum-quality presentation. The message was that Tiffany had a heritage worth taking seriously, and that LVMH was the steward equipped to honour it while also dragging the brand into the present.

This was brand repositioning at the absolute upper limit of what is possible for an acquirer to attempt. Few companies in luxury could have funded it. Fewer still would have committed to it on the timeline LVMH did.

The ETA parallel: Brand repositioning at SME scale rarely involves Beyoncé, but the principle is identical. A small business that has stopped attracting new customers usually has not stopped because it became worse. It has stopped because the world around it has changed and the brand has not moved with it. The plumbing business that built its reputation in 1995 and has not updated its website, its quoting process, or its customer language in twenty years is in the same position Tiffany was in 2019. The work is not invention. It is targeted modernisation that takes the existing equity of the brand and translates it into terms the current customer recognises. That work is funded out of the cash flow the business already produces. It is not glamorous and it is not optional.

4. Financial Outcomes: The Record Years and the Headwinds

The first two years produced results that exceeded what even Arnault had projected.

​2021 was a record year​ for Tiffany despite the Fifth Avenue flagship being closed for renovation throughout. Operating income exceeded $900 million, a figure that, as Arnault noted at the time, “handsomely beat its absolute records for both revenue and profitability.” LVMH’s group cash flow for the year reached €13.5 billion, more than double the previous record. “In 2021,” Arnault said, “we invested €13.3 billion, almost entirely to acquire Tiffany.” The phrasing was deliberate. The acquisition was being framed as the most consequential capital allocation decision LVMH had made.

2022 confirmed the trajectory. High jewellery sales doubled. The Lock collection became the bestselling launch in the brand’s recent history. Asian growth, which had been a strategic objective from the outset, accelerated meaningfully. By the time the Fifth Avenue flagship reopened in 2023, annual revenue had increased by approximately $1.5 billion since acquisition.

And then the picture became more complicated.

Industry data showed Tiffany losing global branded luxury jewellery market share by approximately 0.7 percentage points in 2023, with revenue estimated to decline approximately 3% year on year in Q2 2024. Cartier and other Richemont brands were growing faster. Senior staff turnover at Tiffany accelerated. The market share losses were partly attributable to a broader luxury slowdown, particularly in Asia, that affected most jewellery brands. But Tiffany’s underperformance relative to its closest competitor was not solely a market story.

Arnault addressed this directly in interviews through 2024. “I’m very confident about Tiffany, but it takes time,” he said. The phrase carried the implicit acknowledgement that the original integration timeline had been ambitious, and that the work of fully repositioning a 188-year-old brand was not going to be completed in three years.

This is the more complicated chapter of the integration. Two record years, then a slowdown that does not unwind any of what came before. The capital deployed has not been wasted. The brand has been genuinely modernised. But the compounding has slowed, the competition has not stood still, and the limits of even the best integration playbook are visible in the numbers.

The honest framing is that the Tiffany integration is four years old. The BVLGARI integration was four years old in 2015. Looking at BVLGARI in 2015 would have given you only a partial view of what the brand would become by 2025. Tiffany deserves the same patience, but it also deserves the honesty that not every quarter so far has met the bar set by 2021 and 2022.

The ETA parallel: Acquisition outcomes do not arrive in straight lines, and the buyer who is honest about that produces better long-term decisions than the buyer who is not. The first two years after an acquisition often produce the most visible gains because the obvious operational improvements are made first. Years three to five are often harder, because the easy wins are already done and the structural issues that remain require more capital, more time, and more patience to solve. Building a financial plan that anticipates that S-curve, rather than assuming linear improvement, is one of the most important pieces of preparation a first-time buyer can do before closing. The numbers are going to wobble. That is normal. Plan for it.

5. Long-Term Integration Logic

What Tiffany now represents within LVMH is structurally different from what BVLGARI represents.

BVLGARI is the artisan anchor. Italian heritage, Roman identity, the Valenza manufacturing facility growing towards 1,600 artisans by 2029. The brand’s strategic role is to embody the craft, the tradition, the European luxury jewellery lineage. Its growth is driven by the depth of that positioning.

Tiffany is the geographic and cultural anchor. American heritage, US market dominance, the Fifth Avenue flagship as both the highest-performing store in the LVMH portfolio and the symbolic centrepiece of the brand. Its strategic role is to give LVMH genuine ownership of the United States luxury market, a position the group has historically underweighted.

The two brands serve different customers in overlapping geographies without directly cannibalising each other. A Tiffany customer is not deciding between Tiffany and BVLGARI. They are buying into specific cultural narratives that each brand owns separately. That portfolio architecture is the strategic logic that makes Tiffany’s integration valuable to LVMH even when individual quarters underperform.

The Watches and Jewellery division, which was 9% of LVMH’s revenue when Arnault made his move on Tiffany in 2019, is now a structurally different business. It has scale, geographic reach, brand portfolio diversity, and a depth of operational infrastructure that no competitor matches. That is the longer-term outcome the Tiffany acquisition was designed to produce, and it has been produced regardless of any individual year’s headlines.

The work that remains is closing the gap to Cartier. Tiffany’s underperformance against its closest competitor is the single most important issue facing the integration in the coming years. It is not a problem of capital. It is not a problem of strategic intent. It is a problem of execution against a competitor that has been refining its model for longer.

That problem is solvable. It will not be solved quickly.

The ETA parallel: Portfolio thinking is the most underused concept in self-funded acquisition. Most first-time buyers approach their first deal as a standalone bet, then start thinking about the second deal only after the first has stabilised. The buyers who build the most durable HoldCos think about deal one, deal two, and deal three together from the beginning. Each acquisition should sit in a different position relative to the others, serving a different customer segment, geography, or capability, so that the portfolio is genuinely complementary rather than a collection of separately purchased businesses. That logic is what turns a series of acquisitions into a HoldCo with strategic value rather than a balance sheet with several unrelated SMEs on it.

6. Final Lessons

This series has covered four issues, two acquisitions, fourteen years, and approximately $20 billion in transactions. The lessons that travel down to the kind of deals most readers of this newsletter are working on are not the obvious ones about scale or capital. They are about how Arnault thinks, and what that thinking can teach acquisition buyers operating at any size.

Acquisitions are bets on what a business can become, not what it currently is. Arnault has paid premiums on every deal in this series because he was paying for the gap between current performance and potential under his stewardship. The valuation logic only works if you have an honest view of what the business could be and the operational capability to get it there. Without both, the premium becomes irrational.

Integration is the work, not the deal. The deal closes one chapter. The integration writes the rest of the book. Arnault has spent more time, capital, and senior leadership attention on what happens after closing than most acquirers spend on the entire deal process. That allocation is the difference between a good investment and a great one.

Integration speed depends on what kind of value is at risk. Some businesses need to be left alone to keep producing what made them worth acquiring. Others need active intervention to unlock what has been sitting dormant. The judgement about which the situation calls for is more important than any preference for patience or aggression as a default mode.

Acquiring legacy businesses requires patience and humility. A long-term stewardship mindset. Governance that supports creativity without micromanaging it. Continuous reinvestment in identity. None of this is glamorous. None of it is what financial engineering optimises for. All of it is what makes legacy businesses worth owning across decades rather than across quarters.

The greatest acquirer in the world still has limits. Tiffany is not yet what Arnault paid for it to become. The integration is succeeding by most measures and falling short by some. That honesty matters because it is what most acquisition coverage avoids. Real acquisition outcomes do not arrive in straight lines. The buyers who plan for that produce better long-term results than the buyers who do not.

7. Building something I wish had existed when I started

Last July I hosted my first ever ETA Europe meetup in Amsterdam. I had no idea if anyone would show up.

They did. And after five meetups in Amsterdam, something shifted. The room started to feel like a community. People who had been exploring acquisition entrepreneurship alone, often for months, suddenly had a group of people who understood exactly what they were going through.

That feeling, of not being alone in this anymore, is what keeps me doing it.

Belgium felt like the obvious next step. Thousands of owner-operated SMEs, an ageing generation of founders ready to sell, and almost no community for the people thinking about acquiring them. That is exactly the kind of gap ETA Europe exists to fill.

So on Wednesday 3 June, we are hosting the first ever ETA Europe meetup in Brussels, in partnership with Novadvice, one of Belgium’s leading SME acquisition boutiques.

The evening will include:

• An investor keynote with Adrian Carniol from Novadvice on what he looks for in searchers and how he structures deals

• A practitioner panel with Charles d’Ursel (currently searching), Alexandre Guyenne (acquiring), and Marc Michiels, co-founder of Novadvice

• An open Q&A

• Networking and drinks to close

If you are somewhere in the early stages of this journey and want to be in a room with people who genuinely get it, this is for you.

If you are based in Belgium, the Netherlands, France, or anywhere within reach, I would love to see you there.

The first 20 tickets are €35, then €50. Only 60 seats.

👉 ​Register here​

That is the end of the Luxury Lessons series.

Thank you for reading along. Many of you have replied to issues across the four parts with sharp questions, real corrections, and your own experiences from deals you have done or are working on. Those replies have shaped how I think about this material, and several of them will inform future issues.

Hit reply and tell me: which of the four issues in this series gave you the most useful insight, the BVLGARI deal, the BVLGARI integration, the Tiffany deal, or the Tiffany integration?

See you next Monday.

Alexander

This issue exists because several of you specifically asked for it.

When I ran the recent reader survey, the question that came back most often was some version of this:

• How do you actually create value after you have closed an acquisition, beyond the financial engineering everyone talks about?

• How do you make the business worth more than the sum of its parts, in a way that does not depend on cheap debt, market multiples, or selling at the right moment?

It is a fair question. It is also one most ETA content avoids because it is harder to write about than deal sourcing or financing.

This issue is the answer.

We are going to look at three durable value creation levers that work at SME scale: operations, tech stack, and finance function. None of them are exotic. All of them are underused by first-time acquirers who have spent so much time getting to the close that they have not properly thought about what comes after.

If you are an active operator already running an acquired business, this issue will give you a framework to assess where the value is in your own operation. If you are a searcher preparing for what comes after closing, it will give you something most first-time buyers do not have: a clear picture of what your first twelve months should actually look like.

1. Why Financial Engineering Alone No Longer Works

Before getting into what to do, it is worth understanding why this conversation matters.

For most of private equity’s history, value creation was driven primarily by financial engineering. Firms used debt to acquire businesses, paid down the debt over time, and exited at a higher multiple than they entered at. The mechanics were straightforward and the returns were strong without requiring meaningful operational change.

That model has been weakening for two decades. As Mike Hinckley, founder of Growth Equity Interview Guide, summarises in his analysis of private equity operations, since 2010, 47% of value creation has come from operations, up from 18% in the 1980s. Meanwhile, financial engineering’s contribution to value creation has fallen to 25%, from 51% in the same period. A 2024 Simon-Kucher study found that 46% of private equity returns now come from business improvement, eclipsing financial engineering and multiple arbitrage.

The shift accelerated through the recent rise in interest rates. Borrowing costs have moved from historic lows to 8 to 9% in many markets. The same MOIC that once required 5% annual EBITDA growth now requires 10 to 12% growth to maintain the same return. Cheap debt is no longer doing the heavy lifting.

The implication for self-funded buyers and HoldCo entrepreneurs is direct. If institutional private equity, with all its leverage and tax structuring expertise, can no longer rely on financial engineering, then a buyer acquiring a single small business with a single bank loan certainly cannot. The returns have to come from somewhere else.

That somewhere else is the business itself.

2. The First Lever: Operations

When most people hear “operational improvement,” they think of cost cutting. Reducing headcount, squeezing suppliers, eliminating discretionary spend. That is one form of operational change. It is also the form most likely to destroy value rather than create it, particularly in a small business that has been built on the founder’s relationships and judgement.

The operational changes that actually create durable value in SMEs are different.

Process documentation and standardisation. Most owner-led small businesses run on the founder’s memory. Quotes are calculated based on instinct. Pricing decisions are made in conversation. Supplier relationships exist in someone’s head. After acquisition, this becomes the single biggest fragility in the business. The first operational priority for any new owner should be capturing the institutional knowledge before it walks out the door.

The right pace of change. This is where my MBA research findings on operator fit and delegation become directly relevant. When I interviewed eleven acquisition entrepreneurs about how they ran businesses post-acquisition, the consistent finding was that the most successful adopted what I called a phased delegation approach: starting with operational support and gradually transferring full profit and loss responsibility based on demonstrated performance and the development of trust. The buyers who tried to change too much in the first ninety days consistently produced worse outcomes than the buyers who waited, observed, documented, and then changed. This applies whether you are running the business yourself or delegating to an operator.

Removing the founder dependency that kills delegation. Many small businesses have a structural problem the new owner inherits without realising it. The previous owner has not built management depth because they did not need to. The first operational hire after acquisition is often a number two who can take operational decisions off the new owner’s desk. Without that hire, the new owner becomes the bottleneck and the business cannot scale.

Customer concentration and relationship distribution. If the top three customers represent more than 40% of revenue, the operational priority is reducing that dependency. This is not about replacing customers. It is about ensuring those customer relationships are held by the business rather than by individuals who could leave. Documented account histories, multiple touchpoints, and structured renewal processes turn fragile customer relationships into durable ones.

The principle that runs through all of this: operational value creation in SMEs is rarely about doing more with less. It is about turning the business from something that depends on specific people into something that depends on documented systems. That transformation is what creates value the bank, an investor, or a future buyer can rely on.

3. The Second Lever: Tech Stack

Most small businesses run on a technology stack that was built incrementally over fifteen or twenty years. A spreadsheet from 2008 still drives quoting. The CRM is QuickBooks notes. The ERP is the founder’s email archive. The reporting system is whatever the bookkeeper assembles in Excel at month-end.

This is not unusual. According to Accenture research, a massive 92% of mid-sized companies have room for operational improvement, and the technology gap is one of the largest contributors to that figure. For a self-funded buyer, this gap is genuinely good news. Modest technology investment in an acquired SME often produces returns that institutional acquirers cannot replicate, because the starting point is so much lower.

The question is what to invest in and in what order. Three priorities.

Reporting before automation. The first technology priority post-acquisition is not optimising existing processes. It is being able to see what is actually happening in the business. Real-time financial reporting, customer-level profitability analysis, and operational dashboards. Without this, every other technology decision is being made in the dark. European SMEs have strong cloud accounting options that integrate easily with simple dashboarding tools: Xero is widely used across Europe and the UK, Exact and Twinfield dominate the Dutch and Belgian markets, DATEV and Lexware are the standard for German Mittelstand businesses. Whichever platform fits the country and sector, the priority is the same: monthly numbers visible in something other than a spreadsheet someone updates manually at month-end.

CRM as institutional memory. A small business with no CRM has no institutional memory of its customer relationships. Every salesperson holds their own list. Every customer touchpoint goes undocumented. When someone leaves, the relationships leave with them. Pipedrive is the most widely adopted CRM among European SMEs, in part because it was built in Estonia and designed around the way smaller European businesses actually sell. HubSpot is a strong alternative, particularly for businesses with a marketing component. For very small operations, a well-structured Notion workspace can serve the same function at lower cost. I have built my own customer relationship system in Notion for exactly this reason. The platform matters less than the discipline. The principle is that customer history sits somewhere visible to the business, not somewhere private to a salesperson.

Automation where it removes bottlenecks. Automation is most valuable when it removes a specific human bottleneck rather than as a general efficiency play. Automated invoicing, automated payment reminders, automated quote follow-up. These are not glamorous projects but they reliably free up hours per week that the new owner or operator can redirect into more valuable activities.

What to avoid: large enterprise systems implemented in the first year. ERP migrations are project failures waiting to happen at SME scale. The technology choices that create value early are small, modular, cloud-based, and easily reversed if they do not work. Anything else is a distraction from the more important work of understanding the business.

4. The Third Lever: Finance Function

This is the lever first-time buyers most consistently underestimate.

In most owner-led small businesses, the finance function consists of an external bookkeeper, possibly a part-time accountant, and a once-a-year visit from the firm that prepares the statutory accounts. That structure is sufficient to keep the business compliant. It is nowhere near sufficient to support value creation.

The financial intelligence required to make good operating decisions in an acquired business is genuinely different from what compliance accounting produces. Three areas matter most.

Management accounts that mean something. Statutory accounts produced annually are not management accounts. They are a backwards-looking compliance document. Real management accounts show monthly performance, customer-level and product-level profitability, gross margin trends, and the working capital picture. Setting these up in the first six months post-acquisition is one of the highest-return projects a new owner can undertake. The cost is modest. The decision-making improvement is significant.

Working capital discipline. Many SMEs carry unnecessary working capital because nobody has ever measured it. Receivables sit too long. Inventory levels are higher than the business actually needs. Supplier terms have not been renegotiated in years. A focused working capital review in the first year of ownership often releases enough cash to fund the operational and technology investments the business needs without requiring additional debt. This is genuine, durable value creation. It is not financial engineering.

The fractional CFO question. Most small businesses cannot justify a full-time CFO. But almost every small business benefits from CFO-level thinking applied for a few days a month. Fractional CFO arrangements have become significantly more accessible over the past five years and are one of the highest-leverage hires a new owner can make. The fractional CFO is the person who builds the management reporting, designs the working capital review, and helps prepare the business for whatever comes next, whether that is additional acquisitions, an investor round, or eventually a sale.

The finance function is not a cost centre. It is the diagnostic infrastructure that tells you what is actually working in the business and what is not. Without it, you are operating on instinct, the same way the previous owner did. With it, you have something that previous owner did not have, which is genuine financial intelligence.

5. The Sequencing Question

The three levers are connected. You cannot meaningfully improve operations without management reporting that tells you where to focus. You cannot build management reporting without basic technology infrastructure. You cannot make technology decisions without understanding where the operational pain points actually are.

In practice, the best sequence in the first year of ownership tends to be roughly the following.

Months one to three: observe and document. Resist the urge to change anything. Build the relationships with the team you have inherited. Capture the institutional knowledge from the founder before they fully disengage. Implement basic management reporting and a CRM if neither exists. Identify the two or three operational pain points that are genuinely costing the business money or growth.

Months four to six: make the highest-impact operational hires. The number two who removes the bottleneck. The fractional CFO who builds the financial intelligence. The customer success or operations role that addresses the specific pain point identified in the first quarter.

Months seven to twelve: focused operational improvement. Working capital review. Process standardisation in the highest-priority area. Customer concentration reduction. Pricing review. The technology investments that flow naturally from what the management reporting has revealed.

This sequence is deliberately conservative. The buyer who tries to do all three levers simultaneously in the first ninety days produces worse outcomes than the buyer who does them in sequence, because the second buyer is making decisions based on what the business is actually telling them.

That patience is itself a form of value creation. The new owner who shows the business and the team that change will be deliberate, sequenced, and based on evidence builds the trust that everything else depends on.

6. What Good Looks Like, Twelve Months In

If the first twelve months have gone well, the business looks measurably different from how it looked at acquisition. Not in the headline numbers necessarily, though those should be moving in the right direction. The change is in the underlying infrastructure.

Documented processes where there were none. Real management reporting on a monthly cadence. A CRM with customer history. A finance function that produces forward-looking analysis rather than backward-looking compliance. Customer relationships that exist in the business rather than in individuals. A management team that can run the business when the owner is not in the room.

None of this is glamorous. None of it is what financial engineering optimises for. But all of it is what makes the business worth meaningfully more than what was paid for it, in a way that does not depend on multiple expansion or favourable debt markets.

It is also what makes the business acquirable by the next buyer at a higher multiple than you paid, because the institutional infrastructure that future buyer will pay for has been built into the business under your ownership.

That is what value creation looks like when financial engineering is not doing the work. And it is the work most ETA buyers underinvest in, because deal closing feels finished when it is really just the beginning.

​Bonus: My MBA Thesis on Post-Acquisition Governance

A note from me to the readers who have been with this newsletter from the beginning.

The phased delegation finding I referenced in Section 2 comes from my MBA dissertation, which I completed in August 2025 at the University of Greenwich and Saxion. The full thesis is titled “An Investigation of Governance Structures, Control Mechanisms, Incentives, and Knowledge Transfer in HoldCo-Led Small Business Acquisitions.” It draws on eleven semi-structured interviews with US-based acquisition entrepreneurs and investors, with thematic analysis covering governance structures, principal-agent dynamics, delegation and control, and tacit knowledge transfer.

If you found this issue useful, the full 12,000-word thesis goes significantly deeper into how acquirers actually structure post-acquisition governance, what works, what fails, and why operator fit matters more than almost anything else. There are coding trees, interview excerpts, and a full literature review on top of the empirical findings.

It is yours, free, in exchange for an email address.

​→ Download the full MBA thesis here​

This is the kind of resource I think Buyout Diary readers should have access to. Genuinely original research on the post-acquisition phase, written from the perspective of someone who is also building in this space rather than just observing it.

Hit reply and tell me: which lever feels hardest for you right now, building the operational systems, getting the technology stack right, or putting proper financial intelligence in place?

I read every reply.

See you next Monday.
​
Alexander

If you have been reading Buyout Diary for a while, you will know that this series started with BVLGARI. Part 1 was the search, the courtship, and the deal structure. Part 2 was the integration: how Arnault absorbed a 127-year-old Italian family business without destroying what made it worth acquiring.

Part 3 is different in tone. BVLGARI was a patient story. Arnault spent years building a relationship with the Bulgari family before a single term sheet was discussed. The deal reflected that patience. The integration reflected it even more clearly.

Tiffany is not a patient story. It is a story about leverage, timing, legal brinkmanship, and what happens when a black swan event lands in the middle of the world’s largest luxury deal. It is also, ultimately, a story about the same thing BVLGARI was: an acquirer who understood what he was buying well enough to hold his nerve when everyone else was convinced the deal was dead.

We start, as always, with the question beneath the question. Not how Arnault acquired Tiffany. But why. And whether the same logic that drove the search also drove the renegotiation that followed.

1. The Symbolic Deal

On 25 November 2019, LVMH and Tiffany announced that the French luxury group would acquire the American jeweller at $135 per share in cash, valuing Tiffany’s equity at approximately $16.2 billion (€14.7 billion at the time). It was the largest acquisition in luxury history.

The announcement language was careful and deliberate. Arnault said he had “an immense respect and admiration for Tiffany” and intended to “develop this jewel with the same dedication and commitment” applied to each of LVMH’s other maisons. Tiffany’s CEO Alessandro Bogliolo said the deal would allow the brand to “reach new heights.” Both statements were true. But neither quite captured what Arnault was actually doing.

Tiffany was not just a business with strong cash flows and a recognisable product. It was the only truly global luxury jewellery brand originating in the United States, founded in downtown Manhattan in 1837, named in films, embedded in American cultural mythology in a way that no French or Italian house could replicate. Audrey Hepburn had pressed her face against its window. American presidents had proposed with its diamonds. The blue box was recognised worldwide without any explanation.

For LVMH, acquiring that mythology was the point. Not just the revenue, not just the margins, not just the distribution network. The cultural position Tiffany held in the United States was something that could not be built from scratch, regardless of capital committed. It could only be acquired.

Arnault knew that. He had known it for years before November 2019.

2. The Strategic Fit

To understand why Arnault wanted Tiffany, you have to understand where LVMH stood in late 2019.

The group was the undisputed leader of the global luxury industry. Fashion and leather goods, Louis Vuitton, Dior, Fendi, Celine, accounted for the largest share of revenue and profit. Wines and spirits, perfumes and cosmetics, selective retailing were all profitable and growing. But one division consistently underperformed relative to its potential: Watches and Jewellery.

​According to LVMH’s 2018 financial accounts, the Watches and Jewellery division generated €4.1 billion in revenue, just 9% of the group’s total €46.8 billion. In the first three quarters of 2019, it was growing at 8% year on year, the slowest division in the group. BVLGARI had transformed the division after 2011, pushing its share from 4.85% to over 8% of group revenue. But the division remained structurally undersized relative to LVMH’s ambitions for the jewellery category.

The second gap was geographic. Less than a quarter of LVMH’s revenue in 2018 came from the United States, a remarkable underrepresentation given that the US was the single largest luxury consumer market in the world, home to 18.6 million millionaires. Tiffany, with more than 300 stores globally and a customer base that skewed heavily American, was the most efficient way to close that gap.

The third gap was cultural. LVMH’s jewellery portfolio was built on European heritage: Roman BVLGARI, French Chaumet. There was nothing American in the jewellery category. In a market where authenticity of origin matters to consumers, that absence was a genuine limitation.

Tiffany closed all three gaps simultaneously. It was the right business at the right moment. Arnault had been watching it long enough to know when to move.

The ETA parallel: Platform thinking means asking not just whether a business is good, but whether it makes your next acquisition better. BVLGARI gave LVMH the infrastructure, the credibility, and the operational model for large-scale jewellery integration. Tiffany, built on top of that, became the American anchor to BVLGARI’s European and Asian one. Each acquisition should compound the value of the one that preceded it. That is a different question from “is this a good deal?” and it is the more important one.

3. Due Diligence and Valuation

Tiffany was not a distressed asset when LVMH approached it. But it was an underperforming one.

In the years before the acquisition, Tiffany had accumulated a specific set of challenges that individually were manageable but collectively told a story of a brand that had stopped compounding.

Revenue had been essentially flat for several years. In fiscal year 2019, Tiffany reported net sales of approximately $4.4 billion, roughly where they had been in 2015. For a brand with global recognition and 300 stores, that stagnation was striking. Arnault said so plainly after closing: “Tiffany stagnated. Both profit and revenue were flat.”

The product problem was structural. Tiffany’s range was anchored heavily towards silver jewellery at accessible price points: the sterling silver bracelet, the heart pendant, the return to Tiffany key. These were aspirational entry products that had built enormous brand recognition. But they were increasingly associated with an older customer base and a gift category, not with the high-jewellery desire that drives the most valuable luxury purchasing. The direction the category was moving, towards higher price points, statement pieces, and branded fine jewellery, was not the direction Tiffany was positioned to capture.

The geographic gap was equally clear. LVMH had spent years systematically building its presence in Asia, the fastest-growing market for luxury goods globally. Tiffany had strong brand recognition in Asia, the blue box was recognised as widely there as anywhere, but its physical retail presence and operational infrastructure in the region were not calibrated to that potential. The brand was pulling less revenue from Asian consumers than its recognition suggested was possible.

Online was the third weakness. Luxury e-commerce had been accelerating globally, and Tiffany’s digital sales channels were underdeveloped relative to what was required to serve a customer base that increasingly began its discovery and purchase journey online.

None of these were fatal. They were correctable. And the word correctable is doing significant work in Arnault’s valuation logic.

The $135 per share offer represented a meaningful premium to where Tiffany had been trading. The implied enterprise value multiple was rich by conventional financial analysis standards. But Arnault was not paying for Tiffany’s current earnings. He was applying a framework he had already proved with BVLGARI: identify a genuinely excellent brand that is temporarily underperforming due to correctable operational and strategic weaknesses, pay a premium that reflects the brand’s intrinsic position rather than its current financial results, apply capital and operational expertise, and allow the compounding to begin.

BVLGARI’s net revenue had been declining from €1.091 billion in 2007 to €890.5 million in 2010 when Arnault moved. He paid a 61% premium. Within twelve months, LVMH’s Watches and Jewellery division recorded a 98% revenue increase and a 107% profit increase. The premium looked extraordinary at announcement. It looked like a bargain within a year.

The Tiffany thesis was built on the same logic at larger scale. The brand deserved a higher price than its current earnings justified, because the gap between what it currently was and what it could become under LVMH’s stewardship was precisely the value being purchased. The premium was not irrational optimism. It was a specific calculation about what the correction of known, manageable weaknesses would produce.

He had been right about BVLGARI. He had every reason to believe he would be right about Tiffany.

The ETA parallel: The distinction between buying a distressed asset and buying an underperforming excellent business is one of the most important in acquisition strategy. Distressed assets require operational rescue. Underperforming excellent businesses require capital and the right stewardship. They are different investments with different risk profiles. Arnault has built his entire career on the second category. For self-funded buyers looking at succession businesses, the same lens applies. A business generating flat revenue for three years under an ageing owner who has not invested in it is not necessarily broken. It may be an excellent operation that has simply not had the resource or the energy to reach the next level. That gap between current state and potential is where the valuation argument lives.

4. The Negotiation War

The deal was announced in November 2019. It was supposed to close in mid-2020.

Then COVID-19 arrived.

In the first half of 2020, Tiffany was forced to close stores globally. Sales fell approximately 36%. The luxury market had entered a period of genuine uncertainty about when and how it would recover. LVMH, watching the situation develop, began to explore whether the conditions it was acquiring Tiffany under were still the conditions it had agreed to.

On 9 September 2020, LVMH made its move. The group announced that it could not close the deal by the contractual deadline of 24 November 2020, citing three reasons: first, that a Material Adverse Effect had occurred in Tiffany’s business; second, that Tiffany had not operated its business in the “ordinary course” required by the merger agreement; and third, that a letter from a French government minister had asked LVMH to delay the acquisition, linked to a trade dispute between France and the United States over a digital services tax.

Tiffany filed a lawsuit in the Delaware Chancery Court that same day, seeking a court order requiring LVMH to close on the agreed terms.

What followed was six weeks of public brinkmanship, private renegotiation, and legal preparation that never quite reached trial.

The legal position was delicate for both sides. The Material Adverse Effect clause in the merger agreement did not explicitly include pandemics or public health crises, a common omission in pre-COVID deal documentation. This was LVMH’s critical vulnerability. The pandemic had disrupted Tiffany’s business, but the legal threshold for a qualifying MAE required comparative harm rather than sector-wide disruption. Tiffany’s relative stability, compared to broader luxury market peers, made it difficult to argue that a qualifying event had occurred.

LVMH knew this. So did Tiffany. The Delaware courts are well-versed in MAE disputes and had consistently set a high bar for finding that one had occurred. LVMH’s legal arguments were defensible but not certain to prevail.

The French government letter was procedurally clever but substantively thin. A letter from a minister asking a private company to delay a commercial transaction, in the context of a bilateral trade dispute, was not a legally binding instruction. Its value lay in creating uncertainty and buying time, not in providing a robust contractual defence.

On 28 October 2020, the two sides settled. LVMH agreed to pay $131.50 per share, down from $135. The total deal value dropped to $15.8 billion, a saving of approximately $425 million for Arnault. In exchange, LVMH dropped its attempts to exit. Tiffany gained two new protections: if LVMH attempted to exit the deal again, the price would revert to $135 per share; and the French government letter clause was removed from the agreement entirely.

On 30 December 2020, more than 99% of Tiffany’s shareholders voted to approve the renegotiated deal. On 7 January 2021, it closed.

The ETA parallel: Arnault’s apparent walk-away was not a genuine attempt to exit. This is the most instructive thing about the entire episode. LVMH wanted Tiffany. The strategic logic had not changed. The pandemic had not made Tiffany a worse business than the one Arnault had assessed. It had made it a temporarily distressed one. What Arnault did was use a period of genuine external uncertainty to create legitimate grounds for renegotiation, extract a material price reduction, and close the deal he had always intended to close.

The lesson is not “threaten to walk away when the deal is under pressure.” The lesson is more precise: the buyer who understands the deal better than anyone else in the room can hold their nerve when circumstances create apparent instability. Panic is expensive. Patience and legal clarity are not.

5. Closing and Strategic Positioning

With Tiffany now formally part of the group, LVMH’s Watches and Jewellery division was transformed.

Where BVLGARI had lifted the division’s share of group revenue from 4.85% to 8.24% in a single year, Tiffany made it the fastest-growing and most visible division in the group almost immediately. By 2021, the Watches and Jewellery division accounted for 13.96% of LVMH’s total group revenue having grown from a footnote to a genuine strategic pillar in a decade.

The platform Arnault had been building since 2011 was now complete in its fundamental architecture. BVLGARI anchored the European and Asian jewellery strategy with Italian heritage and artisan manufacturing. Tiffany anchored the American market with its unmatched US brand recognition and distribution network. The two brands serve different customers, in overlapping geographies, without directly competing.

That is not an accident. It is the logic of strategic portfolio construction applied to one category. Each acquisition was designed to complement the one that preceded it, not duplicate it.

6. Five Lessons for Every Acquisition Buyer

Tiffany is a different story from BVLGARI, and its lessons are sharper. They are more uncomfortable and more directly applicable to the deals most buyers are working on at a fraction of this scale.

Strategic search is not opportunistic search. Arnault did not approach Tiffany because it was available. He approached it when its combination of brand position, geographic fit, and temporary underperformance made it the right acquisition at the right price. Knowing the difference between a business that is available and a business that deserves to be acquired is the foundation of a good search.

Platform thinking multiplies returns. Tiffany is more valuable inside LVMH than it was as a standalone business, not because LVMH is a better manager of assets, but because Tiffany completes a category architecture that BVLGARI began. Each acquisition in a portfolio should ask the same question: does this make the whole worth more than the sum of its parts?

Market timing is a legitimate lever. COVID was not just a crisis. For Arnault, it was a renegotiation opportunity worth $425 million. The buyer who understands when external conditions create a genuine basis for repricing, without acting in bad faith, has a tool that most buyers either ignore or misuse.

Sometimes walking away increases your power. LVMH’s apparent exit attempt gave Arnault something he did not have before: proof that he was willing to consider not closing. Whether or not he would have followed through, the credibility of the threat shifted the negotiating dynamic enough to extract a material concession. In any negotiation, the party who needs the deal more will pay for it.

Narrative and reputation matter in every negotiation. At no point did LVMH publicly say “we want a discount.” The public statements were always framed around legal grounds, contractual obligations, and regulatory conditions. The outcome was financial, but the language was professional. In small business acquisitions, the same principle applies. The buyer who negotiates in a way that the seller can respect will close deals that the buyer who negotiates aggressively will not.

Coming Up in the Series

The deal is closed. The legal dispute is settled. Bernard Arnault has his American jewellery anchor.

Now comes the part that tests whether the BVLGARI playbook travels across the Atlantic.

BVLGARI kept its CEO for three years. Tiffany’s CEO was replaced on the same day the deal closed. BVLGARI preserved its Roman identity with minimal external intervention. Tiffany’s brand was actively repositioned, more aggressively than anything LVMH had attempted before. BVLGARI produced record results almost immediately. Tiffany produced record results in 2021 and 2022, then began to show the limits of the playbook in 2023 and 2024.

Part 4, Tiffany & Co.: Reinventing an Icon, is the honest version of what happens when the greatest acquirer in the world meets a brand that requires something his model was not quite built for.

That issue will appear in Buyout Diary in the coming weeks.

Hit reply and tell me: what feels harder about deals to you right now, finding the right business to approach or holding your nerve through the negotiation once you have found it?

See you next Monday.
​
Alexander

Most self-funded acquisition buyers hit the same wall.

The bank covers 60 to 70% of the purchase price. Personal equity covers another 10 to 15%. And then there is a gap. Not a fatal gap, but a real one. At that point most buyers do one of two things: they restructure the deal to need less capital, or they walk away.

The fear behind both choices is the same. Every story they have heard about bringing in outside capital ends badly. The investor gets a board seat. The investor gets veto rights. The investor gets preferred returns that mean the buyer is working for years before they see any meaningful upside. The buyer loses control of the thing they spent months finding and negotiating.

This issue covers the full capital stack for a self-funded acquisition, in the order that matters: bank debt, seller financing, government subsidies, and finally how to bring in a capital partner without handing over the keys.

You do not have to give up control to bring in an investor. Whether you give up control depends entirely on how you structure it.

1. What the Capital Stack Actually Looks Like

Before covering the structures in detail, it helps to see what a typical self-funded acquisition capital stack looks like in practice.

For a business with €500,000 EBITDA acquired at a 4 times multiple, the purchase price is €2 million.

A commercial bank comfortable with 3 times leverage might lend €1.5 million against that EBITDA. That covers 75% of the purchase price.

Your equity requirement to close the remaining 25% is €500,000.

If you have €200,000 in personal equity, you have a €300,000 gap.

That gap can be filled by a seller note. Or an earn-out. Or an investor. Or some combination of all three. The question is which combination gives you the best outcome on control, alignment, and long-term economics.

Each tool has different implications for your relationship with the seller, your relationship with a potential investor, and your own position in the business. Understanding them is not optional. It is the difference between a deal that closes on your terms and a deal that closes on someone else’s.

2. Vendor Loan: The Seller Becomes Part of Your Capital Stack

A vendor loan — also called seller financing or a seller note — is an arrangement in which the seller agrees to defer a portion of the purchase price and receive it in instalments over time, effectively acting as a lender to the buyer. The terms are interchangeable. In European M&A practice, vendor loan is the more common label. In UK and US contexts you will hear seller financing or seller note. Same structure, different name.

It is more common than most buyers realise. According to ​Dealsuite’s M&A Deal Terms Report​ covering transactions from July 2024 to June 2025, based on data from 959 legal firms across Europe, 34% of European SME transactions included a vendor loan. And that number has been rising. The same research found that 42% of M&A advisors reported an increase in vendor loan usage in recent transactions, driven partly by higher interest rates making bank financing more expensive and partly by valuation gaps that need creative bridging.

In the UK, estimates suggest that between 60 and 90% of small business acquisitions include some form of seller financing. On the continent, the proportion is lower but growing.

Why sellers agree to it

The conventional wisdom is that sellers want all their money at closing. That is true for some sellers, particularly those with urgent liquidity needs or those who have received multiple competitive offers. But for many succession sellers across Europe, the picture is more nuanced.

A seller financing a portion of the deal at 6 to 8% interest is earning a better return than they would get from a savings account or low-risk bonds. They remain financially connected to the business they spent decades building, which many sellers find emotionally easier than a clean break. And because repayment depends on the business performing, they have a genuine incentive to support the transition. The vendor loan turns the seller from a counterparty into an aligned partner.

There is also a pricing dynamic that buyers rarely appreciate. Research in the US market consistently shows that businesses sold with seller financing sell for 20 to 30% more than businesses sold for all cash. The seller is not just agreeing to defer payment. They are agreeing to take on risk. And they expect to be compensated for it, either through a higher headline price or through the interest they earn on the deferred amount. Understanding this framing changes how you negotiate the structure.

How to structure it

A vendor loan typically covers 10 to 30% of the purchase price, repaid over three to seven years at an interest rate of 6 to 10%. It sits subordinated to senior bank debt, meaning the bank gets repaid first in a distressed scenario. Most banks require this subordination clause as a condition of their own lending.

The key terms to negotiate are the repayment schedule, whether interest is payable from day one or deferred, and what happens in the event of default. A seller who is comfortable with the buyer and confident in the business will often accept more flexible terms. A seller who is uncertain about either will negotiate harder.

One practical point that catches buyers out: some European banks count a vendor loan as part of the buyer’s equity contribution, which can reduce the amount of personal capital required at closing. In the Netherlands in particular, BMKB-guaranteed loans have specific provisions around how vendor loan subordination is documented. Get advice from a Dutch acquisition lawyer before assuming your structure will pass bank credit committee.

The trust signal

Asking a seller for vendor financing is also a conversation about trust. It signals that you believe the business is strong enough to generate the cash to repay them. It aligns their interest in your success. And it demonstrates that you are not simply extracting value from the business immediately after close. For succession sellers, many of whom care deeply about what happens to the business and its staff after they leave, that signal matters.

3. Earn-Outs: Bridging the Valuation Gap Without Overpaying

An earn-out is a deal structure in which a portion of the purchase price is contingent on the business achieving specific financial targets after the acquisition closes. The buyer pays a lower price at closing and makes additional payments if and when the business performs as the seller projected.

Earn-outs are most useful when there is a genuine gap between what the seller believes the business is worth and what the buyer is willing to pay based on historical performance. They allow both parties to proceed without one of them having to capitulate on valuation. The seller effectively says “I believe this business will hit those numbers” and backs that belief with their own deferred payment. The buyer says “if you are right, I am happy to pay for it.”

According to Dealsuite’s 2025 data, in more than half of European transactions that included an earn-out, the deferred portion represented 10 to 20% of the total purchase price. That is a meaningful but not dominant share, which reflects the practical reality that sellers want the majority of their proceeds at closing and earn-outs become psychologically uncomfortable if they represent too large a proportion of the headline price.

Where earn-outs work

Earn-outs work best in three situations.

First, where the seller has been running the business with an unusually high personal revenue contribution. If the seller is responsible for 40% of client revenue through personal relationships, the business as it will exist under new ownership is genuinely different from the business as it existed under them. An earn-out that pays the seller more if they successfully transition those relationships to the new owner creates alignment rather than conflict.

Second, where the business has a strong recent growth trajectory that is not yet fully reflected in normalised EBITDA. A business that grew revenue 30% in the last twelve months but has not yet translated that growth into stable profit may be worth more than the historical EBITDA multiple suggests. An earn-out tied to sustaining that growth gives the buyer downside protection if the growth proves temporary and rewards the seller if it proves durable.

Third, where there is a genuine difference of view on market conditions rather than a straightforward disagreement on multiples. Both parties can be right simultaneously: the seller is right that the business has significant potential, the buyer is right that the potential has not yet been demonstrated. The earn-out lets both views coexist in the same transaction.

Where earn-outs fail

Earn-outs fail when the metrics are ambiguous, when the seller retains operational involvement that gives them influence over the results, or when the buyer makes decisions post-closing that affect performance in ways the earn-out agreement did not anticipate.

The most common failure mode in earn-outs at the SME level is a seller who agrees to an earn-out tied to EBITDA and then watches the new owner invest in the business in ways that depress short-term profitability. The buyer is building for the long term. The seller is watching their earn-out shrink. That tension is predictable and must be addressed in the agreement before close.

Keep earn-out metrics simple, make the measurement period no longer than two to three years, and ensure that major capital decisions by the buyer during the earn-out period are either excluded from the calculation or subject to seller consent.

4. Bringing in an Investor Without Losing Control

Now to the structure most first-time buyers misunderstand.

The reason most buyers fear investor involvement is that they are picturing the wrong type of investor. They are picturing a private equity fund with a three to five year exit horizon, a board seat, quarterly reporting requirements, and a preferred return that subordinates the buyer’s economics for years. That investor exists, and for a buyer building a long-term HoldCo, that investor is the wrong partner.

The right partner for a first-time buyer is a family office, a high-net-worth individual, or a fellow acquisition entrepreneur with capital to deploy. These investors think in decades, not fund cycles. They do not need a formal exit event to generate returns. They are flexible on governance because they are investing in you as much as in the business. They are often motivated by genuine interest in the deal and the sector rather than purely financial return maximisation.

What you are doing when you bring in this kind of partner is straightforward: you source the deal, structure it, negotiate it, and bring it to close. You find someone to provide the equity you cannot provide yourself. You operate the business. They provide capital and, typically, some oversight. Both of you share in the upside. No fund structure, no PE overhead, no exit pressure from limited partners.

What the investor gets

The investor typically receives a preferred return of 6 to 10% on their invested capital before any profits are split. After the preferred return is met, profits are distributed according to an agreed waterfall. The buyer-operator retains 70 to 80% of the economics on deals where they are providing meaningful equity alongside the investor, and somewhat less on deals where the investor is carrying the majority.

The investor may also receive a board observer seat, and will typically negotiate consent rights over major decisions: taking on new debt above an agreed threshold, making material changes to the business, or selling the company.

What they do not get, in a well-structured deal, is day-to-day operational control. That remains with you.

Two negotiations, not one

The most important thing to understand is that two negotiations are happening simultaneously. The negotiation with the seller and the negotiation with your investor. Both need to close. Neither should be subordinated to the other.

The conversation with your investor should happen early. You want to arrive at the seller’s table with a credible sense of your capital structure, not an open question about whether you can fund the deal. The earlier you have that conversation, the more flexibility you have to structure the deal in a way that works for both of you.

Before you approach any investor, have a clear answer to four questions. How much equity do you need from them? What governance rights are you willing to offer in exchange? What return structure are you proposing? And what is your plan for the business in years one, three, and five?

Why family offices work well here

Family offices are particularly well-suited as capital partners for acquisition buyers at this stage. They have long investment horizons that match a HoldCo model. They are comfortable with minority or co-investment positions. They do not impose the same exit pressure as institutional PE. And many family offices are themselves business-owning families who understand the operational reality of running a founder-led business.

The trust dynamic matters here. A family office investing in your acquisition is not just providing capital. They are extending their reputation alongside yours. Getting that first relationship right creates the foundation for every subsequent deal in your portfolio.

5. How I Am Thinking About My First Acquisition

I want to be honest about where I stand, because I think it is more useful than a theoretical framework.

I have not closed a deal yet. My first acquisition attempt did not happen for reasons unrelated to the structure, that is a story for another issue. But the capital stack I am planning for when the right deal comes is worth sharing, because I suspect the logic applies to a lot of people reading this.

On my first acquisition, my investor will carry a larger share of the equity than I will. That is not a reluctant concession. It is the deliberate structure I am planning for.

I have €100,000 of personal capital to put into a deal. I want bank debt to do the heavy lifting on the debt side, with the monthly loan service covered by the business’s own cash flow. I want a vendor loan from the seller where I can get one, because it aligns their interest in my success and reduces the equity I need to raise. I am actively looking at subsidy instruments in my target geographies to back the bank loan or bridge part of the gap. And after all of that, I will still need an investor to close the equity stack on most deals I am looking at.

One point worth adding here: the bank also wants to see your personal equity in the deal. It is not just about reducing the gap. It is a signal. A buyer with zero skin in the game is a different credit risk from a buyer who has committed their own capital alongside borrowed money. Most banks will not lend at all without seeing meaningful personal equity from the buyer. So your €100,000 is not just filling part of the stack. It is what makes the rest of the stack possible.

The investor I am looking for is not a passive cheque. I want smart money. Someone who has been through acquisitions before, who understands the succession market, who has opinions I can pressure-test my decisions against. A mentor with capital is worth more to me on deal one than a purely financial investor who is only tracking their preferred return.

In exchange for their capital and their involvement, that investor will receive a meaningful share of the economics. On a first deal where they are carrying most of the equity, that share will be larger than it would be on deal two or three, when I have a track record and can bring more of my own capital. That is the honest trade. I am paying for their capital and their experience with equity I would otherwise keep.

What I am not giving up is operational control. I run the business. I make the day-to-day decisions. I decide on strategy, on people, on how we operate. The investor has an observer seat. They have consent rights on major structural decisions, taking on significant new debt, selling the company. They do not run the business. That line is non-negotiable regardless of the equity split.

The reason I am comfortable giving up more economics on deal one is simple. A smaller share of a deal that closes is worth more than a larger share of a deal that never happens. And beyond the economics, the relationship with the right investor on deal one is one of the most valuable assets I can build going into deal two.

That is the structure I am building towards. The exact numbers will depend on what I find. But the logic is fixed.

6. A Worked Example: How the Structures Combine

Take a business generating €400,000 EBITDA, acquired at a 4.5 times multiple, for a total purchase price of €1.8 million.

A German regional bank, comfortable with a DSCR of 1.3 times and leverage of 3 times EBITDA, lends €1.2 million. That covers 67% of the purchase price.

The seller agrees to a vendor loan of €180,000, representing 10% of the price, repayable over five years at 7% interest. Subordinated to the bank debt, documented with a standstill agreement.

That leaves €420,000 in equity required to close.

The buyer contributes €120,000 of personal equity, roughly 7% of the purchase price.

A family office investor provides the remaining €300,000. In exchange, they receive a preferred return of 8% per annum on their €300,000 before any profit distributions, a single board observer seat with no voting rights, and consent rights over debt above €100,000 and any sale of the business. After the preferred return is met, profits split 75% to the buyer-operator and 25% to the investor.

The result: the buyer controls the business. The seller is aligned through the vendor loan. The investor has appropriate protection without day-to-day interference. The bank has its DSCR and its subordinated debt structure. Everyone’s interests point in the same direction.

This is not a theoretical structure. Variations of this model are closing every month across the continent.

7. The Conversation to Have Before You Need It

The most common mistake buyers make is waiting until they have a deal under LOI before having the investor conversation.

By then you are under time pressure. You are negotiating from weakness. And the investor knows it.

The right time to build the investor relationship is before you need the capital. Identify two or three potential investor partners in the next six months. Have the conversation about your acquisition strategy, your target sectors, your deal thesis, and your governance philosophy. Understand what they need in return. Build the relationship before there is a specific deal to discuss.

When the right deal arrives, you will be able to move quickly because the conversation will already be half complete.

Hit reply and tell me: what feels harder to you right now, finding the right deal or finding the right capital structure to close it?

I read every reply.

See you next Monday. Alexander

If you missed Part 1 of this series, the short version is this. In March 2011, Bernard Arnault acquired BVLGARI for €4.3 billion in an all-stock deal that gave the Bulgari family 3% of LVMH in exchange for their controlling stake. He paid a 61% premium. He did it without a formal auction process. And within twelve months, LVMH’s Watches and Jewellery division had recorded a 98% revenue increase and a 107% profit increase, all attributed to that single acquisition.

​Part 1 was about how Arnault found, courted, and structured the deal​. This issue is about what he did next.

Because the deal is the easy part. The integration is where most acquisitions fail, or where they quietly become something far better than anyone expected.

1. What Happens After You Buy

Most buyers spend months preparing for the close. The due diligence, the financing, the negotiation, the legal process, the announcement. And then the deal closes, the lawyers leave the room, and the real work begins. This is the moment most buyers are least prepared for.

Bernard Arnault does not obsess over the close. He obsesses over what comes after it.

This is not a philosophical distinction. It is a structural one. LVMH’s entire acquisition model is built around the assumption that buying a business is the beginning of a decades-long relationship, not the conclusion of a transaction. Every decision Arnault makes in a negotiation, including the structure, the price, the leadership arrangements, and the governance commitments, is made in service of what happens in the years that follow. He is not optimising for the best deal terms. He is optimising for the best integration conditions.

The BVLGARI integration between 2011 and 2014 is one of the clearest examples of this philosophy in action. A 127-year-old Italian family business, with a deeply ingrained culture, a founding family that had not relinquished operational involvement, a global retail footprint that needed urgent investment, and a brand identity that was both its greatest asset and its most fragile one, all absorbed into the world’s largest luxury conglomerate without a single public stumble.

How Arnault managed that tells you more about his model than the deal itself.

2. The Governance Model: Autonomy With Accountability

To understand how LVMH integrates businesses without destroying them, you have to understand the structure Arnault has built at the holding company level.

LVMH operates what it describes as a decentralised, federated model. Across more than 75 maisons spanning fashion, spirits, cosmetics, watches, jewellery, and selective retailing, each brand operates with significant autonomy. It has its own management team, its own creative direction, its own product strategy, and its own profit and loss account. The holding company does not impose a unified aesthetic, a shared product roadmap, or a centralised creative process. What it does provide is capital, distribution infrastructure, global purchasing power, and operational expertise that no individual brand could replicate on its own.

The governing principle is straightforward: autonomy with accountability. Each maison is trusted to run its own business. Each is held accountable for its financial performance. LVMH neither micromanages the creative process nor ignores the commercial results.

​When the BVLGARI combination was announced​, LVMH was explicit about its intentions. The formal technical documentation stated that LVMH intended to preserve the identity and autonomy of the Bulgari group and the values which had contributed to the great success of the Bulgari name. This was not marketing language. It was a governance commitment embedded in the combination agreement itself.

For Arnault, this commitment is both ethical and commercial. Ethical because he understands that what makes a luxury brand valuable, its history, its craft, its cultural identity, cannot be manufactured or replaced once destroyed. Commercial because the premium LVMH paid for BVLGARI was precisely a premium for those qualities. Destroying them post-acquisition would be destroying the thing he paid for.

This is the insight that most acquisition buyers eventually learn the hard way. The business you acquire has value because of how it operates. Change how it operates too quickly and you may be left with the shell of what you paid for.

The ETA parallel: In my MBA research on post-acquisition governance in HoldCo-style acquisitions, one of the clearest findings was that most successful acquirers adopt a hybrid approach: combining informal trust with lightweight formal mechanisms, and adapting governance to the maturity of the business and the operator rather than imposing a fixed template from the outside. That is precisely what LVMH does at scale. The federated model is not a rigid system. It is a framework that flexes around each maison’s own logic. For a self-funded buyer acquiring a founder-led business, the governance question is identical in kind if not in scale. How much do you change, and how quickly? Arnault’s answer is: very little, and very slowly. The business worked before you arrived. Your job in the first year is to understand why, not to prove that you know better.

3. Leadership Continuity: The Transition That Did Not Break Anything

The most immediate governance decision any acquirer faces is what to do about leadership. In most acquisitions, this is where the damage begins. The buyer brings in their own people. The institutional knowledge walks out the door with the departing management team. The employees who stayed begin updating their CVs.

Arnault’s approach to leadership transitions is one of the most consistent and deliberate aspects of his model, and the BVLGARI integration illustrates it precisely.

​Paolo and Nicola Bulgari remained Chairman and Vice Chairman​ of the BVLGARI board following the acquisition. Their continued presence was not ceremonial. It was a deliberate signal to everyone inside and outside the business that the brand’s heritage was being protected, not overwritten.

Francesco Trapani, who had run BVLGARI for 27 years and orchestrated its transformation from a €25 million jewellery company into a €1.5 billion global luxury group, did not step aside. He was elevated. Trapani joined LVMH’s Executive Committee and took over the management of the enlarged LVMH Watches and Jewellery division, overseeing not just BVLGARI but Tag Heuer, Chaumet, Zenith, Hublot, Fred, and De Beers alongside it. The man who built BVLGARI was given responsibility for everything Arnault was building in that category.

This arrangement served multiple purposes simultaneously. It gave Trapani a platform that matched his ambition and his track record, removing any incentive he might have had to leave and build elsewhere. It gave LVMH the operational expertise of someone who had spent nearly three decades building relationships with suppliers, craftspeople, retailers, and customers across the jewellery industry. And it gave the BVLGARI brand and its employees the continuity of seeing a familiar face at the helm during the most uncertain phase of any acquisition.

Trapani led the LVMH Watches and Jewellery division until 2014. Three years of controlled transition. By the time he departed, BVLGARI was no longer a newly acquired asset being carefully managed. It was the centrepiece and template of LVMH’s jewellery strategy going forward.

The ETA parallel: My MBA research identified seller continuity as one of the most consistent cross-theme findings across all eleven interviews with acquisition entrepreneurs. One participant described it plainly: “The seller actually stayed on as my employee. It was easier to get that documentation out of his head.” Another sought sellers willing to stay for one to two years specifically to surface undocumented knowledge embedded in customer relationships, team dynamics, and informal processes. Where sellers departed abruptly, whether due to health, emotional detachment, or poorly structured handovers, operational gaps emerged that took months to close. The research also identified operator fit as a critical determinant of governance success, encompassing not just technical skills but cultural alignment, leadership readiness, and motivational congruence. Trapani’s elevation rather than replacement is a masterclass in all three. Arnault did not install a stranger. He retained and empowered the person who already understood every dimension of what he had just acquired.

4. Financial and Strategic Integration: Where the Premium Gets Earned Back

The financial case for the BVLGARI acquisition was built on a specific thesis. BVLGARI had the brand. LVMH had the platform. Together they could do things neither could do alone.

​The combination promised synergies in purchasing and distribution​, expanded retail presence particularly in Asia, and access to LVMH’s global infrastructure across more than 5,000 stores in 80 countries. Trapani himself said at the time that the entrance into LVMH would allow BVLGARI to reinforce its worldwide growth and to realise noteworthy synergies, in particular in the areas of purchasing and distribution.

The financial results of the first years confirmed the thesis. In 2011 alone, the Watches and Jewellery division recorded a 98% revenue increase and a 107% profit increase, all attributed to the BVLGARI consolidation. The division’s share of LVMH’s total gross revenue jumped from 4.85% in 2010 to 8.24% in 2011. In 2012, the division continued with a 46% revenue increase and a 26% profit increase, exceeding every other LVMH business group in growth rate.

But the most significant financial decision Arnault made post-acquisition was not about extracting synergies. It was about reinvesting in the brand’s physical infrastructure at a pace the Bulgari family could never have managed independently.

LVMH committed significant capital to opening new BVLGARI flagship stores in the highest-value retail locations globally, with particularly strong expansion in Asia, a market where the brand had significant recognition but limited physical presence. In 2017 alone, BVLGARI achieved excellent performance and continued to gain market share thanks to the strength of its iconic lines Serpenti, B.Zero1, Diva, and Octo, with growth particularly strong in Asia, the United States, and Europe.

The most visible long-term capital commitment was the Valenza manufacturing facility. In 2017, LVMH opened ​what was then Europe’s largest jewellery manufacturing site​ for BVLGARI in Valenza, Italy, the heart of the country’s goldsmithing district, with 370 artisans. By 2025, that facility had grown from 14,000 to 33,000 square metres and now employs 1,100 artisans from more than 30 nationalities. BVLGARI has since expanded it further, declaring it the world’s largest single-brand jewellery manufacturing site, with plans to grow to 1,600 artisans by 2029.

This is not operational efficiency. It is a decades-long capital allocation decision rooted in a conviction that the brand’s manufacturing heritage is a competitive advantage worth protecting and expanding. Arnault reinvested in the thing that made BVLGARI exceptional rather than replacing it with something cheaper and more scalable.

The ETA parallel: Arnault’s capital allocation model has a direct equivalent at the SME level. When you acquire a business, the first question is not how to cut costs. It is which parts of the business are worth reinvesting in because they are genuinely exceptional and defensible. The business owner spent years building those parts. Your job is to identify them and fund them properly, perhaps for the first time. That is where the premium gets earned back. My MBA research found that phased delegation worked best when acquirers began with operational support before gradually transferring full profit and loss responsibility, and that control mechanisms such as dashboards, financial reporting, and strategic check-ins ensured accountability without tipping into micromanagement. The same logic applies to capital: deploy it in phases, anchored to what the business tells you rather than what your model assumes.

5. Cultural Integration: Preserving the Roman Soul

BVLGARI is, in the most precise sense, a Roman brand. Not Italian in the general sense, but specifically Roman. The bold colours, the architectural forms, the references to ancient mythology and classical antiquity: the design language of BVLGARI is inseparable from the city it was born in and the culture it grew out of.

This identity is not marketing. It is the foundation of why the brand commands the prices it charges and attracts the customers it attracts. Dilute it, and you dilute the thing the customer is paying for.

Arnault understood this before he bought the business. ​The cultural commitments built into the combination agreement​were not afterthoughts. LVMH committed to preserving the Bulgari identity and the values that had made it one of the most attractive names in the luxury sector. The headquarters remained in Rome. The design direction remained distinctly BVLGARI. The brand did not become a generic LVMH house. It remained, and remains today, unmistakably itself.

​BVLGARI’s hotel operations​ present an interesting case study within the broader integration. The Bulgari Hotels and Resorts joint venture with Marriott predated the LVMH acquisition, and the question of how that operation would sit within the LVMH structure required careful handling. The answer was consistent with the broader philosophy: the brand identity was preserved, the properties remained distinctly BVLGARI in their aesthetic and positioning, and LVMH’s resources enabled the expansion of the portfolio rather than the consolidation of it.

LVMH uses brand identity as a governance mechanism in a way that most acquirers never attempt. Rather than imposing holding company standards on acquired businesses, a common approach that tends to flatten the distinctive qualities that made the business worth acquiring in the first place, Arnault uses each brand’s own identity as the standard against which decisions are made. The question is not whether a decision fits the LVMH playbook. It is whether it fits what BVLGARI is.

This approach requires a level of intellectual humility that is genuinely rare in acquirers. It means accepting that the business you bought knows things about itself that you do not yet know. It means resisting the temptation to impose your own frameworks before you have earned the right to do so.

The ETA parallel: The businesses with the deepest succession opportunities across Europe and the UK are the ones most rooted in a specific local identity. A local family-run maintenance business has its own culture: relationships with specific suppliers, a reputation with specific customers, a way of doing things that took decades to build. My MBA research found that one of the most disruptive things a new acquirer can do is implement technology or system changes too quickly, before understanding how the existing infrastructure was serving the business. One participant described a situation where a buyer changed the point-of-sale system, the internet infrastructure, and the operational software in the first weeks, and nothing worked. The business lost continuity it had taken the previous owner years to build. The buyer who arrives with a playbook from another context and applies it immediately will destroy that culture before they understand what it was worth.

6. Results, Lessons, and the Template It Created

​BVLGARI’s sales resilience within LVMH has been documented consistently​ even as the broader luxury market has faced pressure. In fiscal year 2023, Bulgari Gioielli S.p.A. recorded a net profit increase of over 60%, with revenue growth of approximately 22% and operating income growth of over 53%, outperforming the overall personal luxury goods market which grew at a more modest 4 to 5% during the same period. In LVMH’s 2025 results, BVLGARI was cited among the brands demonstrating resilience even as the group’s overall Watches and Jewellery segment faced headwinds.

From a €890.5 million revenue business struggling with post-recession cash flow in 2010 to a brand generating revenues that have grown multiples beyond that figure, the compounding effect of patient, well-structured integration over more than a decade is visible in the numbers.

​BVLGARI became the template for LVMH’s later jewellery acquisitions​, most notably the 2021 acquisition of Tiffany & Co. for $15.8 billion, the largest deal in LVMH’s history. The governance model, the leadership transition approach, the cultural preservation philosophy, and the capital reinvestment strategy developed through the BVLGARI integration were all applied again, at significantly greater scale, when LVMH absorbed the American institution.

​LVMH Watch Week​, the group’s annual gathering of its watches and jewellery maisons, now features BVLGARI as a centrepiece brand, demonstrating how fully it has been woven into the LVMH ecosystem without losing its individual identity. The brand attends alongside TAG Heuer, Hublot, Zenith, and the others as an equal participant, not a subordinate one.

Three lessons that apply at every deal size:

Governance must fit the business, not the spreadsheet. LVMH’s federated model works because it starts from what each brand is rather than what the holding company needs. My MBA research found that the most effective acquirers design governance structures adaptively, blending informal trust with lightweight formal mechanisms, rather than applying a fixed template regardless of the business’s maturity or cultural context. If your governance structure requires the business to become something different in order to perform, you have the wrong structure.

Delegate with frameworks, not with rules. BVLGARI’s management team was trusted to run the brand according to its own values and logic, supported by LVMH’s resources and held accountable for results. That is not the same as giving them free rein. It is giving them clear accountability with the tools to meet it. The research found that delegation maturity increased in line with the confidence, systems, and trust established following the acquisition. It is a process, not a handover.

Balance legacy and performance. The tension between preserving what made a business worth acquiring and pushing it to perform at a higher level is permanent. Arnault does not resolve that tension. He manages it continuously. The 127-year-old Roman jeweller now operates out of the world’s largest single-brand jewellery manufacturing facility. Both things are true simultaneously.

Coming Up in the Series

Next in the Luxury Lessons series: Tiffany & Co.

A different deal entirely. Bigger, more complicated, and involving a negotiation that broke down publicly, went to court, and was eventually resolved at a renegotiated price nine years after BVLGARI and with a very different set of conditions.

Everything Arnault learned from BVLGARI he applied to Tiffany. And everything that made Tiffany harder is worth understanding if you want to know what the limits of his model look like.

That issue will appear in Buyout Diary in the coming weeks.

One last thing before you go.

The BVLGARI integration worked because Arnault had thought carefully about every one of these dimensions before the ink dried. Most buyers have not. If you are in the middle of a search, have recently acquired, or are an investor thinking about what good post-acquisition governance looks like in the European market, I would genuinely like to hear from you.

Hit reply and tell me: what is the hardest part of the post-acquisition phase that nobody talks about honestly?

I read every reply.

See you next Monday.

Alexander

Most acquisition entrepreneurs approach a bank the way they approach a negotiation with a seller.

They prepare their numbers. They build their case. They walk in with a clear ask.

Then they get a response they did not expect, or no response at all, and they do not fully understand why.

The reason is almost always the same. They were thinking like a buyer. The bank was thinking like a bank. And those are two fundamentally different ways of looking at the same deal.

This issue is about the second one. Not the mechanics of what a bank requires, though those matter and we will cover them. But the underlying logic. The way a credit officer actually reads a file, what they are afraid of, and what makes them feel confident enough to say yes.

Once you understand how the bank thinks, you can prepare for a financing conversation in a way that addresses the real concerns rather than just the stated ones.

1. What the Bank Is Actually Afraid Of

Here is the thing about bank lending that most buyers never quite internalise.

The bank does not share in your upside.

If your acquisition goes spectacularly well, the bank gets its interest and its principal back. That is it. The bank does not participate in the growth, the equity appreciation, or the compounding value of the business you have built. Their return is capped.

What is not capped is their downside. If the acquisition goes badly, the bank loses money. In a worst case, they lose principal.

This asymmetry shapes everything about how a credit officer approaches a file. They are not evaluating your opportunity. They are evaluating your risk of failure and its consequences for them.

This sounds obvious when stated plainly. But most buyers forget it the moment they walk into a meeting. They lead with the opportunity: the succession gap, the undervalued asset, the growth potential. The bank is barely listening. They are thinking about the three things that could go wrong and whether they would get their money back if any of them materialised.

Understanding this one thing changes how you prepare every financing conversation you will ever have.

The question is not “why is this a good deal?” The question is “what could kill this deal and why won’t it?”

2. The Four Things a Credit Officer Needs to Feel

Before a European SME acquisition lender opens your financial model, they are forming a view on four things. None of them are numbers.

Can this buyer run this business?

The credit officer is looking at your background and asking whether there is a credible story connecting your experience to the business you want to acquire. You do not need to have run an identical business. But there needs to be a thread. Someone with a background in technical services applying to acquire a fire protection company is a coherent story. Someone with no operational experience in any relevant sector applying for the same deal has a harder conversation ahead.

Is this business actually sustainable without the current owner?

This is the question most buyers underestimate. The bank is not just underwriting the business as it exists today. They are underwriting the business as it will exist after the owner leaves. If the majority of the revenue is tied to personal relationships the current owner holds, or the business cannot function without the founder’s daily involvement, the bank is looking at a very different risk profile than the historical financials suggest. They will ask about customer concentration, key person dependency, and what happens to contracts and relationships post-transition.

Is the deal priced sensibly?

Banks do not approve acquisitions at any price. They have implicit views on what a business in a given sector should trade at, and if your offer price implies a multiple that feels stretched relative to their experience, the conversation will become more difficult regardless of the DSCR. The bank is thinking about what the business would be worth in a forced sale. That number is almost always lower than what you are paying.

Can the bank get their money back if everything goes wrong?

This is the collateral question, and it sits underneath every other part of the conversation. What assets does the business hold? What is the quality of the receivables? Is there real estate that could be used as security? Even if the answer is limited, demonstrating that you have thought about this and have a coherent answer is better than not having considered it.

3. What I Learned on Both Sides of the Table

I want to share something personal here, because it changes how I think about every financing conversation I have now.

Earlier this year I had a meeting with a local German bank about acquisition financing. I prepared properly beforehand: I researched what subsidy programmes and loan instruments were available in that region, what the bank’s typical criteria looked like, and what kind of documentation they would want to see. I brought a condensed version of my investor PPM, not the full strategic detail I would share with a family office, but a bank-appropriate version focused on the numbers, the use of funds, the repayment logic, and my background.

Nothing happened in that first meeting. No loan was discussed, no terms were offered. And that was exactly right.

The first meeting with a bank is not about the loan. It is about building trust. It is the same process as building trust with a seller or with an investor. You are beginning a relationship, not closing a transaction. The buyers who walk into a first bank meeting expecting an answer walk out frustrated. The buyers who walk in knowing they are planting a seed walk out with a second meeting scheduled.

What I also brought to that conversation is something that most acquisition buyers in Europe do not have: I have sat on the other side of the table.

Before I started searching, I spent time in the B2B debt advisory divisions of two German banks. I was the person doing the background checks, reviewing the files, and asking the questions that determined whether a lending relationship would proceed. So when I prepare for a bank meeting now, I am not guessing at what they are looking for. I have been the one looking.

Here is what we were actually checking as bankers, in roughly the order it mattered:

The person first. What is their background, what have they built or managed, and does their experience create a credible connection to what they want to finance? The file review started with the person, not the numbers.

The use of funds. Not just the total amount, but the exact breakdown. How much is for the acquisition itself, and how much is earmarked for working capital? A buyer who has thought through the working capital requirement post-acquisition signals operational maturity. A buyer who has only thought about the purchase price signals that they have not run a business before.

The payback logic. Not just “can the business service the debt?” but “has this buyer actually built a monthly cash flow model that shows how the debt gets paid down over time?” A coherent financing strategy, showing that you have modelled the debt repayment month by month, is one of the clearest signals that a buyer thinks like an owner rather than like an opportunist.

The credit position. What is the buyer’s personal credit history? Are there existing liabilities that affect the picture? This is not negotiable. It is the baseline before anything else gets evaluated.

The stability of the business and its market. A business in a sector facing structural headwinds is a harder conversation than the same DSCR in a stable or growing sector. The banker will form a view on this independently, but you can get ahead of it by bringing your own market data. If you have already thought about where the sector is going and why the business is positioned to weather it, say so.

The practical implication of all of this is simple. Before you walk into any European bank for a first acquisition financing meeting, prepare a bank-version document. Not your full PPM and not a vague business plan. A focused, clear, well-structured presentation that answers the questions above before they are asked. Make it easy to follow. Create a story, not a spreadsheet dump.

When the banker asks follow-up questions, and they will, usually in writing after the first meeting, you want to be the person who already has the answer. That moment, where you send back exactly what was requested before they have finished formulating the email, is worth more than any single number in your financial model.

4. The Numbers That Actually Matter

Once the credit officer has formed a positive view on those four qualitative questions, they open the model. And here is what they are looking at.

Debt Service Coverage Ratio

DSCR is the single most important number in any acquisition financing conversation. It measures whether the business generates enough cash flow to service the debt you are taking on to buy it. The formula is simple: adjusted EBITDA divided by total annual debt service, which includes both interest payments and principal repayment.

European commercial banks typically require a minimum DSCR of 1.25 times. This means the business needs to generate at least 25% more cash than is required to service the acquisition debt. Most banks prefer something closer to 1.5 times, and for sectors they consider higher risk, the floor can rise to 1.4 or even 1.5 times.

A few important points on DSCR that catch buyers out:

The bank uses adjusted EBITDA, not the number in the accounts. They will normalise out owner salary above market rate, personal expenses run through the business, one-off revenue items, and anything else they consider non-recurring. The adjusted number is almost always lower than the headline EBITDA, sometimes significantly so.

The bank also stress-tests the DSCR. They will model what happens if revenue declines by 10% or 15%. If the DSCR falls below 1.0 under that scenario, the conversation changes. Your job is to know what your DSCR looks like under stress before they ask.

Loan to Value

LTV measures how much the bank is lending relative to the assessed value of what they are financing. For SME acquisitions in Europe, most lenders are comfortable up to 60 to 70% of assessed business value. Beyond that, risk aversion increases and the terms reflect it. The bank is thinking about what they could recover in a distressed sale, and that figure needs to comfortably exceed the outstanding loan balance.

Leverage Ratio

Total debt divided by EBITDA. European SME lenders are generally comfortable with acquisition debt up to 3 to 4 times EBITDA for established businesses with stable cash flows. Higher leverage is possible in certain sectors with very predictable recurring revenue, but as a starting point, a deal structure that requires more than 4 times EBITDA in debt will face more scrutiny.

5. What European Lenders Look Like by Country

The financing landscape for SME acquisitions differs meaningfully across the four main European markets. Understanding the specific character of lenders in your target geography is not optional. It is part of the preparation.

Netherlands

Dutch banks are conservative but structured. Rabobank and ABN AMRO are the most active in SME acquisition financing, with ING also participating in larger transactions. The BMKB (Borgstelling MKB-kredieten) government guarantee scheme is the most practical tool available to Dutch acquisition buyers. It provides a state guarantee of up to 90% of a qualifying loan, which dramatically reduces the bank’s risk and makes credit available for transactions that would otherwise not pass credit committee. The guarantee covers loans up to €1.5 million under the standard scheme, with extended terms available for specific business types.

Dutch lenders place particular weight on cash flow stability and customer concentration. A business where the top three clients represent more than 40% of revenue will attract closer scrutiny regardless of how strong the DSCR looks on paper.

Germany

German lending is characterised by a strong regional banking culture. Sparkassen and Volksbanken are frequently the first port of call for Mittelstand succession transactions, and their advantage is that they know the local business landscape, often having banked the selling family for decades. KfW’s successor financing programmes provide subsidised lending specifically designed for business transfers, with the ERP Gründerkredit and the KfW Unternehmerkredit the most relevant instruments for acquisition entrepreneurs.

German banks are patient but thorough. Expect a detailed analysis of trading history, often going back five years, and extensive questioning on the transition plan. The key person question is taken particularly seriously in German banking culture, where the Handwerksmeister’s personal relationships and certifications are often seen as business-critical.

Belgium

Belgium has a regional financing structure that buyers often underestimate. PMV operates in Flanders and provides co-financing and guarantees that make bank lending more accessible. SOWALFIN covers Wallonia with a broadly equivalent set of instruments. Finance&invest.brussels serves the capital region. The practical implication is that your target geography determines which guarantee institution is relevant, and approaching the right one early in the process materially improves your financing options.

Belgian banks are relationship-oriented. BNP Paribas Fortis, KBC, and Belfius are the primary lenders in SME acquisition transactions. Getting a warm introduction through an accountant or notary who already has a relationship with the relevant bank is significantly more effective than a cold approach.

United Kingdom

The UK market is the most developed in Europe for SME acquisition financing, though it operates quite differently from continental models. The Enterprise Finance Guarantee provides 80% government-backed coverage for qualifying SME loans, broadly analogous to the European guarantee schemes but with its own eligibility criteria. Barclays, Lloyds, and NatWest are all active in acquisition financing, alongside a growing number of challenger banks and debt funds that specifically target SME buyouts.

UK lenders move faster than their continental counterparts, but they also have less patience for uncertainty in the file. A clean, well-structured information memorandum with clear answers to the key questions will move through a UK credit process more quickly than the same file would in Germany or the Netherlands.

6. What Kills a Deal at Credit Committee

The credit committee is not the same conversation as the relationship manager. The relationship manager may be enthusiastic. Credit committee is where the institutional caution lives.

Here is what kills deals at that stage.

Customer concentration without explanation. If one client represents 30% of revenue and you have not addressed what happens to that relationship post-acquisition, the committee will flag it and ask. If you cannot answer it convincingly, the deal stalls.

Adjusted EBITDA that looks different from reported EBITDA. If the gap between the headline number and the normalised number is large, the committee will want to understand every line item of the adjustment. Buyers who have done this work before the meeting move through faster. Buyers who have not done it are sent back to prepare.

No transition plan. The bank wants to see evidence that the business will continue to function after day one. This means documentation of the handover process, ideally including a seller transition period, evidence that key relationships have been introduced to the new owner, and confirmation that critical operational knowledge has been captured. The absence of a credible transition plan is one of the most common reasons credit committee adds conditions or declines.

A buyer who cannot demonstrate operating capability. If the credit officer could not answer the question “why is this person the right buyer for this business” on your behalf, you have not made the case clearly enough.

Collateral that does not stack up. If the business is asset-light and the DSCR is at the floor of what the bank requires, the absence of collateral will slow or stop the process. Understanding your collateral position before the conversation, and having a clear answer for what security you can offer, is part of the preparation.

7. How to Walk Into the Room

Thinking like the bank means arriving at the financing conversation with answers to their questions before they ask them.

Before you submit a file to any European lender, you should be able to answer the following without hesitation:

• What is the adjusted EBITDA, how does it differ from the reported figure, and why?

• What is the DSCR at the purchase price and structure you are proposing, and what does it look like if revenue falls 10%?

• What happens to the top three customer relationships post-acquisition, and what is the plan?

• What is the transition plan for the seller, and how long will they remain involved?

• What collateral is available, and what is the bank’s realistic recovery in a worst case?

• Why are you the right buyer for this specific business?

These are not trick questions. They are the questions every credit officer asks. The buyers who move through European bank credit processes efficiently are the ones who have answered them clearly in writing before the first conversation begins.

The bank is not your enemy. It is a risk-averse institution making a decision about whether to trust you with capital it cannot share in the upside of. Give it reasons to trust you. Address the downside before they bring it up. Make the credit officer’s job of recommending approval as easy as possible.

That is what thinking like the bank actually means.

Hit reply and tell me: what has been your biggest surprise or frustration in a European financing conversation? I read every response and the patterns inform future issues.

See you next Monday.

Alexander

On Friday I posted three questions on LinkedIn that apparently hit a nerve. The post generated more saves and replies than anything I have shared in weeks.

The three questions were simple.

• Why did the Bulgari family sell a business they had owned for 127 years?

• Why did LVMH pay a 61% premium to acquire it?

• And what does a €4.3 billion deal teach a self-funded buyer looking at a €2 million business in the Netherlands, Belgium, or northwest Germany?

This issue answers all three in considerably more depth than a LinkedIn post allows.

The last issue of Buyout Diary was the structural argument, why US frameworks fail in Europe and what a genuinely European acquisition playbook looks like.

This issue shifts register. It is not about my search, and it is not about the European market in aggregate. It is about how the greatest acquirer in the world actually thinks about buying a business, and what happens when you study that thinking carefully enough to extract something useful for the deals the rest of us are doing at a fraction of the scale.

Bernard Arnault has completed more than 75 acquisitions across six decades. He has built the world’s most valuable luxury conglomerate not by being the most aggressive buyer in the room, but by being the most patient, the most deliberate, and the most consistent in his understanding of what a business is actually worth and who it deserves to become. If you want to understand how the best acquisitions are made; the philosophy, the mechanics, the patience, studying him is the most efficient path I have found.

This is Part 1 of a series I am running called Luxury Lessons in Acquisition Entrepreneurship. It will appear across several issues of this newsletter over the coming weeks, interspersed with other content. There are four parts in total: two on BVLGARI, two on Tiffany & Co. Each covers a different phase of what Arnault does — the search, the courtship, the deal structure, the integration.

We start with BVLGARI. The search. The courtship. The deal.

1. The Art of the Patient Buyer

There is a distinction that separates most buyers from the best ones, and it rarely appears in any acquisition primer. Most buyers treat a deal as a transaction to be executed. They define their criteria, identify a target, run their financial analysis, make an offer, negotiate the terms, and close. The process is logical, sequential, and efficient. It is also the reason most buyers end up competing on price with everyone else who is running the same process.

Bernard Arnault treats a deal as a relationship that has not yet found its moment. That is not a rhetorical flourish. It is a description of how he actually operates. He identifies businesses he considers exceptional years before he approaches them. He builds relationships with the families and founders who own them. He waits until the conditions are right, until the seller is ready for a conversation that is genuinely about what comes next, not about price. And then he moves with precision.

The BVLGARI acquisition, announced on 7 March 2011 and valued at €4.3 billion, was not the result of a formal sale process. It was the result of years of attention and relationship-building that made Arnault the obvious and trusted counterpart when the Bulgari family was finally ready to think about what came after family ownership. By the time the deal was announced, most of the difficult work had already been done outside the negotiating room.

Underneath that observation sits a second one, which I think is more important for the kind of buyer most readers of this newsletter are becoming. Arnault did not buy BVLGARI to sell it. He bought it to own it permanently — the way the Bulgari family had owned it for the 127 years before him. That commitment to permanence, to building something that compounds over decades rather than optimising for a multiple at exit, shapes every decision he makes downstream. How he searches, how he approaches sellers, how he structures deals, and how he thinks about the price he is willing to pay.

When I think about my own search, the buyer I am trying to become is this one. Not the buyer who screens for the fastest path to a return. The buyer who asks whether this is a business worth being responsible for in thirty years.

Arnault is the proof that this approach works at scale. BVLGARI is the case study that shows exactly how it works in practice.

What if small business buyers approached deals the way Arnault approached brands — not as assets, but as legacies to steward?

That is the question this issue is built around.

2. The Search: Buy Excellence, Not Distress

​BVLGARI was founded in 1884 by Sotirios Voulgaris, an Ottoman-born Greek silversmith who moved to Rome and opened a small shop selling silver goods and antiques. By 1905, the family had established themselves at Via Condotti, the most prestigious shopping street in Rome, and the brand had begun its slow transformation from artisan shop to luxury house.

Over the next century, the Bulgari family built something extraordinary. Not through marketing or financial engineering. Through craft, consistency, and an obsessive focus on design. Paolo Bulgari, the Chairman who would eventually negotiate the sale to LVMH, spent decades personally supervising the design team from an office with a glass door directly into the studio. He was still doing it into his seventies.

​Francesco Trapani, Paolo’s nephew and CEO since 1984, had taken the business from a €25 million jewellery company with five stores and 80 employees to a genuine global luxury brand. By 2011, BVLGARI was generating approximately €1.5 billion in annual revenue across jewellery, watches, fragrances, leather goods, and hotels. It had 300 stores and 4,000 employees. Trapani had listed the company on the Milan Stock Exchange in 1995, expanded into Bulgari Hotels and Resorts through a joint venture with Marriott in 2001, and built a fragrance business from scratch that by the mid-nineties was generating over $40 million annually.

The business was genuinely exceptional. But it was not without pressure.

The 2008 recession had hit BVLGARI hard. Net revenue had declined steadily from €1.091 billion in 2007 to €890.5 million in 2010. The brand had made significant store investments during that same period of falling sales — expanding the retail footprint while cash flow was shrinking. The financial muscle needed to grow at the pace the brand deserved was simply not there.

This is the nuance most buyers miss when they study Arnault’s acquisitions. They assume he was buying either distressed assets he could fix cheaply, or perfect businesses he overpaid for. The reality is more interesting. He consistently finds the business that is structurally exceptional but operationally constrained by factors the right owner can remove. BVLGARI was not failing. It was limited. And the thing limiting it — scale, capital, and global distribution — was exactly what LVMH had in abundance.

LVMH by 2011 was dominant in fashion, leather goods, wines and spirits, and perfumes. Its watches and jewellery division, established only in 1999 through the acquisitions of Chaumet, Zenith, and Tag Heuer, was the weakest part of the portfolio by a considerable margin. In 2010, only 4.85% of LVMH’s total gross revenue came from Watches and Jewellery — the smallest share of any business group. The division lacked a jewellery maison with genuine heritage and global brand recognition. That was the gap. And Arnault had identified BVLGARI as the business that could close it.

The gap analysis he was running was precise. LVMH strong in fashion and leather. LVMH weak in jewellery. BVLGARI strong in jewellery heritage and brand. BVLGARI constrained by the capital, retail infrastructure, and global distribution network it needed to grow. One side of the table had the brand. The other side had the platform. Together they were worth considerably more than either was separately.

The ETA parallel: Strategic search beats opportunistic search. The buyer who spends six months understanding a single sector deeply — who the best operators are, what the structural growth drivers are, where the succession gaps sit — will consistently find better businesses than the buyer screening 200 opportunities for the most obvious metrics. Criteria matter. But understanding what makes a business genuinely excellent, and finding the rare ones that qualify, is the real search.

3. The Courtship and Trust-Building

Francesco Trapani said something after the deal closed that reveals everything about how Arnault operates. Speaking to WWD, he said:

“We were not ready to sell. We wanted to remain entrepreneurs. We were not looking to retire and cash out. We were not ready to sell, but to change the profile of our entrepreneurial activity.”

The Bulgari family had been approached over the years by the majority of major luxury companies about a possible combination. They turned them all down. Not because the prices were wrong. Because the buyers were wrong.

Other buyers wanted full control. They were, in Trapani’s words, afraid of losing control, especially Italians who are jealous of their companies. They approached the Bulgari family as sellers of an asset. They got negotiations that went nowhere.

Arnault approached them as partners in a next chapter.

The difference was not the price. It was the framing entirely. LVMH was not buying BVLGARI. LVMH and BVLGARI were joining forces to do together what neither could do as well alone. The Bulgari family would become the second largest family shareholders in LVMH, behind only the Arnaults themselves. Paolo and Nicola Bulgari would remain Chairman and Vice Chairman of the BVLGARI board. Trapani would lead the enlarged watches and jewellery division across the whole LVMH group. The family’s entrepreneurial identity would be preserved rather than absorbed.

That framing only works if you have spent years building the relationship that makes it credible. You cannot walk into a first meeting and tell a 127-year-old family that you respect their legacy and expect them to believe you. The relationship has to precede the claim.

Arnault does not negotiate trust. He builds it steadily over time before he ever needs it. By the time a deal conversation begins, the seller already knows who he is, how he operates, and what his businesses look like after five years inside LVMH. The negotiation is almost a formality at that point.

This is cultural diplomacy as much as it is business strategy. No hostile takeover. No auction. No process that forces the family into a position where they are choosing between competing bids and optimising for the highest number. Instead, a quiet relationship built over years that eventually finds its natural moment.

Arnault’s empathy in founder transitions is one of his most underappreciated skills. He understands that a founder selling a business they have spent decades building is not primarily thinking about the price. They are thinking about their employees, their customers, the community around their business, and whether the buyer will honour what they spent their life creating. The buyer who addresses those concerns directly, before the price conversation begins, consistently wins deals that the buyer focused only on valuation cannot reach.

The ETA parallel: In European ETA, the seller who is three years from retirement is worth knowing now. The business owner in Europe who has spent forty years building something will not respond to a cold approach with a criteria document and an acquisition process. He will respond to someone he has seen consistently, who has shown genuine interest in what he built, who has demonstrated over time that they think about ownership the way he does. The courtship is not a step in the process. It is the process.

4. The Deal Structure: Alignment Over Control

On 7 March 2011, LVMH announced the acquisition of BVLGARI in a deal valued at approximately €4.3 billion. The mechanics of how that deal was structured are worth examining in detail, because they reveal something important about how Arnault thinks.

LVMH acquired the Bulgari family’s 50.4% controlling stake through a share exchange. In return for the family’s entire stake in BVLGARI, they received 16.5 million LVMH shares, giving them approximately 3% of the world’s largest luxury group. This was not a cash buyout. The Bulgari family did not take their chips off the table and retire. They exchanged their ownership of one exceptional business for a meaningful stake in the broader empire it was joining.

The deal was financed approximately 55% with LVMH equity and 45% with cash. For the remaining minority shareholders who were not part of the family’s share swap, LVMH made a public tender offer at €12.25 per share. By October 2011, BVLGARI was delisted from the Milan Stock Exchange and LVMH owned 98% of the company.

The implications of that structure are significant on three levels.

First, it created genuine alignment. The Bulgari family were now LVMH shareholders. Their personal wealth was directly tied to the performance of the broader group, which depended partly on what BVLGARI became under LVMH management. They had every reason to make the integration work because they were not exiting. They were continuing in a different form, with far greater resources behind them.

Second, it solved the seller’s real problem rather than the buyer’s assumed one. The family had said explicitly they did not want to retire or cash out. A standard cash buyout would have handed them liquidity they did not need and removed them from the entrepreneurial world they had spent their lives in. The share swap gave them capital appreciation as LVMH grew, continued relevance inside one of the world’s most prestigious businesses, and seats on the LVMH board. It addressed what they actually needed.

Third, the price itself was significant. The offer of €12.25 per share represented a 61% premium over BVLGARI’s closing price the Friday before the announcement. Analysts at the time valued the deal at approximately 21 times EBITDA, well above typical M&A benchmarks. One analyst noted the price seemed hefty by general M&A guidelines. Arnault paid it anyway.

He paid it because he was not buying the trailing EBITDA. He was buying what BVLGARI could become with LVMH’s capital, retail network, and global distribution infrastructure behind it. The premium reflected the gap between what the business was worth in the hands of a family constrained by post-recession cash flow and what it was worth inside the world’s largest luxury group. That gap was real. The numbers proved it immediately.

In the year of acquisition alone, LVMH’s Watches and Jewellery division recorded a 98% increase in revenue and a 107% increase in profit. The division’s share of LVMH’s total gross revenue jumped from 4.85% in 2010 to 8.24% in 2011. Every euro of that growth was attributed to the consolidation of BVLGARI. The year after, the division continued to record a 46% revenue increase and a 26% profit increase, exceeding every other LVMH business group in growth rate. The 61% premium Arnault paid looked expensive on the day of the announcement. It looked rational within twelve months.

The Bulgari family subsequently became the second largest family shareholder in LVMH behind the Arnaults. The relationship that had begun as a negotiation became a genuine long-term alignment of interests.

The ETA parallel: Creative deal structures create alignment. A seller note is not a weakness in a deal. It is a way of keeping the seller financially invested in a successful transition. An earn-out bridges a valuation gap while giving the seller continued upside tied to performance. A rollover equity arrangement gives the former owner a reason to support the new buyer’s success rather than simply counting their cash and moving on. The best European deals are rarely clean cash transactions at full price. They are structures that answer the seller’s real question honestly: will I be better off after this than before?

5. Negotiation Dynamics: Calm Leverage Wins

One of the most remarkable facts about the BVLGARI deal is how quietly it was assembled.

There was no formal auction. No investment bank running a competitive sale process. No multiple rounds of bidding. The deal was concluded over a single weekend. The LVMH board approved it Sunday evening. The Bulgari board approved it simultaneously. The announcement came Monday morning. Years of relationship-building compressed into 48 hours of execution.

How does that happen?

Arnault’s leverage in every major negotiation comes from the same source. He is not the most aggressive buyer. He is the most patient one. He does not need any single deal. He has built a portfolio so strong and a reputation so consistent that sellers come to him — or when they are reluctant, they find him easier to say yes to than any alternative.

Trapani described the dynamic clearly. He had spoken with the majority of major luxury companies over the years about a possible combination. Most wanted full control. Most were unwilling to structure a deal that preserved the family’s entrepreneurial identity. LVMH was willing. That willingness, demonstrated through years of consistent behaviour rather than promised in a negotiation, is what made Arnault the obvious counterpart when the Bulgari family was finally ready to move.

This is soft power in M&A. Trust built over time rather than tactics deployed in the room. Reputation accumulated through how previous acquisitions were handled rather than promises made in this one. The families behind Dior, Givenchy, Céline, and Louis Vuitton had all experienced LVMH integration from the inside. Their experience was the most persuasive testimony Arnault could offer to any new seller.

Emotional discipline in a negotiation is the practical expression of this philosophy. The buyer who needs to close a specific deal will always pay more than the buyer who is genuinely willing to walk away. Arnault knew his financial position well enough to act with confidence when the moment arrived. LVMH’s debt-to-equity ratio at the time was just 16% and free cash flow exceeded €4 billion annually. He could move decisively because he had prepared deliberately.

He also moved at the right moment in BVLGARI’s history. The business was growing strongly but the family was at a natural inflection point in its generational transition. The succession question that faces every family business eventually was beginning to make itself felt. Arnault understood the timing. He was ready before the window opened.

The ETA parallel: Build a pipeline of relationships before you need them, not deals. A searcher who has been having genuine conversations with owners, advisors, and accountants for eighteen months will close deals that the searcher who starts outreach the day they are ready to buy will not reach. You cannot manufacture calm leverage in a negotiation. You can only build it in advance.

6. Five Lessons for Every Acquisition Entrepreneur

The BVLGARI acquisition is not just a good story about a famous deal. It is a manual for how to think about buying a business when you are playing a long game. The lessons apply at every deal size.

Build relationships before deals. Arnault did not approach the Bulgari family when he was ready to buy. He built a relationship with people he respected over years. When the moment came, the trust was already there. In European ETA, the seller who is three years from retirement is worth knowing today.

Buy excellence, not distress. The conventional search for underperforming assets with obvious operational fixes is one approach. The more durable approach is finding businesses that are genuinely excellent and asking what they could become with the right owner and the right resources behind them. Excellence is rarer and more defensible than operational improvement. It is also harder to find, which is why most buyers never look for it properly.

Structure alignment, not control. The equity swap that made the Bulgari family LVMH shareholders was not accidental. It was the structure that answered what they actually needed. Every deal has a structure that serves both parties better than the default cash transaction. Finding it requires understanding what the seller is actually afraid of losing, not just what the buyer wants to acquire.

Respect the legacy when buying founder-led firms. The businesses that come with the deepest succession opportunities in European ETA are founder-led. They carry the values, relationships, and culture of the person who built them. The buyer who treats that as an obstacle to be managed will destroy value the moment the founder leaves. The buyer who treats it as the core of what they are acquiring will compound it.

Think in decades, not exits. Arnault did not buy BVLGARI to sell it in five years. He bought it to build it into the global jewellery leader it has since become. Over the decade following the acquisition, LVMH’s Watches and Jewellery division tripled in size. By 2021 it accounted for 13.96% of LVMH’s €64 billion in total revenue, exceeding Wines and Spirits and Perfumes and Cosmetics, and sitting as the third largest business group in the empire. That long-term orientation shapes how Arnault approaches every part of a deal. For self-funded buyers in Europe, the same logic applies. The best SME acquisitions are not exit plays. They are compounding machines. The patience to wait for the right business, build the right relationship, and move decisively when the moment arrives is not a soft virtue. It is a financial strategy.

Coming Up in the Series

The deal is closed. The Bulgari family are still in the building. Paolo and Nicola remain Chairman and Vice Chairman. Trapani is now running LVMH’s entire watches and jewellery division.

Now comes the part most acquirers get wrong.

• How do you integrate a 127-year-old Italian family business into the world’s largest luxury group without destroying what made it worth acquiring in the first place?

• How do you give a newly acquired business enough autonomy to preserve its identity while ensuring it performs against the expectations that justified the premium?

• And what does Arnault’s answer to those questions teach a self-funded buyer handing over the keys to a 15-person business in the Netherlands or Belgium?

Part 2 of this series — BVLGARI: The Integration Playbook will appear in a coming issue of Buyout Diary. There will be other content in between, as always. But this thread will continue.

See you next Monday.
​
Alexander

This broadcast is different from the last two.

The first of this month was about ​what you told me you needed as a European searcher in 2026​. The last one was ​about the decision I made​ on the independent sponsor model and why I made it. Both were personal.

This one is not personal. It is an argument.

One I have been building since I started searching in Europe, one that comes up every time I speak with a searcher who is frustrated that their process is not producing results, and one I think every acquisition entrepreneur on this continent needs to hear before they spend another month applying frameworks that were not designed for this market.

So here it is. Four structural differences between European and US ETA. And what a European playbook actually looks like if you take those differences seriously.

This week:

• Why the SBA capital stack does not exist in Europe, and what country-level alternatives actually look like

• Why the succession data is being misread as a buyer’s market when it is really a trust market

• Why the search fund model does not fully translate, and what European infrastructure does exist

• What a European playbook looks like across capital, sourcing, positioning, and valuation

125,000.

That is the number of German businesses seeking a successor every single year. Not over a decade. Every year. And that is just Germany.

Add the Netherlands, where 210,000 to 250,000 businesses will need to transfer ownership in the coming years. Add France, where 700,000 companies will need new leadership in the next decade. Add Belgium, Spain, Italy, Austria, and the rest of Western Europe, and you are looking at one of the largest business transfer opportunities in modern economic history.

The opportunity in European ETA is not hype. It is demographic reality backed by data.

So why are so many European searchers struggling to close deals?

Part of the answer is experience. Searching is hard everywhere. But a larger part of the answer is something less obvious and more correctable: European searchers are using the wrong playbook.

Every week, someone in this community shares a US framework, a US deal structure, a US template. Stanford. HBS. The primers. The standard 80/10/10 capital stack. And then they try to apply it in Germany, the Netherlands, Belgium, or France. And it does not quite work.

Not because European searchers are doing it wrong. Because the playbook was written for a different market.

The US ETA ecosystem is extraordinary. Forty years of data, 681 tracked search funds, a 33.7% average IRR over time according to the ​Stanford 2024 Search Fund Study​. The infrastructure it produced is real and rigorous. But Europe is not a slower version of the US. It is a structurally different acquisition environment, and the differences matter in four specific ways.

This issue makes the case for each one. And ends with what the European playbook actually looks like.

Part 1. The Capital Problem Is Structural, Not Cyclical

The US self-funded search model is built on one piece of infrastructure that most European searchers have never had access to: the SBA 7(a) loan programme.

Here is how it works in the US. A typical self-funded acquisition uses what practitioners call the 80/10/10 structure. Eighty percent of the purchase price comes from an SBA-backed loan. Ten percent from a seller note. Ten percent from the buyer’s equity. The SBA network of over 2,000 lenders originated ​$33.9 billion in loans in 2023​, and the 7(a) programme can fund acquisitions up to $5 million at government-backed rates with terms designed specifically for business acquisition.

This is not a minor detail. It is the financial foundation that makes the entire US self-funded model viable at scale. A US searcher can acquire a $3 million EBITDA business with a relatively small personal equity contribution because the government backstops the debt. The leverage works because the instrument exists.

There is no equivalent in Europe. Not in the Netherlands, not in Germany, not in France, not anywhere across the continent.

Country-level alternatives exist and are underused:

In the Netherlands, the ​BMKB​ (Borgstelling MKB-kredieten) provides government guarantees of up to 90% for SME loans including acquisitions. In Germany, ​KfW​ offers low-interest lending programmes specifically for Mittelstand succession financing. In Belgium, ​PMV​ operates in Flanders and ​SOWALFIN​ covers Wallonia. In the UK, the ​Enterprise Finance Guarantee​ provides 80% government-backed coverage for SME acquisition loans.

These programmes are real. They are not perfect equivalents of the SBA, but they are significantly more accessible than most European searchers realise. The problem is that searchers arriving with US frameworks do not know to look for them, because nothing in the primers explains the European financing landscape.

The practical consequence of this capital gap is significant. European bank lending for SME acquisitions is more conservative than its US equivalent. Collateral requirements are higher. Covenants are tighter. Credit committees are slower. The culture of institutional leverage behind small business acquisitions simply does not exist here in the same form.

What does exist in Europe, and what most US-trained searchers underestimate, is seller financing. European sellers are frequently more open to staying involved financially in a transaction than searchers expect. A seller note or earn-out structure is not a sign of a weak deal in Europe. It is often the most natural and culturally aligned tool available, because it gives the seller a bridge rather than just a cheque, and it allows the buyer to close a deal without needing institutional debt to cover the entire gap.

In Europe, seller financing is a primary structure. Treat it as one.

Part 2. The Succession Opportunity Is Being Approached Wrong

The data on European SME succession is striking. Most searchers know the broad story. Fewer know the specific numbers that reveal where the real opportunity sits.

In Germany, 54% of SME owners are already 55 or older. Nearly 40% have passed 60. These are current figures from ​KfW Research’s 2024 analysis​, not projections. The consequence is that approximately 186,000 German companies will require succession within the next five years, according to ​IfM Bonn’s 2024 estimates​. Of the 9,600 companies currently engaged in active succession counselling through DIHK, only 4,000 have identified a concrete takeover candidate. That is a 58% gap between businesses that need a successor and businesses that have found one.

The direction of travel on family succession makes this more acute. In 2016, 41% of German SME transfers went to family members. By 2019 that had fallen to 34%. Today, 60 to 70% of German SME transfers go to external buyers: management teams, employees, other companies, or acquisition entrepreneurs.

The Netherlands shows nearly identical patterns. Between 210,000 and 250,000 Dutch businesses will need to transfer ownership in the coming years, according to ​CBS and MKB-Nederland’s 2024 analysis​. A ​2024 Nyenrode study​ found that more than 85,000 Dutch family businesses are currently in active transfer processes. And like Germany, 25 to 30% of Dutch SME owners have no designated successor at all.

France rounds out the picture. The ​Banque de France and BPCE research​ puts the number of French SMEs facing a generational transfer at over 700,000 in the next decade. The French market has particular characteristics worth noting: the transmission d’entreprise ecosystem is more institutionally developed than Germany or the Netherlands, with regional Chambres de Commerce actively facilitating introductions between retiring owners and external buyers. ​CRA (Cédants et Repreneurs d’Affaires)​ is the closest French equivalent to a structured SME transfer network and worth knowing if you are searching in France.

These numbers describe an enormous market. But they do not describe an easy market.

Here is the mistake most searchers make when they encounter this data. They read it as a buyer’s market. Low competition, motivated sellers, strong deal flow. And so they approach it the way a buyer’s market is approached in the US: with a clear acquisition criteria document, a structured outreach campaign, and a process designed to filter efficiently.

This approach fails in Europe because it misreads what the data is actually describing.

These 125,000 German business owners seeking successors every year are not sellers in the traditional sense. Most have never heard of ETA. Many have never been through a business transaction before. They are founding families who have spent 20 to 40 years building something, and they are thinking about what happens to their employees, their customers, their suppliers, and the community around their business when they are no longer there.

They are not looking for a buyer. They are looking for a steward.

A cold LOI sent to a Mittelstand owner who has never engaged with the M&A world will not land the way a similar approach lands in a US context where business brokers have pre-educated sellers on the acquisition process. The opportunity is real. The approach to it matters enormously.

A useful reference here: ​Transeo’s European SME Transfer Barometer​ publishes annual data on transfer volumes, seller motivations, and success rates by country. If you are building your search around succession demographics, this is worth reading before you write your first outreach letter.

Part 3. The Search Fund Model Itself Does Not Fully Translate

The IESE Business School tracks search fund activity outside the US and Canada in its biennial international study. The ​2024 edition​, covering data through December 2023, provides the clearest picture available of where European search funds actually stand.

Outside North America, IESE counts 320 search funds across 40 countries. 2023 was a record year internationally: 59 new funds formed and 31 acquisitions completed. Spain leads Europe with 67 search funds ever formed, followed by the UK with 35. Germany, Europe’s largest economy and home to the Mittelstand, has seen just 20 search funds since 2009.

The returns data shows an international ROI of 2.0x and IRR of 18.1%, compared to the Stanford 2024 US figures of 4.5x ROI and 35.1% IRR. This gap looks significant. But one number explains most of it: 62% of all international search fund acquisitions have happened since 2020. The exits have not matured yet. This is a young market, not a weak one.

What the IESE data does confirm is the structural differences that make the model harder to execute in Europe.

The LP community for European search funds is thin and fragmented. There is no equivalent of the concentrated US institutional investor base that has backed hundreds of funds over decades. European family offices and high net worth individuals understand the search fund model far less consistently than their US counterparts, and they are spread across 27 different regulatory and tax environments.

There are no standardised European search fund documents. In the US, Goodwin Procter’s template based on the Stanford framework has been used by hundreds of funds. In Europe, every fund is built from scratch because the legal structures differ by jurisdiction. US participating preferred stock does not translate directly to Dutch BV law, German GmbH structures, or Belgian SRL requirements. Each requires its own legal architecture to achieve the same economic outcomes.

The deal sourcing infrastructure gap is equally significant. The US has the Association for Corporate Growth with over 10,000 members and the International Business Brokers Association with 1,800+ brokers. Europe has ​Transeo Association​, the pan-European network for SME transfers operating in 20+ countries and covering the €500,000 to €25 million transaction range. National equivalents like ​BVMW​ in Germany and ​MKB-Nederland​ provide access to owner communities. But the infrastructure is thinner and less standardised.

Critically, many of the best European SME acquisition targets are not listed for sale anywhere. They will never appear on a broker’s platform. Finding them requires direct outreach to owners before they have entered a formal sale process, and building the kind of relationship that means you are the person they call when they are ready.

This is why direct outreach is not just a tactic in European ETA. It is the primary sourcing strategy.

A useful case study here: Integrated Search, a UK-based self-funded searcher community, has documented how the most successful UK acquisitions in recent years came through accountant referrals and direct owner outreach rather than broker listings. The pattern holds across Germany and the Netherlands too. Searchfunder’s European threads are worth reading if you want to see this firsthand from practitioners.

Part 4. The Cultural Problem Is The Hardest One To See

The capital gap is visible if you look for it. The succession data is quantifiable. The infrastructure differences can be mapped. But the fourth structural difference between US and European ETA is harder to see because it is not in any dataset.

It is the way European business owners think about their businesses, and what they actually want from a sale.

In the US, entrepreneurship is celebrated publicly and loudly. Selling your business and moving on is normalised, even admired. The concept of buying a business with leverage, placing a professional CEO to run it, and earning investor returns is well understood. Business schools teach it. Podcasts celebrate it. The language has a shared vocabulary that sellers recognise and respond to.

In continental Europe, particularly in Germany, the Netherlands, Belgium, Austria, and Switzerland, business ownership carries a different weight. The Mittelstand ethos is stewardship, not exit. Many founders who have spent decades building a business would be deeply uncomfortable sitting across the table from a buyer who leads with their investment thesis, their return expectations, and their exit timeline.

The US playbook is built on transparency about the model. In Europe, leading with the model before the relationship is a consistent and costly mistake.

This is not a minor cultural nuance. It is structural. The KfW data shows that even as family succession has declined, sellers still overwhelmingly prefer it as their first choice. Why? Because family succession carries the implicit promise of continuity. Of the business remaining what it has always been. Of employees being taken care of. The fact that family succession is becoming less feasible does not reduce the desire for what it represents.

External buyers who want to close European deals need to offer something that addresses this desire, not something that ignores it.

Words matter in this context. “Acquisition” sounds clinical. “Target” sounds transactional. “Deal flow” sounds like something from a different world entirely. Words like “continuity,” “stewardship,” and “succession” open more doors in European seller conversations because they speak to what the seller is actually thinking about.

The timeline matters too. In the US, a buyer can move from initial contact to LOI in weeks if the fit is right. In Europe, the relationship between a buyer and a potential seller often needs months before a transaction conversation can begin at all. This is not inefficiency. It is how trust is built in cultures where trust precedes transaction rather than emerging from it.

In Europe, accountants, notaries, and regional banks are the real gatekeepers of deal flow. These are the professionals who know which business owners are thinking about succession, who maintain multi-decade relationships with the families involved, and who can make an introduction that carries genuine credibility. A cold approach to a German Mittelstand owner through LinkedIn will rarely succeed. A warm introduction from a trusted regional accountant who has known that owner for twenty years is how deals begin here.

A relevant example: Roland Berger’s long-running research on German Mittelstand succession has consistently found that business owners rank trust and cultural fit above price as their primary selection criteria when choosing an external successor. The ​most recent edition of their Mittelstand study​ is worth reading if you are targeting Germany. The same pattern, slightly less documented but equally present, holds in the Netherlands and Belgium.

Part 5. What The European Playbook Actually Looks Like

The four structural differences above are not reasons to avoid European ETA. They are the map. Once you understand the terrain, you can navigate it.

On capital:

Before you start your search, map the financing landscape of your specific country. In the Netherlands, understand how the ​BMKB guarantee​ works and which banks actively use it for acquisition financing. In Germany, speak to someone who has used ​KfW succession programmes​ before you approach your first seller. In Belgium, understand which regional scheme applies to your geography. In the UK, know the ​Enterprise Finance Guarantee​ inside out.

More importantly: structure seller financing as a primary component of your deals from day one, not as a gap-fill when bank debt falls short. In Europe, a seller who keeps 15 to 20% through a seller note or structured earn-out is often a more aligned partner post-acquisition than one who takes full cash at closing and walks away.

On legal structure:

Before you structure your first deal, find a local M&A lawyer who has closed at least five SME acquisitions in your specific jurisdiction. This is not optional. Dutch BV law, German GmbH structures, Belgian SRL requirements, and UK limited company mechanics each require their own legal architecture to achieve the same economic outcomes you might assume are standard. US deal terms like participating preferred stock do not translate directly, and the cost of discovering this mid-negotiation is significant. One good transaction lawyer with a track record in your country will save you more than their fee on your first deal.

On deal sourcing:

Build relationships with ​Transeo Association​ member advisors in your target markets. This is your access point to the closest thing Europe has to a structured intermediary network for SME transfers. In Germany, engage with ​BVMW​chapters in your target region. In the Netherlands, work with ​MKB-Nederland​ networks and regional accountancy practices.

Do not wait for businesses to come to market. The best European SME acquisition targets will never appear on a broker platform. Direct outreach to owners who are approaching retirement age, in industries and geographies where you have genuine knowledge, is where the best deals start. This takes longer. It also produces less competition.

Think regionally before you think nationally. A searcher with deep knowledge of a single market will consistently outperform a searcher with surface-level coverage across five countries.

On positioning:

Build your reputation before you need it. The searcher who has been writing about ownership, showing up at local business events, and having honest conversations about succession for twelve months will close deals that the cold outreach searcher will not. European sellers do not buy acquisition models. They buy people they trust.

Do not lead with your criteria. Lead with curiosity about the business, its history, what the owner has built, and what they are trying to protect. Understand what the seller is afraid of losing before you begin talking about what you want to gain. The transaction conversation will come. The relationship has to come first.

On valuation:

European deal multiples are lower than US equivalents, and this is an advantage for buyers, not a weakness of the market. Southern European mid-market deals averaged 5.3x EBITDA in the first half of 2025, according to ​Dealsuite’s M&A Monitor​. In Spain, search fund targets typically trade at 4 to 6x EBITDA versus 6 to 8x or higher in the US. Lower entry multiples mean more room for value creation, more manageable debt service, and more realistic seller expectations.

The lower multiple environment is not a consolation prize for the absence of SBA financing. It is part of what makes European ETA genuinely compelling if you approach it with the right tools.

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The Summary

The US ETA ecosystem is not wrong. It is extraordinary. But it was built for a specific market, at a specific moment in time, with specific infrastructure that does not exist in Europe.

Copying it wholesale here is not a strategy. It is a shortcut that will cost you time, credibility, and deals.

The European opportunity is real. The succession gap across Germany and the Netherlands alone represents hundreds of thousands of businesses that need external buyers over the next decade. The demographics are not slowing down. The family succession pipeline is not recovering. The gap between businesses seeking successors and qualified buyers who understand what these sellers actually need is widening every year.

The searchers who will win in Europe over the next decade are not the ones who read the most US primers. They are the ones who understand their local financing landscape, who source deals through relationships rather than listings, who treat European sellers with the patience and respect their life’s work deserves, and who build reputations before they need them.

Europe does not need a translated American playbook.

It needs its own.

Hit reply and tell me: what is the biggest structural difference you have personally encountered between the US model and your own market?

See you next Monday. Alexander

In December I told you I had until 28 February to make my decision.

I kept it.

Most people set deadlines and quietly let them pass. I did not want to be one of those people. I made that commitment in public, in front of you, in this newsletter. And that matters to me more than it probably should. Because building in public is not just about sharing the wins. It is about honouring the commitments too. Even when nobody would notice if you quietly moved the goalposts.

So here it is. The decision. How I got there. And why I think it is the right one.

23 December 2025. Münster, Germany.

The day before Christmas Eve.

I was sitting across from a local M&A lawyer. Two hours, one table, a lot of coffee. Most people were already mentally on holiday. Shops were closing early. The streets had that particular quiet that only comes on the last working day before Christmas. I was in Münster for a meeting I had been looking forward to for weeks, and I was not expecting anything earth shattering from it. We were talking about ETA in Germany, in the Benelux, in Europe more broadly. The difference between private equity and search funds. Whether the distinctions even matter anymore in the European context.

Then he asked me something I was not ready for.

“You have the mindset of an acquisition entrepreneur but your skills are more like an investor. Why aren’t you raising a fund?”

I sat there quietly for a moment.

Not because it surprised me. More because it felt like permission. Permission to finally see myself clearly, without the story I had been telling about what I was supposed to be doing. I had been circling this thought for two months already. This man just named it out loud, calmly, on a quiet December afternoon while the rest of the world was wrapping presents.

What was I feeling in that moment? Honestly, relief. The kind of relief you feel when someone says out loud the thing you already knew but were not quite ready to say yourself. I drove home that evening and the decision, the real one, had already started forming.

Part 1. August 2025: I Was Betting on HoldCo

Let me take you back to where this started properly.

In August 2025 I published an article called The Three ETA Models Explained. It came directly out of my MBA research at the University of Greenwich, where I had been studying governance and post-acquisition integration in small business acquisitions. Real research. Interviews with acquisition entrepreneurs, investors, HoldCo founders. Not just reading the primers but actually talking to the people living these models.

My conclusion was clear: the HoldCo model was the right fit for my temperament and my goals.

Three reasons stood out. First, governance design. My MBA research was deeply focused on how principal-agent conflicts can be managed through incentives, trust, and organisational structure. The HoldCo model gave me the opportunity to apply those lessons directly, designing equity programmes for operators, building reporting rhythms that balance autonomy with accountability. Second, compounding. Where a traditional search or self-funded path often ends in a single company exit, a HoldCo compounds value across multiple businesses over time. That appealed to me fundamentally. Third, long term fit. I am less interested in a buy, grow, sell cycle and more interested in building something enduring. The HoldCo model is patient. It is resilient. It has room for creativity.

I already had a holding company structure set up from previous ventures. I believed in this conclusion. It was not a random choice.

And I still believe in it, by the way. The HoldCo is still the right model for me, long term. But at the time I wrote that article, something was missing from the picture. I could not quite name it yet.

The honest gap? Cash flow. In the beginning, before you have deals generating returns, before you have a track record, before investors are committed, the HoldCo is a structure waiting for capital. And the independent sponsor model, which I had not yet named as my opportunity, was sitting right there in the European market, underdeveloped and overlooked. Not because it does not work here. Because nobody was building it properly for this context.

If you want to read the full thinking behind this, I published the original article on LinkedIn in August 2025. It goes deeper into the governance and compounding case for each model. You can read it here: ​The Three ETA Models Explained — Which One I Am Betting On​

Part 2. September 2025: The Independent Sponsor Article

One month after the HoldCo piece, I published something called Independent Sponsors: ETA’s Best-Kept Secret.

I called it ETA’s best-kept secret because that is genuinely what it felt like. In the traditional ETA conversation, everyone talks about the same three models. Traditional search fund, self-funded search, HoldCo. But there is a fourth model sitting between private equity and acquisition entrepreneurship that rarely gets the spotlight. The independent sponsor.

Here is how it works. You do not raise a fund upfront. You invest your own time and energy in sourcing and structuring deals. When you find an attractive target, you bring it to investors, family offices, high net worth individuals, private equity firms, who then fund the acquisition. You earn carried interest, typically ten to twenty percent, though I want to be honest and say the equity piece in practice is often one to five percent. You stay involved in governance. You place the right operator to run the business day to day.

What pulled me toward this model was not just the capital efficiency. It was something more personal. I kept observing, in my research and in my conversations with searchers, that not everyone who does a search actually wants to be CEO for life. Some people are genuinely great at finding deals, structuring them, building relationships with sellers. But they are less interested in running daily operations indefinitely. The independent sponsor model gives those people a real path.

And in Europe specifically, I believe this model fits better than a traditional search fund. European deals are smaller. Institutional capital is scarcer. The market is fragmented. The independent sponsor model is built for exactly that environment. You can build a portfolio of pieces of SME businesses, learning from each one, without needing a single large capital raise upfront.

When I wrote that article I said I was considering applying the independent sponsor approach to select deals alongside my HoldCo. I was already moving toward a hybrid. I just had not committed to it fully yet.

The full article is on LinkedIn if you want to understand the model in more detail before reading the rest of this issue. It covers the mechanics, the carried interest structure, and why I think this is the most underrated path in European ETA right now: ​Independent Sponsors: ETA’s Best-Kept Secret​

Part 3. What 2025 Actually Taught Me

Let me be honest about what the year actually looked like from the inside.

I pivoted between industries more times than I would like to admit. Digital businesses. Accounting firms. Retail. Maritime. Agri-logistics. Craftsmanship. Local services. From the outside this probably looked like indecision. From the inside it felt like wandering without a map.

But here is what I have come to understand. I was not lost. I was researching. Searching for businesses that are AI resistant and recession resistant, businesses that serve fundamental human needs regardless of economic cycles. Each pivot taught me something about European deal structures, about what sellers actually want, about where the real gaps are between what buyers expect and what sellers are willing to do.

Something else happened in 2025 that I did not plan for. In the December newsletter I wrote about finishing my MBA. What I did not say clearly enough then was what that moment actually felt like. I started my academic journey almost two decades ago, always with the idea that one day I would complete a master’s degree. When I finally held that certificate in my hands, it mattered more than I expected. Not because of the title. Because it closed a long chapter and left something behind: not ambition, but clarity.

The MBA did not redirect me. It sharpened me.

What stayed with me from those two years was not finance or valuation or strategy frameworks, though those were useful. What stayed was a much deeper understanding of governance, delegation, and stewardship. Writing my thesis forced me to think beyond the moment of acquisition, past the excitement of closing, into what happens in the years that follow when the responsibility remains. Ownership is not an event. It is a condition. And that condition requires more than intelligence. It requires systems, people, and environments that support good judgement over long periods of time.

As I shared that research publicly, something unexpected happened. Conversations multiplied. People reached out, not because they wanted answers, but because they recognised the questions. Searchers in the Netherlands, Germany, Belgium, France, Spain. All circling the same uncertainties. All learning in isolation. That experience planted a seed I had not been expecting to plant.

The thing I did not plan was this: while I was searching for a business, I was actually building an ecosystem.

​ETA Amsterdam​ was not founded as a strategic move. It started as a response to absence. I was looking for people who cared deeply about long-term ownership, and when I could not find that space, I created it. Europe needs its own voice in the acquisition entrepreneurship movement. Copying the American search fund model was never going to work here. The market is different. The culture around ownership is different. The capital structures are different. What Europe needed was its own infrastructure, built from the inside.

The community grew faster than I expected. The conversations were richer than I hoped. And somewhere along the way I realised I was spending more energy building that ecosystem than I was closing deals.

That should have told me something. It eventually did.

There is a difference between hosting meetups and building an ecosystem. Meetups are events. Ecosystems are relationships. What I was building, quietly and without fully naming it, was the connective tissue that European ETA had been missing. A place where thinking continues between conferences. Where trust builds through repetition. Where learning compounds rather than resets every time someone new enters the room.

My wife has been part of this journey from the beginning. When I started talking to her about where all of this was heading, about the decision I needed to make, her answer was simple. Do what you think is right. Do what you actually like doing. That clarity, from the person who knows me best, mattered more than any strategic framework.

The December newsletter where I first wrote about the ecosystem shift, the MBA, and where I was heading is still available in full on Substack. If you are new to Buyout Diary or want to understand the context behind this issue, that is the right place to start: ​Building Something Bigger Than My Own Search​

Part 4. The Decision: What I Am Actually Building

People sometimes ask me why I write every Monday when I could be spending that time on deals.

The honest answer is that I like it. I like thinking through ideas in writing. I like sharing what I am learning about ETA with people who are asking the same questions I am. It does not feel like a marketing exercise to me. It feels like thinking out loud, in public, with people who care about the same things.

That is also, I think, the best way to understand the decision I made.

Here is what I am building.

The core deal-making model is independent sponsor. No upfront fund. No permanent capital needed from day one. I source the deal. I do the diligence. I raise capital deal by deal from family offices and high net worth individuals who want exposure to European SME acquisitions without the operational complexity. I place the right operator to run the business. I keep skin in the game through carried interest and equity. Everything goes into my holding company and compounds over time.

The portfolio logic is important to understand. The first investment does not have to be a million euro deal. Taking minority shares in a few deals makes me smarter and more credible faster. Each deal teaches me something the next deal benefits from. I am learning with real skin in the game without carrying the full operational weight of being CEO. This is not a backup plan. It is the actual plan. Start smaller, learn faster, build the portfolio gradually.

Why am I not a CEO and not a fund manager?

I do not want to run daily operations. I tried to imagine myself in that role, genuinely, and I know now it is not where I create my best work. I also do not want to raise a blind pool fund with LP obligations. That is just another job where you are earning money for other people. I want to do this my own way. I do not want to help already rich people get richer. I want people like us to become good acquisition entrepreneurs and investors. To have fun with this. To live it, not just execute it.

I am not building an empire. I am building a portfolio of good European businesses that deserve to continue, with operators who care about them, and a community that makes the whole thing possible.

The minority investment layer comes later. Once the first deals are closed and the track record exists, I want to take small equity positions in deals brought by other searchers in my community. Learning from each deal without leading it. That is how the portfolio gets smarter over time.

Part 5. This Is Not Five Things. It Is One Thing.

I want to address something directly because I know some of you are thinking it.

Is this too many things at once?

It is not five things. It is one thing with five expressions of it.

The one thing is: portfolio builder and ecosystem connector for European ETA.

Here is how each piece fits.

Buyout Diary is how I build trust and deal flow publicly, every Monday. Every issue tells the market who I am and what I am building. Investors read it before they ever meet me. It is my public track record in real time. It is also how I stay honest with myself. Without the discipline of writing this every week, I think I would drift. The writing keeps me grounded.

ETA Europe is the infrastructure. Most independent sponsors have to build their networks from scratch. I already have mine. You, this community, are the best thing I have found in ETA. I learn from you as much as I contribute. Sourcing engine, operator pipeline, investor network, all in one place. It is not a side project. It is the foundation that makes everything else possible.

Guest lecturing at universities is where I reach the next generation of searchers and, importantly, the investors and professors who back them. Universities are where capital and talent meet. Every lecture is a relationship I did not have before. And teaching the model I am living builds the kind of credibility that makes investors trust you before you ever pitch them a deal.

Independent sponsor deals are where the real learning happens. Each deal sharpens my eye, builds my network, grows my reputation. Everything goes into the holding company.

Minority investments in ETA deals come later, once the track record is there. Other searchers in my community close deals. I take a small position. I learn. I earn. The portfolio compounds quietly in the background.

Each piece feeds the others. Buyout Diary builds the audience. ETA Europe builds the network. Lecturing builds the credibility. Independent sponsor deals build the track record. Minority investments compound the portfolio. None of this works without the others. All of it works together. And all of it is European. Built for this market, not imported from another one.

The Honest Bit

Let me say the thing most people are probably thinking but nobody has asked yet.

Is this too many things at once?

No. Because it is the same thing. Everything I do circles around ETA. The newsletter, the community, the lecturing, the deals, the investments. It is all one ecosystem I am building, from different angles, at different speeds. The newsletter reaches people who have never heard of ETA. ETA Europe connects the people already in it. Lecturing reaches the institutions that fund it. The deals are where I learn by doing. The investments compound what I learn over time.

And I want to be honest about one other thing. I overestimated my desire to be a CEO. I said that in the December newsletter and it was true then and it is still true now. But I also want to add something I have not said clearly before: I overestimated my desire to be a fund manager too. Both of those paths felt like they required me to become something I am not. The independent sponsor model lets me be what I actually am. Someone who finds good deals, structures them well, connects the right people, and builds a portfolio that grows over time.

That is not a compromise. That is clarity.

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Back to the Lawyer

Let me go back to 23 December. Münster. The question he asked. The silence that followed.

Seven months ago, when I published the HoldCo article, I would have pushed back on what he said. I would have said I am an operator, not just an allocator. I would have defended the CEO path because I thought that was the acquisition entrepreneur’s path.

Now I think he was right.

I am not a CEO. I am not a fund manager. I am something in between, and that is exactly right for what I am building and for who I am building it with.

I do not have a deal closed yet. I do not have investors committed yet. What I have is a decision, a direction, and a community that makes both more possible than they would be without it. You are, genuinely, the most important project I am working on this year. Not as an audience. As a community of people doing the same hard thing I am doing, in the same underserved market, with the same stubborn belief that this works here.

The solo search with my wife continues. That is personal. That is skin in the game on a different and more intimate level.

Buyout Diary keeps publishing every Monday. ETA Europe launches next month. The lecturing starts. The portfolio gets built one deal at a time.

This is a building year.

Not a victory lap.

A foundation year.

And if you are also still figuring out your direction, what kind of acquisition entrepreneur you are, what model fits your temperament, what you actually want versus what you think you should want, I hope something in this issue helped. The decision matters. Whatever it is. Make it, commit to it publicly if you can, and then get to work.

See you next Monday.

Alexander

At the beginning of January, I sent out a survey to all of you. I was not entirely sure what I would get back. A handful of responses, maybe a few polite answers.

What came back was different.

Not just the volume, but the honesty. People shared where they actually are in their search. What is keeping them stuck. What they wish existed. A Dutch searcher stretched between a full time job and a part time search, feeling pulled in every direction. A German explorer who does not yet know what deal structure even makes sense before he starts. Someone watching European ETA from the Middle East, wondering if it will ever properly reach them.

What I heard was not a list of content requests. It was a picture of how hard this actually is, with almost no infrastructure built specifically for European searchers.

So first: thank you. Genuinely. You are the best audience I could ask for. People who are honest, who support each other, and from whom I continue to learn. I mean that.

Here is what you told me, and what I am doing about it.

Nobody Has Cracked the European Model Yet

The thing that came up most, and nobody had to prompt it, was this: the American playbook does not work here.

You see it everywhere. Stanford primers. Harvard Business School case studies. Search fund databases. All built for a US market with US deal sizes, US investors, and US broker driven processes.

But we are in Europe.

European deals are smaller. Typical targets sit at €1 to €3 million in revenue, 200k to 500k in EBITDA. Traditional successions are in this range. Investors are more conservative, sometimes outright sceptical of the model, though that is changing. We are a small but growing group of searchers, and the interest is spreading. Not just from Europeans, but from Americans living here and people from the Middle East watching our economies closely.

And then there is the seller conversation.

Yes, brokers are part of the process. Necessary and often helpful. But ultimately, you are sitting across from someone who built their business over 30 years. Someone who may never have heard the words acquisition entrepreneurship. Someone for whom this is not a transaction. It is a life’s work.

Cultural dynamics matter enormously. The way you approach a founder owned business in the Netherlands, in Germany, or in France is nothing like what any primer describes. The relationship has to come first. The trust has to be earned before the conversation about price even begins.

Let me be honest about my own experience here. About nine months ago I was deep into Codie Sanchez’s book, Main Street Millionaires. Great content. She has done more than almost anyone to bring acquisition entrepreneurship to a mainstream audience and I have real respect for that. But I tried to copy her approach directly. I was chasing seller financing deals, zero money down, the whole framework. And the doors were almost entirely closed.

What I learned was simple but important. You cannot just take the easy process from an American ETA guru and paste it onto the European market. The fundamentals are the same. The mechanics are completely different. Seller financing exists here, but not at 100 percent. The cultural dynamic around handing over a business is different. The seller needs to trust you as a person long before they will consider creative financing arrangements.

That is what is missing in European ETA content. Not more frameworks borrowed from across the Atlantic, but honest documentation of what actually works here. That is what I am trying to build.

People Want to Get Inside the Room

The second thing I heard clearly: people want to know what is actually being discussed at the highest levels of European ETA.

Not polished conference summaries. The real conversations. What are investors saying privately about the European market right now? What deal structures are actually working? What did the smartest people in the room at INSEAD, IESE, and RSM conclude about where this space is heading?

Most searchers cannot attend all three. Let me give you the honest numbers. The INSEAD ticket alone is €110. But by the time you add travel, hotel, and food, you are looking at around €800 to €900 per conference depending on where you are coming from. Multiply that across INSEAD, IESE, and RSM and you are somewhere between €2,500 and €2,700, plus three to six days away from your search. For a self funded searcher, that is a significant ask.

That gap is exactly what I built Conference Pass to fill.

I am attending all three conferences anyway, for my own Amsterdam search and to build ETA Europe. I take detailed notes. I sit in the breakout sessions. I have the hallway conversations that never make it into any official summary. Then I write it all up into an 20 to 35 page report and send it straight to you.

Here is what you get with Conference Pass:

The INSEAD ETA Conference Report in May covers session breakdowns, frameworks, and European deal structures. The IESE International Search Fund Conference Report in October covers investor trends, case studies, and valuation multiples. The RSM ETA Conference Report in November covers Benelux market intelligence and Netherlands opportunities specifically. And in December, a year end synthesis: a complete state of European ETA 2026 market analysis with trends and predictions for 2027.

Each report includes actual session insights, not just speaker bios. Real deal structures with numbers. What investors are looking for right now. What people are actually working on in those hallway conversations. And my own take on what matters versus what was noise.

If I attend additional conferences in 2026, LBS, SDA Bocconi, or others, Conference Pass subscribers get those reports as free bonuses as well.

Until 15 May, all four reports are available for €99. After the INSEAD report ships, the price goes to €149. The first 50 subscribers lock in €99 permanently.

I am offering you a free download of my report on the RSM ETA Conference 2025 to give you an idea of what the reports look like before you make your decision. Reply to this email, and I will send it to you. Read it and form your own opinion.

One more thing. This idea came from a conversation with one of mine newsletter readers. He planted the seed. If Conference Pass turns out to be useful to you, some of that credit belongs to him.

Get Conference Pass for €99, available until 15 May.👇🏻

Get it now!

The Personal Development Gap Nobody Talks About

This one surprised me the most.

Several of you are not just asking how to find and buy a business. You are asking how to become the kind of person who can actually run one.

How do you go from searcher mindset to operator mindset? How do you walk into a business on day one and earn the respect of people who knew the previous owner for fifteen years? How do you make decisions when suddenly twenty people depend on you getting it right, and you have never done it before?

I want to share a story from one of my Amsterdam meetups. Geza was in the room, and he had already closed his deal. He talked about what day one actually felt like. From the moment he arrived, he was the boss. There was no transition period, no grace period, no handover where someone else made the calls. The staff were looking at him. Waiting for decisions. Waiting to understand who this new person was and whether they could trust him.

The most challenging part, he said, was not the management. It was the learning. You jump into cold water. You have to understand the business you just bought, deeply and quickly, while simultaneously running it. The customers, the operations, the people, the processes. Everything at once.

But here is what stayed with me from that conversation. He liked his business. He liked his people. He was learning every day and genuinely enjoying it. The transition from searcher to operator is hard, but it is the kind of hard that feels worthwhile.

That story matters because it is honest. It does not make the post acquisition phase sound glamorous or easy. It makes it sound real.

I am not post acquisition yet. But I have thought about this deeply, and Geza’s experience is not unique. What the transition actually requires goes far beyond the deal mechanics. It requires a different relationship with uncertainty, with authority, with learning on the job in front of people who are watching closely.

Nobody in the European ETA space is writing about this seriously. I am going to start.

But first things first. Before you can think about becoming a great operator, you need to find your business. Do not let the post acquisition mindset become a distraction from the search itself.

The Structure Question Is Keeping People Stuck

Deal structure came up over and over, but not in a technical way.

Nobody was asking me to explain an LBO model. The ask was more like: I genuinely do not know how to think about this, and I cannot find a European specific answer anywhere.

And they are right. It is underdocumented. So let me give you a brief honest picture of what deal structure actually looks like for a European self funded buyer, and why it is more complex than anything you will read in an American primer.

The first thing to understand is that it will not be one clean financing structure. It will be a combination. Seller financing can be part of it, but you are unlikely to cover more than 15 to 20 percent of the deal that way in Europe. Sellers here are not accustomed to the concept the way American sellers are, and trust has to be built before anyone agrees to leave money in the deal.

Equity matters. If you want to bring in investors, you give them shares. If you want an operator to run daily operations while you focus on building the business, you give that person shares too. Aligning incentives through equity is one of the most powerful tools you have as a self funded buyer.

Earn outs are another option, particularly useful when there is a valuation gap between what the seller believes the business is worth and what the numbers actually support. They bridge that gap by tying part of the purchase price to future performance.

And then there are loans. Bank financing where available, but also worth exploring EU subsidies and local government schemes that many searchers do not even know exist. Depending on your country and sector, there may be meaningful support available.

The point is this: a real European self funded deal will likely involve equity, seller financing, an earn out component, and some form of loan or subsidy. Getting that combination right is one of the most important decisions you will make in the entire process.

That deserves a full dedicated issue. I am writing it.

If you are stuck on structure right now, stay subscribed. That issue is coming.

What I Am Building in Response

So here is what I heard, and here is what I am doing about it.

Conference Pass is the first output. Getting you inside the conference rooms that are shaping European ETA, without the travel budget or the time away from your search.

The content ahead is the second. A series called Big Deal, Small Lesson, starting soon, which looks at what the world’s greatest acquirers can teach someone buying a €2 million business in the Netherlands. A dedicated issue on thinking like the bank. The fund versus solo decision I am navigating in real time, written honestly as it unfolds.

And in late March, ETA Europe launches.

ETA Europe is an online community platform built specifically for acquisition entrepreneurs across Europe. Searchers, investors, and operators, connected through a digital platform and through local chapters in cities like Amsterdam, Rotterdam, and Brussels. Online 24 hours a day, seven days a week. Face to face monthly in your city.

Think of it as the European network that should have existed years ago. A place where you can ask a real question about a Dutch deal structure and get an answer from someone who has actually done it here. Where investors who understand the European market are accessible. Where the collective knowledge of everyone doing this across the continent is in one place rather than scattered across LinkedIn posts and private WhatsApp groups.

The infrastructure that European searchers do not have yet. That is what we are building.

This is not a features list. It is a commitment.

You answered the survey honestly. The least I can do is build honestly in return.

One Last Thing

I started Buyout Diary because I could not find what I needed as a European searcher.

I am still searching. That is not a weakness. It is what keeps the writing honest. If I had already closed my deal and moved on, I would be writing retrospectives. Instead I am writing from inside the process, with the same uncertainty, the same frustration, and the same stubborn belief that this works. That buying a good business in Europe, with your own capital and your own conviction, is one of the most worthwhile things a person can do.

The people who responded to that survey are doing something genuinely hard. Limited playbooks. Limited networks. Limited proof that it works here the way it works elsewhere.

That is exactly why this community needs to exist.

See you next Monday.

Alexander

P.S. Do you know anyone who is thinking of buying or selling a business in Europe or the UK?

Forward this email to them or direct them to alex.buyoutdiary.com/newsletter.

I’m taking four weeks off from Buyout Diary.

No newsletters until March 1st. No LinkedIn posts. Complete silence.

Not because I’m stepping back, but because I’m building something that requires my full attention. Something European searchers have needed for years. Something I desperately needed eighteen months ago when I started this journey.

But first, thank you. Thank you for reading, for replying, for sharing where you are in your search journey. The response to these newsletters has been overwhelming in the best possible way. People like Midas writing thoughtful responses about mistakes being part of the learning process. Others sharing their own challenges, asking questions, offering advice. In a world where everything feels mediated by AI, these human conversations matter more than ever.

What started as me documenting my own search has become something bigger. ETA Amsterdam has grown to 200 members. We’ve expanded to three chapters: Amsterdam, Rotterdam, and Brussels. The WhatsApp group has become genuinely active, with daily exchanges between searchers helping each other navigate challenges. I’ve realised this isn’t just content anymore. It’s infrastructure.

The Realisation

In December, I had a conversation with an M&A lawyer who asked me a simple question: “Why aren’t you raising a fund?” I’ve thought about that conversation constantly over the past month. The answer, I’ve realised, is that there’s something else I need to build first. Not a fund. Infrastructure.

When I started my search eighteen months ago, I needed specific things that simply didn’t exist in one place. I needed templates: LOIs, NDAs, valuation models, due diligence checklists. I needed investor contacts, not just names but actual information about who’s investing in European search, what they look for, how to reach them. I needed other searchers to learn from, not just quarterly meetups but ongoing conversations with people facing the same challenges at the same time. I needed service providers who actually understand acquisition entrepreneurship, not generic advisors who’ve never worked with a searcher before. I needed a real community, not scattered WhatsApp groups where knowledge disappears into message history.

The problem is simple: this infrastructure exists in the United States. Stanford, Booth, Search Fund Accelerator, Shareholders Ventures, Acquisition Lab. These institutions provide comprehensive support for American searchers. They exist because the search fund model has been refined there over decades.

This infrastructure doesn’t exist in Europe. We have excellent university programmes and many valuable local initiatives across the continent. People are organising round tables, hosting events, supporting each other in their cities. I appreciate everyone doing this work, genuinely. But we need infrastructure that connects the entire continent, not just individual countries or cities. We need something built specifically for European acquisition entrepreneurs who face regulatory complexity, language barriers, different business cultures, and longer deal timelines than their American counterparts.

So I’m building it.

What I’m Building: ETA Europe

ETA Europe is a membership platform for European acquisition entrepreneurs. Not another networking group or event series, but comprehensive infrastructure with everything a searcher actually needs.

Here’s what’s inside:

A member directory where you can find other searchers by city, stage, and sector. Not just names on a list, but actual profiles you can search and connect with. Find someone in Brussels who’s looking at manufacturing businesses. Connect with a searcher in Berlin who’s in due diligence. Learn from someone in Amsterdam who closed their deal six months ago. The directory makes the invisible visible.

Here’s what this looks like in practice: you’re evaluating a manufacturing business in Rotterdam. You open the member directory and find three other searchers who’ve already looked at manufacturing deals in the Netherlands. You message them. Within twenty-four hours, you have a call scheduled where they share their valuation models, warn you about specific legal issues with Dutch manufacturing acquisitions, and introduce you to an advisor who understands the sector. What would have taken you two weeks of cold outreach happens in one day. That’s the power of proper infrastructure.

A resource library with more than fifty templates, playbooks, and models. Everything I wish I had eighteen months ago: deal sourcing frameworks, valuation models, due diligence checklists, legal document templates, post-acquisition integration guides. These aren’t generic business templates. They’re built specifically for European acquisition entrepreneurship, accounting for our regulatory environment, our deal structures, our cultural context.

An investor database with more than one hundred European search fund investors and backers. Who they are, what they look for, what sectors they focus on, how to reach them. This took months to compile, reaching out to investors across the continent, understanding their criteria, building relationships. Information that took me weeks to find will be searchable in seconds.

A service provider directory with vetted advisors who understand acquisition entrepreneurship. Lawyers who’ve worked with searchers before. Accountants who understand search fund structures. M&A advisors who know European deal timelines. Banks that actually finance these acquisitions. No more wasting money on advisors who don’t understand what you’re trying to do.

An online community with searchable discussions, not scattered WhatsApp messages. Ask questions, share insights, learn from others who are six months ahead of you or six months behind. The community preserves knowledge rather than letting it disappear into chat history. You’ll be able to search for topics, follow threads, contribute your own learning.

Monthly virtual calls focused on specific topics with peer learning from other searchers. Not presentations, but actual discussions about deal sourcing challenges, due diligence questions, negotiation strategies, post-acquisition operations. Learning from people who are doing this work right now, in Europe, facing the same challenges you face.

And local on-site meetups across Europe. Not just Amsterdam, but Rotterdam, Brussels, and expanding to other cities throughout the year. Events stay free. This is about making sure people can connect in person, not just online.

Why does this matter? Because when I started my search eighteen months ago, I spent weeks finding basic information. I made mistakes because I didn’t know who to ask. I wasted money on advisors who didn’t understand search. I felt alone even though other searchers were going through exactly the same challenges at exactly the same time. ETA Europe solves this. Everything a European searcher needs, in one place, built specifically for our context.

Why I Need Four Weeks

I can’t build this properly whilst writing weekly newsletters and posting on LinkedIn. I need to focus entirely on getting this right. One hundred and twenty percent focus on building something that actually works.

Here’s what needs to happen over the next four weeks: building the member directory with seventy-five profiles already compiled and more being added daily. Finalising the resource library with templates being reviewed and refined. Completing the investor database with outreach and verification ongoing. Vetting service providers and confirming their willingness to work with the community. Setting up the community platform and testing everything to ensure it actually functions smoothly. This is detailed work that requires full attention.

The timeline is straightforward. I’m taking four weeks off from Buyout Diary. This is newsletter twenty-three. The next newsletter will be March 1st. No LinkedIn posts during this period. Fully focused on building ETA Europe. The platform launches early March, with the exact date to be confirmed based on when everything is genuinely ready.

What this means for you: no newsletters until March 1st, but you’ll be the first to know when ETA Europe launches if you join the waitlist. Founding member spots, limited to the first fifty people who join, will have special access and pricing reserved exclusively for waitlist members. After those fifty spots are filled, the platform opens to everyone at regular pricing. Founding members will be permanently certified as such on the platform, recognising that they believed in this vision early.

Join the Waitlist

Here’s what happens if you don’t join the waitlist:

• You’ll miss the founding member spots, which are limited to the first fifty people. You’ll pay regular pricing instead of founding member pricing when the platform launches. You’ll wait for the general launch instead of getting early access to the directory, resources, and investor database. You’ll miss the chance to shape what gets built by suggesting specific resources you need. And you won’t receive the progress updates over the next four weeks showing the platform taking shape.

Here’s what happens if you do join:

• You’ll be the first to know when doors open. Founding member spots, those first fifty positions, are reserved exclusively for waitlist members. You’ll get early access before the general launch, meaning you can start using the directory, the resources, the investor database immediately rather than waiting. And you’ll help shape what gets built by suggesting resources you specifically want to see in the library, advisors you’d like vetted for the directory, topics you want covered in the monthly calls.

When you join the waitlist, you’ll fill out a simple form asking for your email, your name, and where you are in your journey. Then you’ll receive progress updates as things are being built. Week two updates showing which templates have been added. Week three updates sharing how many investors are now in the database. You’ll see the platform taking shape. You’ll be first to access when it launches in early March. And you’ll know that the events in Amsterdam, Rotterdam, and Brussels will always stay free, because ETA Europe is for people who want more comprehensive support, not a replacement for in-person community.

👉 ​Join the waitlist here​

This Is What I Needed

This is deeply personal for me. When I started searching eighteen months ago, this is exactly what I needed. I spent weeks finding templates, searching through forums, asking people who barely knew me for introductions to investors. I wasted time with advisors who didn’t understand search fund structures, who treated my acquisition like a standard business transaction. I felt isolated even though I logically knew other searchers existed somewhere in Europe. I made mistakes that could have been avoided if I’d had access to someone who had already faced the same challenges three months earlier.

Now this infrastructure will exist. For the searcher starting their journey today. For the MBA student exploring whether acquisition entrepreneurship makes sense for them. For the operator thinking about acquiring the business they currently run. For the investor looking for European deal flow and wondering where to find serious searchers. For the seller who wants to understand what this model actually means and whether it’s right for their business.

This is infrastructure Europe genuinely needs. Not just another community or another networking group, but actual tools that solve actual problems. Actual resources that save weeks of searching. Actual connections to people who understand what you’re building.

See You March 1st

Thank you for following this journey. Thank you for the replies, the questions, the support. I’m not disappearing. I’m building. I’ll share progress updates with waitlist members as things develop over the next four weeks. Back on March 1st with Buyout Diary, but hopefully by then you’ll already be inside ETA Europe, using the directory, downloading templates, connecting with other searchers, booking your seat at the next monthly call.

👉 ​Join the waitlist​

See you March 1st. Let’s build European acquisition infrastructure together.

Alexander

Thank you for engaging with the mistakes series. Parts 1 and 2 resonated more than I expected, and your responses taught me something important: I’m not alone in making these mistakes. Many of you also started searching without a clear plan, underestimated European timelines, or treated community building as separate from deal-making. That’s comforting in a way, knowing we’re all learning the same hard lessons.

But it’s also revealing. If so many of us are making the same mistakes, we need better infrastructure in Europe. We need local knowledge, shared resources, and a community that understands our specific challenges rather than defaulting to American models that don’t quite fit our markets.

Several of you replied asking: what’s next for you? What are you actually building in 2026? Let me show you what’s already in motion.

My Search: Where I Am Now

I’m still searching, and my criteria remain focused on AI-resistant and recession-resistant businesses: craftsmanship, local services, and I’ve recently added healthcare and agribusiness to my scope. Healthcare especially interests me because regardless of economic cycles, people need medical care when they’re ill. It’s fundamental, resilient, and serves a genuine human need.

My wife and I are actively looking for opportunities in our local area, something we can build and run together. But I’ll be honest: the year just started, people are returning from holiday, and things are still ramping up. We’ll see what develops over the coming months. What I’ve learned from 2025 is that even this year I might not purchase a business, and that’s acceptable. The work I’m doing on the community side has value too.

In fact, I had a conversation today with a Dutch acquirer who closed a deal in December, a manufacturing business acquired through a traditional search fund. His search took twenty months from start to close. Twenty months. This reinforces what I wrote about in Mistake #7: European deals take time. The relationships, the trust-building, the careful due diligence, all of it requires patience. Understanding this changes how you approach the entire process.

The Bigger Vision: ETA Amsterdam Becomes ETA Benelux

ETA Amsterdam has been more successful than I anticipated. We’re approaching 200 members, and on 2nd February we’ll host our fifth event. But Amsterdam is just one city, the largest in the Benelux region but still only one city. The opportunity is much bigger.

The Benelux region includes the Netherlands, Belgium, and Luxembourg, three countries with thousands of SMEs searching for successors, strong business cultures, and geographic proximity that makes cross-border collaboration natural. Benelux makes sense as a unit because we share an EU regulatory framework, we have Brussels as the capital of Europe creating unique opportunities, and we’re dealing with similar acquisition challenges across different languages and business cultures.

What does Benelux mean in practice? Three countries, multiple languages including Dutch, French, German, and English as the common thread. Different business cultures but geographically close enough to meet, collaborate, and share deal flow. Natural cross-border cooperation opportunities that don’t exist if we stay siloed in our individual cities.

The problem I’m solving is this: European acquisition entrepreneurship is too US-centric. We need local knowledge, local networks, and local deal flow. Benelux searchers face similar challenges but lack infrastructure. Germany has the Mittelstand tradition, the Netherlands has strong SMB culture, Belgium has family businesses with deep roots. These are distinct European approaches to business ownership and succession. We can’t just import American search fund models and expect them to work seamlessly here.

My role isn’t just organizing events. I’m building infrastructure for the region. Creating connections between searchers, investors, and operators. Facilitating deal flow through trusted networks. Making acquisition entrepreneurship more accessible across Europe, not just for people in capital cities or those who can afford expensive American conferences.

What This Looks Like: Q1 2026 Plans

Several things are already in progress for the first quarter of 2026.

The 2nd February meetup will be our first official event under the ETA Benelux banner, though it’s still hosted in Amsterdam. We’re partnering with ​Newton Campos​, and ​Eric Roelofsen​ from Search Right Capital Partners is providing their facility which has an excellent bar and office space for networking. The format will include an introduction and interactive session with Newton, followed by a discussion panel between investors and first-time acquirers. We have 13 of 25 seats filled, so there’s still space if you’re in the Netherlands, Belgium, Germany, or willing to travel to Amsterdam for an evening of genuine conversation about European acquisition challenges.

I’ve also created a WhatsApp group for daily connection. At the moment it’s called ETA Amsterdam but it’s expanding to ETA Benelux. Why WhatsApp? Because it’s European-friendly, immediate, and informal. Everyone uses it, which removes friction. The group is already active with mostly Dutch and German members discussing deal flow, sharing opportunities, and helping each other navigate challenges. We exchange ideas, ask questions, and support each other’s searches. Everyone interested in acquisition entrepreneurship is welcome: MBA students, researchers, operators, investors, brokers, service providers, even sellers who want to understand how searchers think. The WhatsApp group complements the meetups by providing daily connection rather than waiting for quarterly events.

Beyond the 2nd February event, I’m planning more meetups throughout 2026, not just in Amsterdam but also in Brussels, perhaps Antwerp or Rotterdam. The goal isn’t five events per month, that would be unsustainable, but spreading meetups across the region so people can attend without always travelling to Amsterdam. I’m also building a resources page for the community, a central location where searchers can find frameworks, templates, contacts, and knowledge specific to European markets.

I’m actively seeking partnerships and collaborations. If you’re working on something complementary or you see opportunities to collaborate, let me know. This infrastructure works better when we’re building it together rather than in isolation.

I Still Need Your Help

Thirteen of you have taken the survey. Thank you for that, genuinely. But I need more responses before I can share meaningful insights. My goal is fifty-plus responses so I can identify real patterns rather than making conclusions from a small sample. I know you’re coming back from holiday, returning to jobs and business responsibilities, but please take five minutes to complete the survey if you haven’t already. And if you have completed it, share it with friends or colleagues who might benefit from better European acquisition content.

I want to offer you the best content and the most valuable resources possible, but I can only do that if I understand what you actually need. Not what I assume you need, but what you’re genuinely struggling with, what topics would help you most, what’s missing from existing resources. Once I reach fifty responses I’ll share the insights in next week’s newsletter, showing you what the community is telling me and how it’s shaping what I create in 2026.

👉 ​Take the survey here​

Three Ways to Join What We’re Building

This isn’t my project anymore. ETA Benelux only works if we build it together, if people show up and contribute and share what they’re learning. Here are three ways to be part of this:

First, join the WhatsApp group. It’s the easiest way to stay connected daily, ask questions, share opportunities, and be part of the conversation. We’re a mix of searchers at different stages, operators thinking about their next move, investors looking for deal flow, and service providers who work with acquisition entrepreneurs. The diversity makes the conversations richer. 👉 ​Join here​

Second, come to the meetup on 2nd February in Amsterdam. We have 13 of 25 seats filled, and I’d love to meet you in person. These conversations are different from online exchanges. You build trust, you understand people’s motivations, you create relationships that lead to deal flow and collaboration. If you’re in the Netherlands, Belgium, or Germany, this is worth the trip. 👉 ​Register here​

Third, take the survey and help shape what I create in 2026. Your voice matters. Your challenges inform the content I write, the events I organize, the resources I build. Five minutes of your time helps everyone in this community. 👉 ​Take the survey here​

Building European Infrastructure Together

European acquisition entrepreneurship needs local champions, people who understand our markets, our cultures, our regulatory environments, and our approach to business succession. We can’t just copy American models and hope they work. We need to build our own infrastructure, share our own knowledge, and support each other’s searches.

That’s what ETA Benelux is about. Not just events and WhatsApp groups, though those are valuable, but creating real infrastructure that makes acquisition entrepreneurship more accessible across Europe. This only works if we build it together. I’m creating the structure, but you bring the community, the knowledge, the deal flow, and the relationships that make it meaningful.

If you’re working on acquisition entrepreneurship in Europe, if you believe in building businesses rather than flipping them, if you care about succession and continuity rather than extraction, you’re part of this. Join the WhatsApp group, come to the meetup, take the survey, or just reply to this email and tell me what you’re working on. I read every response and I learn from your experiences just as you’re learning from mine.

Until next Monday,

Alexander

Last week I shared the four strategic and planning mistakes I made in 2025, the foundational errors that cost me clarity before I even started seriously looking at deals. This week I’m sharing the three execution mistakes that cost me the most time and momentum once I was actually in the market.

These execution mistakes are harder to spot because they don’t feel like mistakes when you’re making them. They feel like work, like progress, like you’re doing what you’re supposed to be doing. It’s only months later, when you look back and realise how much more effective you could have been, that you see them clearly.

Mistake #5: Not Building a Network Before Searching for Deals

This was a costly mistake, and it’s one I see constantly among European searchers. I started looking at deals before I had relationships in place. I didn’t have an accountant I trusted, I didn’t have a tax advisor who understood acquisition structures, I didn’t have brokers who knew what I was looking for, and I hadn’t connected with other searchers who could share their experiences. This was not smart.

Here’s the reality: deals come through relationships, not through brokers alone. If you’re spending your time cold calling and cold emailing, you’re building from scratch every single time. You need warm connections, trusted relationships, people who understand what you’re trying to do and can help you get there. The best deals never make it to the open market because they’re handled through relationships before they’re ever formally listed.

What happened to me? I spent time on cold outreach instead of building genuine connections. I sent emails to brokers who didn’t know me and had no reason to prioritise my inquiries over the dozens of others they received. I looked at publicly listed opportunities where I was competing against everyone else rather than getting early access to off-market deals. I wasted weeks chasing opportunities that were never going to work because I didn’t have the relationship capital to get real information before investing time in due diligence.

The transformation came when I started building ETA Amsterdam. Suddenly deal flow became easier. People knew what I was looking for, they understood my criteria, and they started bringing opportunities to me rather than me always having to chase them. Brokers who attended our events remembered me when interesting businesses came across their desk. Other searchers shared opportunities that didn’t fit them but might fit me. Sellers who heard about ETA Amsterdam wanted to talk to me because they saw I was building something larger than just my own search, something that cared about continuity and community.

What should European searchers do? Spend your first three to six months building relationships before you seriously start looking at deals. This isn’t wasted time, it’s foundational work that makes everything else more effective. Meet other searchers, connect with brokers and intermediaries, find accountants and lawyers who understand SMB acquisitions, build relationships with investors who can advise you even if they’re not funding your search.

Here’s exactly how I built my network, and this is the tactical framework you can use: I sent ten coffee invitations every week for twelve weeks. That’s one hundred and twenty invitations total. Sixty percent responded, forty percent actually met with me, and three became close advisors who I still speak with regularly. The math works if you’re consistent about it.

The people you need in your network:

• Accountants who understand business acquisitions and can help you structure deals properly

• Tax advisors who know the structures and can optimise for your situation

• Brokers and intermediaries who have deal flow in your target industries and regions

• Other searchers who can share experiences, lessons, and opportunities that don’t fit them

• Operators who might become CEOs in your portfolio if you go the fund route

• Investors who understand the European market and can provide strategic advice

This network becomes your competitive advantage. Build it early, build it deliberately, and maintain it consistently. Every coffee meeting, every event you attend, every email you send to someone in your target ecosystem is an investment that compounds over time.

Mistake #6: Treating Community Building as Separate from Deal-Making

I felt guilty about the time I spent on ETA Amsterdam. It felt like a distraction from the “real work” of finding and closing deals. I thought I should be spending every hour sourcing businesses, calling brokers, running financial models, doing the hard analytical work that would lead to an acquisition. The community work felt like something I was doing on the side, almost as a hobby, something that was nice but not essential to my core mission.

This was completely wrong thinking, and it cost me months of momentum. Community is deal-making infrastructure. The ecosystem you build is not separate from acquisition work, it is acquisition work. What happened when I finally understood this? The more I built the community, the more opportunities appeared. People started bringing deals to me instead of me always having to hunt for them. Sellers wanted to talk to me because they knew I was building something larger than just my own search, something that cared about continuity and preservation rather than extraction and flipping.

Other searchers shared opportunities that didn’t fit them but might fit me, creating a collaborative deal flow that wouldn’t have existed otherwise. Investors reached out because they saw I was building real infrastructure and wanted to be part of it. Service providers like lawyers and accountants offered to help because they saw the ecosystem as valuable to their own practices. The community created gravitational pull that made everything else easier.

The transformation was realising that ecosystem building and acquisition aren’t separate activities. They’re the same work viewed from different angles. When you build community, you’re building trust, visibility, relationships, and deal flow. You’re creating the infrastructure that makes acquisitions possible, especially in Europe where relationships matter more than in transaction-driven markets like the United States.

Here’s what most people miss: building community isn’t about hosting events or creating formal structures, though those can help. It’s about genuinely caring about the success of others in your ecosystem, sharing what you learn, connecting people who should know each other, and being consistently present and helpful. It’s about giving value before you extract value, building trust through reliability and authenticity, and creating a reputation that precedes you.

What should European searchers do? Build your own ecosystem from day one. You don’t have to organise events or create something as formal as ETA Amsterdam, but you need your own circle of experts, your own network of people you can trust, your own community that gives you support and brings you opportunities. This isn’t separate from searching for businesses, it’s how you search for businesses effectively in Europe where trust and relationships are the foundation of everything.

Start small. Host a monthly dinner for other searchers in your city. Create a WhatsApp group for people in your target industry. Share what you’re learning publicly through a newsletter or LinkedIn posts. Connect two people who should know each other. Give feedback on someone’s investment thesis. Share an opportunity that doesn’t fit you but might fit someone else. These small acts compound into an ecosystem that serves everyone, including you.

Mistake #7: Underestimating How Long European Deals Actually Take

I came into this with American timelines in my head: six to twelve months from search to close. This is what the search fund model teaches, and it’s what many American acquisition entrepreneurs experience. But European deals don’t work like this, and expecting American timelines led to frustration, disappointment, and poor decisions when I tried to force speed that wasn’t appropriate for the market.

Why are European deals different? They’re relationship-based, which means you need to build trust with sellers over time. You can’t rush trust. The due diligence process is slower, more thorough, more careful, with multiple advisors often involved and every detail examined. There are different cultural approaches in every country, different languages creating barriers even when everyone speaks English, different ways of doing business that you need to understand and respect. The process simply takes longer, and if you’re not fluent in the language of the country where you’re acquiring, it takes even longer because everything needs to be translated, explained, and verified.

What happened to me? Frustration when deals took longer than expected. I thought something was wrong with me or my approach when actually this was just the reality of European deal-making. I pushed for speed when I should have been building trust. I tried to compress timelines when I should have been deepening relationships. I interpreted slow progress as lack of interest when actually it was normal, healthy caution from sellers who wanted to make sure they were choosing the right buyer.

The transformation came when I accepted that slower is normal in Europe, and that this slowness is actually a feature rather than a bug. Why is slower better? Because European sellers care about continuity more than speed. Yes, in the end everything involves money and price, but the business is often like a family member to them. They’ve built it over decades, they care about their employees, they worry about their customers, they want to know the buyer will take care of what they’ve created. This takes time, and rushing it destroys trust rather than building it.

Sellers who take time to build relationships with you are more likely to close because they’ve convinced themselves you’re the right buyer, not just a buyer. They’re more likely to structure deals favourably because they trust you to do right by the business. They’re more likely to support you after the transaction because the relationship matters to them. Slow deal-making often leads to better outcomes, more seller financing, better terms, and smoother transitions.

What should European searchers do? Plan for eighteen to twenty-four months from serious search to close, not six to twelve months. Adjust your expectations, your runway, your timeline, and your mental model of what success looks like. Build this into your planning from the start so you don’t run out of money or patience halfway through. The European advantage is that sellers who take time to build relationships with you are dramatically more likely to close with you and support you afterwards.

Here’s the tactical reality: your first meeting with a seller is almost never about the deal. It’s about building trust and understanding each other. Your second meeting is about demonstrating you understand their business and care about what they care about. Your third meeting is when you start actually discussing terms, and even then it’s exploratory. By the fourth or fifth meeting you’re into serious negotiations, and by the sixth or seventh you’re hopefully moving towards closing. This takes months, not weeks, and you need to have the patience and runway to let it unfold naturally.

The Resource You Asked For

Several of you have replied to previous newsletters asking for help with writing your investment thesis. After making Mistake #1 myself and realising how much time I wasted without clear criteria, I created a workbook that walks you through the process of defining what you’re actually looking for.

The workbook helps you articulate your selection criteria, think through AI resistance and recession resistance, define your geographic focus, identify your target industries, and create a framework for filtering opportunities quickly. It’s the resource I wish I’d had at the start of my search.

👉 ​Download the Investment Thesis Workbook​

Use it, adapt it, make it your own. The goal isn’t to create a perfect thesis that never changes, it’s to create enough clarity to start and the discipline to refine as you learn.

Closing

Thank you for reading Buyout Diary. We’ve now covered all seven mistakes I made in 2025: the four strategic and planning mistakes from last week, and the three execution mistakes from this week. If there’s an eighth mistake, it’s probably not learning from others and trying to figure everything out yourself. Don’t make that mistake.

Keep building, not flipping. Keep focusing on succession, not extraction. And most importantly, keep learning from those who’ve gone before you.

Reply to this email and tell me which of these three execution mistakes resonated most with you.

• Are you making any of them right now?

• What have you learned from your own mistakes that others should know about?

I read every reply and I learn from your experiences just as you’re learning from mine.

See you next Monday.

Until next Monday,

Alexander