Walker Deibel & Chelsea Wood – Buy Then Build Masterclass



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Walker Deibel & Chelsea Wood – Buy Then Build Masterclass


Master Acquisition Entrepreneurship & build profitable businesses with less stress, less risk than the start-up game!

Take the Fast Track to Business Ownership: as an Acquisition Entrepreneur
Let me guess – you’re here because you want to own your own business. Maybe you’ve tried the start-up approach. Maybe you didn’t even get that far because you couldn’t come up with the
“Next Big Idea.”

The Buy Then Build model will teach you how to approach ownership in the smartest possible way

This is the same strategy I’ve used to acquire 7 businesses and 10x my income – all in the same amount of time it took my first startup to start, grow, and die.

I created this Masterclass to help aspiring Acquisition Entrepreneurs execute the Buy Then Build approach. Consider this the next step in your journey.

We created this Masterclass to support…

Your First Venture
Learn how to acquire a business with all the infrastructure already rocking so YOU can jump into the fun stuff and start scaling.

Experienced Entrepreneurs
Use your existing resources & skillsets to generate exponential business growth on repeat.

Business Moguls
Make moves to acquire entire channels of distribution, expand your product lines, and absorb whole databases of customers.

Here’s everything we’ll cover…

Module 1: Introduction to Acquisition Entrepreneurship
In this module, you will learn the foundations of acquisition entrepreneurship (AE) as a strategy.

Lessons include:

  • AE Framework from an Entrepreneur Perspective
  • The Two Different Journeys for an Entrepreneur
  • Guest Speaker: The Power of Trying Crazy Things to Fix Perfect Problems with Jim McKelvey
  • Bonus Content: The 5 Myths of Entrepreneurship
  • Benefits of AE as an Entrepreneur
  • Guest Speaker: The Story of a Textbook Acquisition Entrepreneur, Dan Peskorse
  • AE Framework from an Investor Perspective
  • Gazelles vs. Venture Capital
  • Bonus Content: Alternative Retirement Strategies
  • Return on Investment
  • Upside Potential
  • Margin of Safety
  • Supplemental Reading: Upside Potential Walk Through
  • Accelerated Route to Value Creation
  • Bonus Lecture: The 4 Pathways of Entrepreneurship Through Acquisition
  • Knowledge Check

Module 2: Getting Started With Acquisition Entrepreneurship
In this module, you’ll take the most important primary step filled with self-reflection that most buyers don’t take – determining who you are as a buyer.

Lessons include:

  • The Most Important Thing
  • Personal Impact
  • Attitude
  • Bonus Content: Will you actually buy? The secret sauce to execution
  • Skill Builder: Understanding Growth Mindset
  • Aptitude
  • Bonus Content: Leveraging Career Capital
  • Skill Builder: The Power of Your Story
  • Supplemental Reading: PERMA Model
  • Expert Interview: What Makes a Successful Acquisition Entreprenuer, Dr. David Weller
  • Skill Builder: Personal Strengths and Weaknesses
  • Action
  • Bonus Content: Determining Your Search Strategy
  • Supplemental Reading: Level of Individual Involvement
  • Skill Builder: Determining the most appropriate level of involvement
  • Skill Builder: Entrepreneurial Self-Assessment Survey
  • Skill Builder: Personal Goals
  • Skill Builder: Three A’s

Module 3: Profiling Your Perfect Company
In this module, you’ll gain clarity to your search as it relates to developing a unique target statement specific to your personal buyer brand.

Lessons include:

  • Bonus Content: Glimpse Into the Acquisition Lab – The Good, Bad, and Ugly of Buying a Business
  • Profiling Your Business: Eternally Profitable, Turnaround, Platform, & High Growth
  • Skill Practice: Identifying Opportunity Profiles
  • Resource: AE Matrix Reference Guide
  • Bonus Content: The Biggest Mistake I Made While Acquiring $16.5mm in revenue
  • Defining the Size of Your Business
  • Bonus Content: How Post-Close Liquidity Determines How Much You can Afford
  • Resource: What Can You Afford Calculator
  • Resource: Deal Size Reference Guide
  • Defining the Right Amount of Leverage
  • Skill Practice: Determining Net Worth
  • Defining Industry Type
  • Supplemental Reading: Evaluating B2B vs. B2C/DTC
  • Supplemental Reading: Industry Overviews
  • Formulating Your Target Statement
  • Skill Practice: Industry Reaction Worksheet
  • Skill Builder: Target Statement Worksheet

Module 4: The Search
In this module, you’ll learn the various approaches to use to identify deals and build a transaction team.

Lessons include:

  • Bonus Content: Glimpse into the Acquisition Lab – How to Compete as a First Time Buyer
    Get Upstream
  • Broker Outreach
  • Bonus Content: Two Biggest Mistakes From Worst Buyer Ever
  • Supplemental Reading: Tips for Nailing Broker Outreach
  • Meeting with Brokers
  • Every Business is for Sale
  • Supplemental Reading: Managing Emotions to Reinforce Your Brand
  • Skill Practice: Understanding Seller Motivations
  • Guest Speaker: Leaving the Search Fund Model and Buying on Her Own, Monica Weaver
    Banker Outreach
  • Debt Vehicles
  • Bonus Content: Is a personal guarantee required?
  • Supplemental Reading: Financing a Deal
  • Expert Interview: Undertanding SBA Financing with Stephen Speer
  • Supplemental Reading: Insight into the SBA Financing Process
  • Partners, CPAs, & Lawyers
  • Bonus Content: The Difference Your Team Makes on Your Acquisition
  • Guest Speaker: How Ryan Begelman Built and Sold a $50mm Company
  • Resource: SBA Personal Financial Statement

Module 5: Evaluation and Analysis
In this module, you’ll learn the frameworks to use to evaluate a business and begin analyzing it’s performance.

Lessons include:

  • Offering Memorandums & Accounting Methods
  • Skill Practice: Evaluating Accrual vs. Cash Accounting
  • Balance Sheets
  • Income Statements
  • Cashflow Statements & Critical Factors
  • Supplemental Reading: Forecasting & Stress Testing
  • Asset-Based Valuation
  • Cash Flow-Based Valuation
  • Bonus Content: Is it a fair multiple?
  • Bonus Content: Shift Your Focus
  • SDE Analysis and Value vs. Asking Price
  • Bonus Content: Measuring Business Earnings
  • Bonus Content: Calculating Add Backs as a Broker
  • Business Strategy
  • Porter’s Five Forces and Lifecycle of an Industry
  • Supplemental Reading: Porters Five Forces
  • Bonus Content: Five Forces of Power
  • Skill Practice: Applying Porter’s Five Forces
  • Additional Frameworks
  • Bonus Content: Evaluating the True Level of Risk of Your Acquisition
  • Market Research and Market Strategy
  • Knowledge Check

Module 6: The Seller
In this module, you’ll gain insight into the seller’s perspective and what to expect as you begin to interact with sellers.

Lessons include:

  • The Seller’s Story
  • Bonus Content: The Journey of Deciding to Sell
  • Meeting the Seller
  • Negotiating Strategies
  • Discussion Strategies
  • Visit the Business
  • Knowledge Check

Module 7: Part One: Acquisition Phase
In this module, you learn the process of extending your first Letter of Intent (LOI) and how to move forward.

Lessons include:

  • Stop and Review
  • Expert Interview: Navigating the Legal Side of a Transaction, Joel Ankney, author of Here’s the Deal
    Letter of Intent
  • Resource: Letter of Intent Sample
  • Supplemental Reading: Critical First Steps after Signing LOI
  • Supplemental Reading: Explanation of Related Documents
  • Bonus Content: When to use an IOI (Indication of Interest)
  • Deal Type & Purchase Considerations
  • Bonus Content: Asset Sale vs. Stock Sale
  • Bonus Content: Importance of Working Capital
  • Deal Structure and Closing Date
  • Bonus Content: Structuring Your First Offer
  • Bonus Content: Navigating Customer Concentration
  • Supplemental Reading: Key Considerations When Structuring Your Offer
  • Contigencies and Agreement on Agreement
  • Resource: Asset Purchase Agreement Sample
  • Pre-Negotiations and Seller Response
  • Bonus Content: Why Deals Fall Apart
  • Managing the Acquisition Phase

Module 7: Part Two: Conducting Due Diligence
In this module, you’ll learn how to manage the transaction post-LOI starting with due diligence.
Lessons include:

  • Due Diligence
  • Supplemental Reading: Common Red Flags
  • Supplemental Reading: Legal Due Diligence
  • Supplemental Reading: Financial Due Diligence
  • Guest Lecture: Financial Due Diligence, Bill Wiersema, Miller Cooper
  • Optional Reading: Financial Due Diligence in Acquisitions by Bill Wiersema
  • Supplemental Reading: Operational Due Diligence
  • Resource: Due Diligence Checklist
  • Expert Interview: Conducting Due Diligence with Elliott Holland
  • Exploiting Opportunities and Closing Deals
  • Knowledge Check

Module 8: Then Build
In this module, you’ll get a glimpse into the closing of your deal and how best to manage it in the first 100 days.

Lessons include:

  • Closing Expectations
  • Closing Process
  • First 90 Days
  • Supplemental Reading: Communication Planning
  • Supplemental Reading: Role of Communication in Retaining Key Talent
  • Supplemental Reading: Role of Change Management in Employee Retention
  • Supplemental Reading: Role of Engaging Employees in Retention
  • Resource: Message Mapping
  • Day 1, First 30 days
  • Days 60 – 90
  • Bonus Content: Hiring a Manager to Operate Your Acquisition
  • Growth through Acquisition
  • Guest Speaker: The Ultimate Success Story: How Charles Bracken Grew His First Acquisition to Over $100M in Revenue and Exited
  • Bonus Lecture: Growing Your Business Through Acquisition
  • Bonus Content: Learning More about Growth Through Acquisition
  • Acquisition in the Entrepreneurship Economy
  • Guest Speaker: Building Value in Your Business, Brian Jones
  • Guest Speaker: Ensuring Transferability of Your Business, Richard Mowery
  • Bonus Content: The Business Buyer Playbook
  • Knowledge Check

Glossary: Key Metrics for Financial Analysis
This module was created to allow for easy navigation to the most commonly used financial analysis metrics.

  • Cash Conversion Cycle
  • Current Ratio
  • Debt-to-Equity Ratio
  • Growth Rate Analysis
  • Profitability Analysis
  • Vertical Analysis
  • Horizontal Analysis

Glossary: Key Concepts for Acquisition Entrepreneurs
This module was created to provide an easy searchable glossary of key terms for people new to Acquisition Entreprenuership who are trying to navigate new concepts.

  • Financial Statements
  • Cash Flow
  • Cash Flow Statement
  • Working Capital
  • SDE & Add-Backs
  • EBITDA vs. Adjusted EBITDA
  • Margin of Safety
  • ROI
  • Accrual vs. Cash Accounting
  • Balance Sheet
  • Assets
  • Depreciation
  • Intellectual Property
  • Goodwill
  • Liabilities
  • Amortization
  • Owner’s Equity
  • Income Statement
  • Revenue or The Top-Line
  • Earnings
  • Seller Financing
  • Leveraged Buy Out
  • ROBS 401k Funding
  • Assumption of Debt
  • Indication of Interest (IOI) vs. Term Sheet vs. Letter of Intent (LOI)
  • Asset Purchase Agreement (APA)
  • Stock Purchase Agreement (SPA)
  • Escrow Agreement
  • Reps & Warranties
  • Indemnification Clause
  • Earn-Out
  • Hold Back
  • Stability Payment
  • Consulting Agreements
  • Forgivable Loan
  • BATNA (Best Alternative to a Negotiated Agreement)

Specialized Resources for Online Buyers
This module is for anyone considering purchasing online businesses:

Specialized Resources for Working with Investors
This module highlights how best to value your transaction if you’re working with investors

  • Bonus Content: Valuing For Investors
  • Frequently Asked Questions:

    1. Innovative Business Model:
      • Embrace the reality of a genuine business! Our approach involves forming a group buy, where we collectively share the costs among members. Using these funds, we purchase sought-after courses from sale pages and make them accessible to individuals facing financial constraints. Despite potential reservations from the authors, our customers appreciate the affordability and accessibility we provide.
    2. The Legal Landscape: Yes and No:
      • The legality of our operations falls into a gray area. While we lack explicit approval from the course authors for resale, there’s a technicality at play. When procuring the course, the author didn’t specify any restrictions on resale. This legal nuance presents both an opportunity for us and a boon for those seeking budget-friendly access.
    3. Quality Assurance: Unveiling the Real Deal:
      • Delving into the heart of the matter – quality. Acquiring the course directly from the sale page ensures that all documents and materials are identical to those obtained through conventional means. However, our differentiator lies in going beyond personal study; we take an extra step by reselling. It’s important to note that we are not the official course providers, meaning certain premium services aren’t included in our package:
        • No coaching calls or scheduled sessions with the author.
        • No access to the author’s private Facebook group or web portal.
        • No entry to the author’s exclusive membership forum.
        • No direct email support from the author or their team.

      We operate independently, aiming to bridge the affordability gap without the additional services offered by official course channels. Your understanding of our unique approach is greatly appreciated.

    Refund is acceptable:

    • Firstly, item is not as explained
    • Secondly, Item do not work the way it should.
    • Thirdly, and most importantly, support extension can not be used.

    Thank you for choosing us! We’re so happy that you feel comfortable enough with us to forward your business here.

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