Why PIBA Gold & Platinum Partners Have the Best Deal in M&A

byGordon Bizar
on2025-10-15

Message from NDFC

At National Diversified Funding Corporation, our focus never waivers: we are committed to securing controlling positions in strong, mid-market companies alongside our PIBA partners.

This update is your window into the diligence, persistence, and forward momentum driving that mission every day.

Deal Pipeline Activity — Past 30 Days

• Pre-LBO Review: 5
• LBO Analysis: 4
• IOI Submitted: 2
• LOI or IOI Drafting: 1
• LOI Submitted: 2
• IOI or LOI Revisions Pending: 1
• Paused – Info Pending: 1
• Rejected: 19

Industry Focus — Past 30 Days

• Construction and Heavy Contracting: 3
• Manufacturing: 5
• Oil and Gas: 1
• Technology: 1
• Hospitality Group: 2
• Engineering: 2

Deal Spotlights

Our due diligence process is still in progress with the luxury travel product company ($50.1 million dollar enterprise value/$7.2 million dollar EBITDA).

We had to revisit the deal structure and LOI due to things uncovered in our due diligence process. We have had excellent feedback from the sellers, and we are optimistic about getting a new LOI signed soon.

After a great site visit by Gordon at the construction company in our pipeline ($85 million dollar enterprise value/$10.1 million dollar EBITDA), a deal structure is being formed that satisfies the seller's needs.

Why PIBA Gold & Platinum Partners Have the Best Deal in M&A

Issue 001

If you've ever wondered what it really costs to buy a mid-market company, the numbers may surprise you.

A traditional Private Equity firm pays between 3% and 4% of enterprise value in transaction costs just to get a deal closed.

On a $50 million dollar company, that's $1.5 million to $2 million — before they even invest a dime into growth capital.

These costs come from legal teams, CPAs, consultants, site visits, lenders, appraisers, and financing fees. And worse, they carry forward the sunk costs of failed pursuits, since only 1 out of 3 to 5 serious LOIs actually closes.

By Contrast

As a PIBA Gold Tier 2 Partner, your total up-front out-of-pocket cost is fixed at $489,375. That's it.

You never pay legal, accounting, due diligence, or closing costs.

You never absorb the cost of false starts or failed deals.

Your costs are fixed, while ours are variable — and we assume the risk.

So How Can NDFC Do This?

The answer is scale.

Unlike traditional PE firms that may close one or two deals a year, we're scaled to handle dozens.

We've spent years building the systems that make this possible:

• PC-automated valuation, pricing, and deal structuring tools that let us adjust in real time during negotiations.
• Agreement templates tied directly to our modeling tools for efficiency and consistency.
• An in-house trained team built around our proprietary processes, reducing payroll costs versus outside hires.
• Volume-based pricing power with outside professionals like attorneys, CPAs, and consultants.

It has taken time to put all these pieces together — and we want to thank you for your patience as we've scaled to this level.

That patience is now paying off: you are stepping into a program that offers the power of private equity at a fraction of the cost — with us carrying the risk and you reaping the reward.

Bottom line: PIBA Gold and PIBA Platinum partners are buying into a system that delivers mid-market acquisitions at a fraction of the cost of traditional PE, with a clear path to scale and success. That's not just a good deal — it's a once-in-a-lifetime opportunity.

Partner Edge™

When the time comes for us to introduce you to the seller, the numbers will already make sense.

What will tip the scales is the Cosmic Bond™ — the trust, respect, and personal alignment that convinces the seller you're the right steward for their business.

This Month's Tip: Empathy as Leverage

Why It Matters

Empathy is not weakness — it's strategic insight. The seller's decision to move forward hinges on one thing: trust.

When you can identify, understand, and reflect their personal goals — not just financial ones — you transform negotiations from transactional to relational.

That shift makes them see you not just as a buyer, but as the right successor.

What To Do

• Uncover the "Why." Ask questions that reveal what's driving their sale beyond money. Are they seeking freedom, legacy, family security, or the right steward for their people? Listen for emotional cues in their answers.
• Acknowledge Their Perspective. Use simple reflective statements like: "It sounds like you've poured years into building something that deeply matters to you." These affirmations show respect and understanding.
• Link Their Goals to Yours. Once you know their motivations, connect them to your intentions. For example: "We share your belief in taking care of long-term employees — that's core to how we operate."

Avoid Correction Mode

Even if you disagree with a seller's viewpoint, acknowledge first before clarifying.

"I can see why you'd feel that way" builds rapport far faster than, "That's not quite right."

Capital Market Insights

Over the last 30 days, the broad theme from last month — selective but improving financing conditions — still holds, but with a few notable developments:

• Regional Banks — There are visible signs that regional banks are accelerating strategic moves that strengthen their middle-market presence.
• Private Credit — Private credit remains highly active but is reallocating some incremental capacity toward higher-yield opportunities (including emerging markets).
• Debt Markets — Overall debt markets saw continued heavy issuance in the investment-grade and middle segments.

This is helping liquidity even while borrowing costs and covenant scrutiny remain elevated. These shifts modestly reinforce the advantage for well-prepared buyers with financing certainty.

Success Stories: We Have Brought On 3 New Board of Advisors

Jameson Pasek

Jameson currently serves as Director of Litigation for Caldwell, a global full-service law firm. He is a trial lawyer and corporate counselor with extensive experience handling complex, high-stakes disputes.

His practice includes intellectual property litigation, securities and shareholder litigation, M&A litigation, class actions, and investigations. In addition, he advises businesses on corporate governance, executive compensation, corporate transactions, and data protection and privacy compliance.

Paul Fioravanti, MBA, MPA, CTP

Paul is Managing Partner of QORVAL Partners, LLC, a boutique consulting and advisory firm specializing in business transformation and improvement. With more than 90 engagements across 40+ industries, he has served as CEO, COO, CRO, CTO, and interim executive, leading turnarounds, restructurings, growth initiatives, and high-stakes transformations for companies ranging from lower-middle market to global scale.

Known for rigorous analysis, candid leadership, and fact-based execution, Paul has delivered measurable results in sectors including energy, manufacturing, healthcare, technology, retail, and life sciences. He frequently advises private equity, credit investors, boards, and family offices on strategy, risk, operational excellence, and stakeholder alignment, while also serving as a speaker, author, and board advisor.

Marcus Wolter

Marcus is the Global Head of Caldwell's Corporate Practice, one of the fastest-growing law firms in the U.S., where he specializes in international M&A, joint ventures, and venture capital transactions.

A trusted advisor to major global corporations, he has led multibillion-dollar deals across continents, bringing deep cross-border expertise and investor-grade discipline to every engagement. Educated at Harvard Law School and Humboldt University in Berlin, Marcus provides NDFC with strategic insight, transparency, and rigor in executing complex global acquisitions.

Fund Update

Our $150 million dollar investment fund is near completion. All required entities related to the fund have been recently formed.

The fund is established in the Brickell Avenue area of Miami, Florida.

The largest fund administration company in the world, SS&C Technologies, has agreed to be the fund administrator for our fund.

Acquisition Pipeline Update — BOA Addendum

BOA Addendum for November

Headed Your Way and Questions

1. Above is a summary of our current deal flow. Do you have any recommendations on who we could have discussions with about deal flow? If so, do you have a point of contact that you could introduce us to?
2. We currently have a board vacancy for someone with a background in the construction industry. Do you know of anyone of your caliber with construction expertise? If so, would you be willing to broker a warm introduction for us with that person?
3. We are currently working on how to address the issue of personal guarantees with the surety bonds that are required if we acquire construction companies. Does anyone have experience with this and how to satisfy this without a reverse merger/having a large public company?
4. Do any of you have any relationships with placement agents that you could introduce us to to help bring capital into our investment fund?
5. CFO Search

NDFC is entering an exciting inflection point in its growth trajectory. As we prepare to scale aggressively and chart a path toward a $1B+ market cap IPO, we are seeking an experienced and strategic Chief Financial Officer to join our leadership team. We're asking our Board of Advisors for introductions to exceptional candidates who can help architect this next phase of growth.

NDFC is actively seeking introductions to exceptional CFO candidates who can help us scale through a period of rapid growth and toward a $1B+ market cap IPO. Ideal candidates will:

• Bring prior CFO experience at a publicly traded company.
• Thrive in an early-stage, high-growth environment and help build out scalable financial operations.
• Have a track record of positioning companies for IPOs, including navigating public market readiness.
• Possess experience leading financial strategy and operations for both an operating company and a debt fund.
• Understand the financial structures and capital strategies common in private equity–driven mergers and acquisitions.
• Be willing to initially engage on a part-time or fractional basis, with the opportunity to transition into a full-time leadership role within the next year.
• Be comfortable working virtually with a lean, agile team and rolling up their sleeves to help shape the company's financial foundation.

Looking Ahead

Prior to the end of 2025, we have expectations that our investment fund will be formally completed, and we will have placement agents starting to bring capital to our fund to be utilized for our acquisition deals.

We are targeting 12/15/25 for the luxury travel luggage company closing date.

We anticipate adding at least 2 more members to our Board of Advisors.