Debt advisory and placement for the lower middle market

Know what the deal can carry before a lender tells you.

Kearsarge Advisors works with sponsors and family offices investing in lower middle market businesses, typically $1M–$15M in EBITDA. We underwrite the deal, structure the capital, and place the debt.

Approach

We underwrite the deal the way a lender will, then take it to the lenders that fit.

Most financings in this market go wrong before the first lender call. The numbers haven't been tested, or the structure was set by whoever answered first. We do that work up front.

A lender's lens

We build the model and test the EBITDA adjustments before any lender sees them. You learn what the business can carry while there is still time to change the structure.

Structure before outreach

The mix of senior debt, mezzanine, seller note, and rollover sets your returns and your covenant headroom. We settle it first, then approach the lenders it suits.

Independence

Engaged deal by deal. We hold no capital of our own to place, so the recommendation is never shaped by what we already hold.

Buyers in the lower middle market finance institutional-size decisions without a capital markets team behind them. That gap is the reason the firm exists.

Services

Advice on the structure, and the capital to fund it.

Advisory and placement are one engagement. The analysis decides what we take to market, and the market tells us whether the analysis holds.

Debt Advisory

What the business can carry

  • Debt capacity and leverage analysis
  • Financial model and EBITDA adjustment review
  • Capital structure design across senior debt, mezzanine, and seller notes
  • Price and terms tested against what can be financed
Debt Placement

Sourcing and negotiating the debt

  • Lender presentation and supporting materials
  • Outreach to banks, direct lenders, SBICs, and mezzanine funds
  • Side-by-side term sheet comparison
  • Negotiation through documentation and funding
Acquisition Financing

For buyers with a deal in hand

  • Platform acquisitions for sponsors and family offices
  • Add-on acquisitions for existing portfolio companies
  • Management and partner buyouts
Refinancing & Recapitalization

For companies you already own

  • Refinancing of existing facilities
  • Dividend and minority recapitalizations
  • Growth capital
  • Amendments and covenant resets
Process

How an engagement runs.

We start once you have a target or a signed letter of intent, and stay through funding.

  1. 01

    Underwrite

    We build the model, review the quality of earnings, and size what the business can support in debt.

  2. 02

    Structure

    We lay out the capital stack options and show how each one changes your returns, cash flow, and covenant headroom.

  3. 03

    Package

    We write the lender presentation and assemble the data room, so lenders can reach a view quickly.

  4. 04

    Place

    We run outreach to the lenders that fit the deal, collect term sheets, and compare them on equal footing.

  5. 05

    Close

    We negotiate terms, keep lender diligence on schedule, and manage documentation so financing lands inside exclusivity.

Situations

Common starting points for a first conversation.

Financing an acquisition under LOI
Funding an add-on acquisition
Refinancing existing debt
Recapitalizing or paying a dividend
Buying out a partner or backing a management buyout
Raising growth capital
Contact

A confidential first conversation.

No deck required and no obligation. Tell us about the deal and we will tell you plainly whether and how we can help.

info@kearsargeadvisors.com Replies typically within one business day.
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