Shoot the Moon with Revenue Rocket

Show NotesWhy Q4 creates natural urgency: capital deployment, tax timing, clean year-end cutover, and internal fund deadlines.Realistic timelines: ~90 days from LOI to close (60 if exceptionally well-planned and resourced).How to avoid year-end derailers: risk-based diligence, weekly cadence, the “it takes a village” resourcing mindset.Practical prep checklist: books buttoned up, pre-diligence, a single project plan with stage gates, industry-savvy QofE team, and agile communication (not waterfall ticket-ping-pong).Holiday calendar tactics: set stage-gate deadlines with buffer before Thanksgiving and other outages.When to push to January: tax strategy, team fatigue, culture/relationship health, and any material renegotiation that resets the clock.Pro tip: use Q4 to prepare even if you won’t close—calibrate valuation, market timing, and build the 2026 plan with advisors.Thinking about closing in Q4, or setting up a smart January start? Revenue Rocket has led hundreds of IT services deals. If you want a realistic path to close, a risk-based diligence plan, or a sanity check on timelines, let’s talk. Listen to Shoot the Moon on Apple Podcasts or Spotify.Buy, sell, or grow your tech-enabled services firm with Revenue Rocket. 

In this episode, the team breaks down the decision every IT services leader wrestles with: Grow, Buy, or Grow to Sell. You’ll hear where firms typically hit operational ceilings, why acquisitions amplify your go-to-market (for better or worse), and what it takes to be truly “ready to sell.” We cover the cash and capability requirements behind each path, common traps (buying to fix sales, serial deals without integration, ignoring working capital), and a simple framework to choose based on time horizon, risk tolerance, and valuation goals. Whether you’re building toward a premium exit or debating your next add-on, you’ll walk away with practical steps to drive multiple expansion now.Three paths, three realitiesGrow (organic): sharpen ICP, offers, pricing power, utilization, and pipeline discipline.Buy (inorganic): clear thesis, cultural fit, day-0/30/90 integration plan, and post-close GTM.Grow to sell: clean financials/QofE-ready, recurring mix, concentration reduction, leadership bench.Decision drivers: time horizon, leadership bandwidth, cost of capital, integration capacity, risk profile.Valuation levers: recurring revenue %, margin quality, growth durability (Rule of 40/45), customer concentration, integration track record.Common pitfalls: buying to “fix” sales, underestimating change management and working capital, skipping playbooks.Playbooks that travel: discovery→close process, delivery runbook, ICP x offer matrix, integration day-0/30/90, KPI cadence.Outcome framing: optionality done right = two good outcomes (keep growing or transact at a premium).Thinking about building, buying, or prepping for exit? Revenue Rocket has led hundreds of IT services transactions and integrations. If you’re weighing the path (or want a sanity check on the math) let’s talk: info@revenuerocket.com KEY TAKEAWAYSAcquisitions magnify GTM—they don’t fix it.Operational maturity decides whether you stall at ceilings or scale past them.If premium exit is the goal, optimize recurring mix, margins, and concentration now.Model post-close working capital and integration costs, not just purchase price.“Grow to sell” is a discipline game: clean books, durable pipeline, and leadership redundancy. RELATED EPISODESQuestions to Ask before you Consider an M&A initiative. Listen now >>All Roads Lead to M&A. Listen now >>Episode 90: Selling in vs Selling Out. Listen now >>Episode XX: Rule of 45. Listen now >> Listen to Shoot the Moon on Apple Podcasts or Spotify.Buy, sell, or grow your tech-enabled services firm with Revenue Rocket. 

Lockboxes promise price certainty—but the clock can quietly shift value. In this episode, Mike and Ryan break down how a lockbox differs from a classic cash-free/debt-free (CF/DF) deal: fixed price as of a “lockbox date,” no post-close true-up, and a tight definition of permitted vs. non-permitted leakage. They discuss when lockboxes shine (fast closings, cleaner accounting, fewer surprises) and where sellers need to be careful (growth between lockbox date and close often accrues to the buyer). You’ll get apples-to-apples comparison tips for evaluating offers, what to watch in tax escrows, and a practical way to translate excess working capital into headline price. If you’ve ever wrestled with working capital adjustments or wanted a cleaner close, this one’s your field guide.Seller checklist:Nail down the lockbox date and permitted leakage list.Quantify excess working capital and reflect it in price.Set a close timeline—faster is safer for sellers.Align on tax items and escrow triggers.Ensure every CF/DF vs. lockbox offer is compared on the same basis. RELATED EPISODES: Episode 154: What will be your take home portion of the deal? Listen now >>Episode 123: Understanding Cash Free Debt Free in M&A Transactions. Listen now >>Episode 100: Looking back at 100 Episodes and Narrowing in on Working Capital. Listen now >>Episode 94: Navigating Undisclosed Liabilities Before, During, and After Close. Listen now >>  Listen to Shoot the Moon on Apple Podcasts or Spotify.Buy, sell, or grow your tech-enabled services firm with Revenue Rocket. 

02:39 — What is EBITDA multiple arbitrage (plain-English walk-through)03:39 — Why smaller firms trade lower and platforms trade higher (the math)07:50 — Beyond size: capabilities, service lines, and moving up the value chain11:49 — Rolling equity 101: the “second bite” and a typical 70/30 construct (example)15:03 — Risks sellers must vet: culture, strategy, dilution, and capital stack terms19:56 — Integration that creates real accretion (when 1+1=3…or more) + “velocity matters”23:46 — Is there a cap? Where arbitrage gains flatten as platforms scale up27:55 — Can strategics do this without PE? Funding paths and “smart money” mindset Listen to Shoot the Moon on Apple Podcasts or Spotify.Buy, sell, or grow your tech-enabled services firm with Revenue Rocket. 

Key takeawaysAdvisors vs. Banks = different centers of gravity. Banks are great for IPOs, raises, and complex financings; advisors excel at sector-specific sell-side processes.In IT Services, specialization matters. Operator experience helps craft story, vet culture, and identify “1+1=3” combinations.Lead with strategic + cultural fit. If those are right, the financials usually find a path.Staffing models differ. Expect partner-level guidance throughout with advisors; banks skew analyst-heavy.Start early. Long-tail readiness work (growth, margins, positioning) boosts value and certainty when the market moment arrives Listen to Shoot the Moon on Apple Podcasts or Spotify.Buy, sell, or grow your tech-enabled services firm with Revenue Rocket. 

💡 Why This Topic?Nearly every buyer call this week hit on vertical strategyPE firms are framing investment theses around industry-specific playsStrategics are scaling via vertical bolt-onsOperators who niche down are getting stronger multiples and clearer GTM motionEmerging Themes from Revenue Rocket this WeekBuyers want relationships, workflows, and niche dominance — not just EBITDAVertical specialization solves distribution problemsSaaS-like economics in vertical plays are commanding premium multiplesCultural alignment is easier when firms live in the same industry world Related Episodes:Episode 210: What Should My Company look like to Command a Premium Offer. Listen now >>Episode 173: Why is selling a Business so Hard? Listen now >>Episode 145: Why Sellers with Vertical Market Approaches Earn Premium Valuations. Listen now >>   Listen to Shoot the Moon on Apple Podcasts or Spotify.Buy, sell, or grow your tech-enabled services firm with Revenue Rocket. 

Episode Notes:The podcast episode features Kevin Lancaster, CEO of Channel Program, as a special guest.The discussion centers on the Channel Program platform, including its tools like Navistack, which helps MSPs visualize their technology stack, manage contracts, and integrate financial data.Kevin shares insights from the vast amount of data collected by Channel Program, highlighting the significant number of product categories and tools MSPs use.A major theme is the rapid evolution and impact of AI on the MSP industry, discussing how it's increasing margins through automation but also leading to commoditization.The conversation also covers the importance for MSPs to differentiate themselves by providing business value beyond traditional IT services and how AI is influencing the M&A landscape in the sector. Listen to Shoot the Moon on Apple Podcasts or Spotify.Buy, sell, or grow your tech-enabled services firm with Revenue Rocket. 

Notes (Highlights)Seller Hesitation: Common due to identity tied to business, timing doubts, and emotional strain.Preparation Stage: Proper financial, marketing, and buyer prep helps set realistic expectations.Valuation Shock: Sellers often question decisions after seeing valuation numbers—advisors help manage expectations.Diligence Process: Demanding, sometimes invasive; advisors keep momentum, filter excessive requests, and provide clarity.Definitive Agreement: Overwhelming but manageable if focus stays on critical deal terms (e.g., reps & warranties).Final Stretch Fatigue: Negotiations often leave both sides slightly dissatisfied—a sign of balance in deal-making.Advisor Role: Part deal-maker, part counselor, part “bartender” listening ear; critical in sustaining motivation.Managing Fear of Unknown: Build certainty through qualified buyers, realistic valuations, and clear legal terms.Wellness Tip: Sellers should take breaks (vacations, weekends) post-LOI to recharge and avoid burnout.Outcome Vision: Keep focus on strategic fit, cultural alignment, and long-term financial reward. RELATED EPISODES:Episode 219: Seller Readiness: What To Do When a Buyer Comes Knocking. Listen now >>Episode 217: How to Keep a Level Head During an M&A Process. Listen now >>Episode 201: Restarting the M&A Journey: Strategies for Sellers After a Failed Combination. Listen now >> Listen to Shoot the Moon on Apple Podcasts or Spotify.Buy, sell, or grow your tech-enabled services firm with Revenue Rocket. 

EPISODE 226. This episode begins with the vocal stylings of Ashley Battel from the Revenue Rocket Outreach team.EPISODE NOTES:• Customer concentration in IT‑services M&A is it a hero or risk? • Concentrations of 20–50%+ revenue across 1–5 anchor clients are common. • Evaluate revenue/profit trajectory, contract history, and relationship depth to size risk. • Strategic buyers often welcome concentration for cross‑sell upside; financial buyers discount or structure. • Deal mechanisms (earn‑outs, hold‑backs, gain‑share “circuit breakers”) protect all parties if the key client churns. • Valuation impact: risk is typically offset with structure rather than outright price cuts. • Pre‑sale de‑risking: broaden touchpoints, add contract vehicles, and build succession around the anchor client. • Diversification upside: the right acquirer may reduce their own concentration and grow wallet share. • Bottom line: understand the full picture, concentration can fuel growth instead of derailing deals. RELATED EPISODES:Episode 210: What Should My Company look like to Command a Premium Offer. Listen now >>Episode 186: Dealing with Customer Concentration when Selling your Business. Listen now >>Episode 182: Prioritizing Marketing in Tech Services Firms feat. Mark Coronna. Listen now >>Episode 170: How to Become a Platform Investment. Listen now >> Listen to Shoot the Moon on Apple Podcasts or Spotify.Buy, sell, or grow your tech-enabled services firm with Revenue Rocket. 

“The fastest-growing firms marry organic excellence with a disciplined, outsourced M&A engine.” — MikeI. Warm-Up: The CEO MindsetQ1. Mike, what are some of the most common reasons CEOs in IT services think about buying another company?Q2. When should a CEO not consider buying? When is it too early or misaligned with the company’s strategy?Q3. What are some signs a firm is ready to start looking for acquisitions? II. Why Engage a Buy-Side Firm at All?Q4. So let’s get into it: why hire a buy-side advisor like Revenue Rocket instead of just sourcing deals yourself? What’s the real value?Q5. What are the risks of going it alone? Can you talk about deal fatigue, overpaying, or getting stuck in a bad fit?Q6. Some CEOs think they know their market well enough to hunt alone. What’s your response to the “we’ve got it covered” argument?Q7. We often say we’re not bankers, we’re operators. How does Revenue Rocket’s buy-side work differ from traditional investment banking? III. Timing and Engagement StrategyQ8. When is the right time to engage a buy-side firm—before or after you’ve identified a target?Q9. How long does a typical buy-side process take—from kickoff to LOI to close?Q10. What should a buyer come to the table with? What homework should they do before engaging an advisor? IV. Results, Metrics, and MistakesQ11. What makes a buy-side project successful? What metrics or signals tell you it’s working?Q12. What are the biggest mistakes buyers make—even with an advisor in place?Q13. Talk about deal volume vs. deal quality. How do we balance sourcing a lot of targets with getting the right ones? V. Case Study and Wrap-UpQ14. Mike, can you share a story—no names needed—where hiring us as a buy-side advisor turned a good idea into a great outcome?Q15. For the CEO listening who’s on the fence—what’s your final argument for why now might be the time to engage a buy-side partner? Listen to Shoot the Moon on Apple Podcasts or Spotify.Buy, sell, or grow your tech-enabled services firm with Revenue Rocket. 

TimeTopic / SegmentKey Takeaways0:00Welcome & July-4th setupWhy founders start thinking about “life after the sale” over holiday downtime1:30Sell-In vs Sell-Out 101Minority recap = keep equity & help scale; full sale = plan your next move now4:45Identity shift after selling-inAccept you’re “not the final veto” and learn to lead through others8:00Culture makes or breaks integrationsRevenue Rocket’s culture-scoring rubric and red-flag examples12:50Planning the personal sideTake real think-time, schedule a post-close celebration, and set fresh goals16:40Earn-outs & risk management86 %+ of well-structured earn-outs pay—stay involved to land them21:20“Project Neptune” case study180 buyers → 60 NDAs → 12 IOIs → one ideal partner; why a full process matters27:30Bridging valuation gapsEducation, comps, and competition beat wish-list multiples29:45Life after the wireNew opportunities, family-office dreams, or a fresh start—just have a plan33:00Final adviceFind an advisor whose depth, track-record, and personality align with yours Actionable NuggetsDraft two roadmaps: a 90-day integration game-plan and a personal “what’s next” list.Pressure-test cultural alignment early—values mismatches cost more than deal points.Treat the earn-out like your new bonus plan: stay plugged in or negotiate influence levers.Celebrate intentionally: marking the exit helps you mentally close one chapter and open another.Use these insights to ensure your own exit isn’t just a payout, but the prologue to an even bigger success story. Listen to Shoot the Moon on Apple Podcasts or Spotify.Buy, sell, or grow your tech-enabled services firm with Revenue Rocket. 

There is nothing that is without risk! In this episode we are diving into the big risks (and rewards) that come with working an M&A process. M&A always feels like a bet. Hosts Mike Harvath, Matt Lockhart & Ryan Barnett explain how top-quartile IT-services firms stack the odds:• quantify risk, then plan for success—not failure• engineer deal structures (earn-outs, equity rolls) that protect both sides• keep culture-integration front & center• why buying customers can beat marketing for them Listen to Shoot the Moon on Apple Podcasts or Spotify.Buy, sell, or grow your tech-enabled services firm with Revenue Rocket. 

EPISODE NOTES:Who’s Who in the Final Month:Understand the large cast of characters involved including M&A advisors, legal teams, tax consultants, buyers, funders, and integration leaders.Legal Complexities:Tips for selecting the right M&A-savvy lawyer and the importance of legal transparency and communication throughout the process.Communicating with Employees:The Goldilocks approach—don’t tell your team too early or too late. Clear and timely communication is key to trust and retention.Working Capital Battles:Real-world guidance on how to calculate and negotiate appropriate working capital levels—usually a sticking point in deals.Funding & Closing Mechanics:Breakdown of how deal day works, from signature escrow to wire transfers and Federal Reserve delays. Plus, what makes a deal truly closed.Press & PR Planning:Don’t forget the importance of coordinating press releases and internal communications for maximum positive impact.Final Advice:Preparation and the right team of advisors can make the final 30 days less stressful and more successful. Trust and communication win the day. RELATED EPISODESEpisode 214: When to Tell Employees you are Selling the Business. Listen now >>Episode 192: What to Expect the Last Week before Close. Listen now >>Episode 100: Looking back at 100 Episodes and Narrowing in on Working Capital. Listen now >>Episode 83: The 11th Hour. Listen now >> Listen to Shoot the Moon on Apple Podcasts or Spotify.Buy, sell, or grow your tech-enabled services firm with Revenue Rocket. 

Key Topics Covered:Intro to Project Neptune – A high-growth, high-margin MSP built by a husband-and-wife team.Why Sell? – The founders sought scale, not an exit. They wanted to join a larger platform.The Process – Revenue Rocket led packaging, marketing, and diligence with 180+ buyer targets and 12+ indications of interest.Deal Structure – Final deal included cash at close, equity roll, and a minor earnout.Valuation Expectations – Reality vs. wishful thinking and how credible advisors help bridge the gap.Lessons Learned – Managing bumps in the road (e.g., buyer-side delays), and keeping the seller focused on growth. Takeaways:Not every sale is a full exit—“selling in” can unlock long-term growth.A structured process with a wide buyer pool yields better results than reacting to unsolicited offers.Great deals require great preparation: clean financials, clear strategy, and trusted advisors.Flexibility in deal structure is key—enterprise value is only part of the picture.The right advisor will do the heavy lifting so founders can keep running the business. Listen to Shoot the Moon on Apple Podcasts or Spotify.Buy, sell, or grow your tech-enabled services firm with Revenue Rocket. 

🎙️ 1. What’s the real purpose of a non-compete clause in an M&A deal?Why it’s important:Sets the stage — you’re establishing that these aren’t just “standard boilerplate,” but real tools for protecting the buyer’s investment. It also shows that you get why buyers insist on them. 🎙️ 2. How long and how broad should a typical non-compete be in IT services M&A?Why it’s important:Matt can share “market standard” ranges for duration (1–3 years? 5 years?) and scope (regional vs. national vs. global). It’s a super practical question that your audience will care about — they’re probably Googling it right now! 🎙️ 3. What’s the difference between a non-compete and a non-solicit clause?Why it’s important:Many sellers (and even some buyers) confuse the two. This question lets Matt explain how they overlap and where they differ — adding clarity for your listeners. 🎙️ 4. Are non-competes really enforceable? Or do some states or countries treat them as worthless?Why it’s important:There’s a lot of confusion (and myth!) around whether these are even enforceable. It’s a chance to cut through the noise and talk about how jurisdiction and real-world enforcement actually play out in deals. 🎙️ 5. What’s the risk of agreeing to a non-compete that’s too broad?Why it’s important:Sellers need to know that signing an overly broad non-compete can kill their ability to start a new business down the road. This question lets Matt highlight the hidden risks and why careful negotiation matters. 🎙️ 6. How can sellers negotiate a more balanced non-compete clause?Why it’s important:This makes it practical — Matt can share tactics or language that can help sellers carve out reasonable carve-outs, narrow the scope, or tie the clause to actual buyer concerns (not just blanket restrictions). 🎙️ 7. What’s one of the biggest mistakes you see sellers make when reviewing these clauses?Why it’s important:A “closing” question that lets Matt share a cautionary tale or real-life example — which always resonates with listeners and makes the advice sticky. Listen to Shoot the Moon on Apple Podcasts or Spotify.Buy, sell, or grow your tech-enabled services firm with Revenue Rocket.