Mergers and Acquisitions for Distributors: Expert Advice for Buyers and Sellers

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This research study is published by the NAW Institute for Distribution Excellence, a leading publisher of research exclusively for and about the wholesale distribution industry. More>>




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Brent R. Grover
Jay K. Greyson
Joseph V. Pease, Jr.
J. Bret Treier

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Today, we are at a historically high level of merger and acquisition activity among wholesaler-distributors.

Mergers and Acquisitions for Distributors: Expert Advice for Buyers and Sellers navigates M&A in the wholesale distribution industry. For buyers and sellers of distribution businesses, it covers the importance of getting professional guidance, selecting the best people to assist with M&A and bringing advisers into the buying or selling process as early as possible. This guide provides information that probably can’t be found anywhere else—and certainly not as a single comprehensive resource aimed at wholesaler-distributors.

This book draws on the expertise of three deal professionals, each of whom has extensive experience with distribution transactions. The unique perspectives of a private equity investor, an attorney and a certified public accountant (CPA) enrich this text and make this volume one of a kind.

Part 1 is about buying distributors. It opens up with a short story about a fictitious wholesaler-distributor as it is about to launch an acquisition strategy. Among the key decisions the company’s management has to make are which outside advisers to work with and how to make the best use of their services and advice. Following the story are chapters by an attorney, a CPA and a private equity investor who provide detailed information from their vantage points. Using a question-and-answer (Q&A) format, these experts provide in-depth commentary including input about how to negotiate fees with, and get the most from, your advisers.

Part 2 is about selling a distribution business. It opens up with the same fictitious company being approached by several buyers. The owners and managers must evaluate the pros and cons of selling and choose outside advisers to help them through the sale process. Once again the three expert coauthors each provide a chapter in the same Q&A format, which is full of practical suggestions about what to expect from legal counsel, CPAs, and private equity investors, and how to get the best results for your investment.

BONUS FEATURES: An extensive glossary of terms, and an appendix that presents details about advisers and research findings based on an analysis of a database of actual transactions

What Readers Have to Say

“I wish I had something like this well-done book before I did my first acquisition. Baptism by fire can be a real challenge and this book would have spared me some turmoil!”

George Pattee, Chairman, Parksite Inc.

“We built and diversified our Ohio-based distribution business, B.W. Rogers Co., through a series of creative acquisitions—no two were ever alike—in surrounding states. Our professional advisers played a key role in each of the transactions and always improved the outcome.

I worked closely with Brent Grover, Joe Pease and Bret Treier on most of our acquisitions. I’ve known Jay Greyson in a personal and professional context for many years. These four experts are a remarkable team. When the time came to sell B.W. Rogers Co. to a large public company, our professional advisers, including Brent, Joe and Bret, were an important part of getting a complex transaction completed in a timely and satisfactory manner. This book contains a wealth of knowledge and advice about distributor M&A, and I highly recommend that distributors read it.”

Richard S. Rogers, Former Owner and CEO, B.W. Rogers Co

“I think Mergers and Acquisitions for Distributors is right on target, easy to follow and explains details of the deal for both sides to consider and understand. This is a great publication and a good read.”

—Ron Calhoun, President and CEO, The Palmer-Donavin Mfg. Co.

“This is a very concise yet practical book on distribution M&A. Every business goes through succession and I see so much valuable content here that could even be applied to businesses that transition and are not sold. I think Brent and his coauthors have the right balance of stories, success recipes and sage advice.”

—Michael Medart, President and CEO, Medart Engine & Marine

AUTHOR

Brent R. Grover

Brent is Managing Partner of Evergreen Consulting, LLC and a Fellow of the NAW Institute for Distribution Excellence. He serves as an adviser to the distribution channel on strategic pricing, mergers and acquisitions, and profit improvement. He also serves as a director of several companies and is a popular speaker at wholesale distribution industry gatherings.

  • Speaking

    NAW Executive Summit, 2008

    NAW Association Executives Council (AEC) Winter Meeting

AUTHOR

Jay K. Greyson

Jay is a cofounder and partner in Supply Chain Equity Partners, North America’s only committed-capital private equity firm focused exclusively on making investments in the distribution and logistics industry. The firm was founded by distribution industry veterans, including former executives, previous owners, and leading consultants who collectively have more than 800 years of experience in distribution. This network of resources and knowledge is available to the management teams of the companies in which the firm invests to help accelerate companies’ growth trajectories and optimize the businesses.

AUTHOR

Joseph V. Pease, Jr.

Joe cofounded Pease & Associates, Inc., in 1999 as a firm devoted to providing audit, tax, and business consulting services exclusively to entrepreneurial businesses and their owners. His firm has many distributor clients, and his practice is largely devoted to mergers and acquisitions.

AUTHOR

J. Bret Treier

Bret is a partner with the law firm Vorys, Sater, Seymour, and Pease LLP. His practice focuses primarily on representation of public and significant private companies. He counsels companies on a broad range of matters involving acquisitions, dispositions, and other transactions; corporate governance; public offerings of debt and equity securities; and securities law compliance and reporting, including executive compensation and disclosure issues. Bret is particularly experienced in representing public financial institutions, closely held distribution companies, and multigenerational family-owned businesses.