Buy & Build Europe #51

Your Weekly <5 Minute Update of ETA, Search Funds, HoldCos

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In case you missed out on our last episode, please find it here.

Today’s Rundown

  • The holdco conundrum

  • Search fund boardroom toolkit

  • Beyond the search fund hype

  • Search funds became quietly professionalized

  • 2 deal / launch announcements

Database Overview

Get access to our two databases of +400 search funds and +380 search fund investors as a premium subscriber.

Weekly Highlights

  • Cape May Wealth published a piece on the holdco conundrum:

    • A holdco offers permanent capital, no forced exits, and expense pass-through at the holding level, which is attractive to GPs - but from an LP perspective, indefinite lock-ups, lack of redemption, and unclear liquidity often reduce flexibility versus standard 10–15 year PE fund lives

    • Cost structure is a major risk; unlike capped 1–2% management fees in funds, holdco-level expenses (salaries, offices, deal costs) are uncapped and can materially consume early cash flows, especially when portfolios are small - eroding EBITDA before any multiple arbitrage can matter

    • Long-term compounding and synergies are overstated in practice as most holdcos acquire stable, slow-growth businesses, where value creation is front-loaded in the first 2–3 years; beyond that, incremental growth after costs is often weak, making sell-and-reinvest more attractive than permanent hold

    • Multiple expansion is fragile and can reverse since public-market corrections (e.g., post-2021) can cause listed holdco comps to trade at lower multiples than private targets, breaking the expansion thesis and leaving acquirers unable to justify entry prices; many public holdcos trade at persistent discounts to NAV

    • For aspiring GPs without exceptional reputation, holdcos are often the hardest structure to fund; more “market-standard” paths - single-platform MBOs, deal-by-deal independent sponsor models, or traditional funds - typically offer higher fundraising success probabilities, clearer governance, and better LP alignment than exotic, founder-friendly holdco structures

  • Richard Augustyn, an experienced serial entrepreneur, shared a search fund boardroom toolkit:

    • Board effectiveness is deteriorating as the search fund ecosystem scales

    • CEOs report needing more coaching, while experienced directors are overstretched and newer directors lack training - eroding trust and performance that historically defined search fund boards

    • High-performing search fund boards are intentionally small and skill-balanced, typically 3–5 members, blending operators, investors, and selectively experts or locals, with clear role coverage (e.g., lead director, veteran, emerging director, confidant) rather than symbolic seats

    • Being a director is a material commitment of ~80–120 hours per year, including quarterly formal meetings (at least two in-person), monthly or biweekly CEO check-ins, and hands-on follow-through (introductions, sales comp design, hiring guidance)

    • Board discipline and preparation drive value as best practice includes distributing materials 7+ days in advance, focusing meetings on decisions and strategy (not reporting), reviewing full financials vs. budget and prior year, and holding non-executive sessions to deliver structured CEO feedback

    • Strong boards institutionalize accountability and renewal, with quarterly CEO feedback, annual formal performance reviews, annual board self-assessments, and term limits - treating governance as an evolving system rather than a static structure

  • Agame Search Fund, a search fund investor, shared their opinion on beyond the hype: why Yale’s search fund study matters for serious investors:

    • Yale’s study of ~1,200 search fund investments and $700M+ deployed capital reports a 2.5× weighted-average MOIC, materially below the 4.5–5.0× figures often cited from Stanford - because Yale measures actual investor experience, not deal-level outcomes that assume participation in every home run

    • Search fund returns are dominated by idiosyncratic (operator) risk, not market beta

    • Portfolio outcomes hinge on CEO execution, and missing even one top-decile performer can dramatically depress overall fund returns

    • Capital inflows have intensified competition, with roughly $1B of new capital entering the asset class every ~3 years, diluting talent and eliminating the early-era advantage of simply “buying stable businesses cheaply”

    • Sustainable upside now requires active value creation, not passive ownership; to achieve the model’s 3–5× target outcomes, investors must help CEOs professionalize sales, upgrade systems, and selectively execute M&A - “alpha” has shifted from entry price to post-close execution

    • The consistent driver of outperformance is high-touch mentorship because top outcomes correlate with investors spending time, judgment, and operational support during crises, reframing search as an active partnership rather than a passive capital allocation exercise

  • José Moreno, managing director of search fund investor AIJ Global on 2025 – the year search funds quietly professionalized:

    • 2025 marked a structural step-change in professionalism as valuation multiples stabilized for the first time in ~4 years, interest rates forced tighter capital discipline, and QoE became non-negotiable even for sub-$5M EBITDA deals, signaling institutional-grade underwriting moving downstream

    • Search went global at scale; nearly 30% of funded searchers now operate outside the U.S. & Western Europe, targeting fragmented markets with better pricing - ~5.1–7.1× EBITDA in Asia-Pacific vs. 6.5–8.5× in the U.S. - especially in healthcare services, BPO, niche manufacturing, and maintenance-heavy sectors

    • The “MBA-only” searcher profile faded as 2025 saw a surge in mid-career operators (10–15 years experience) and industry specialists, enabling more complex deals, higher use of earnouts and seller rollovers, and comfort buying larger, operationally nuanced businesses

    • Capital structures converged toward micro-PE; self-funded search grew meaningfully, syndicated equity became standard, and family offices increased allocations; average leverage moderated to ~4.1× EBITDA, improving deal certainty and making searchers more attractive sellers’ counterparts than traditional PE

    • Tech became table stakes, not an edge: 68% of investment firms now use AI for sourcing and market analysis, automated QoE cut diligence timelines by 25–40%, and real-time operating dashboards reshaped first-100-day execution - making speed, data quality, and precision the new baseline for competitive searchers

Deal / Launch Announcements

  • 🇬🇧 Maple House Capital, a search fund managed by Innocent Udia, acquired Millenium Site Services, an engineering, repair, maintenance, and painting services business in the rail industry (link)

  • 🇮🇹 Star First Partners, a search fund managed by Alessandro Conti, acquired Olistika, a super-premium pet food company (link)

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