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Assembling Your Dream Team for a Successful Exit

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The difference between no outcome and a great outcome in selling your business lies in your preparation as an owner, supported by your key advisors—your “dream team.” Those who prepare well by filling in gaps and maintaining value acceleration throughout the deal will disproportionately win in the M&A game.

Doing this right requires careful planning, starting years in advance, to align financial reporting and operational strategies with market expectations. It also means having that dream team assembled long before you’re actually selling. Getting started early ensures you can sell your business smoothly and at its full value, as mistakes down the line can be time-consuming and expensive to fix.

After all, how many years did you just spend starting it? How many risks did you take? Don’t make the mistake of thinking you can suddenly decide to head for the door within six months, and have it go well.

To avoid issues, start getting your business’s legal and financials in shape for sale about 2-3 years in advance. By teaming up with the right experts, you can maximize the return from your exit (if you even decide to exit at all, or just step back). Let’s take a closer look at the different people you should have in your corner when you want to start planning an exit.

1. M&A Attorney

Start 2-3 years before desired exit

An M&A attorney is indispensable for navigating the complex legal landscape of selling your business. They’ll help you get your legal house in order, including due diligence and ensuring all legal documentation is up to date and compliant. This process should ideally begin two to three years before you plan to exit to allow enough time to address any legal issues that might arise.

2. CPA

Begin 2 financial years ahead

A Certified Public Accountant (CPA) will be needed two financial years before your exit. They will assist in reviewing and upgrading your financial statements from compiled to reviewed, or from reviewed to audited. This step enhances the credibility of your financial information in the eyes of potential buyers.

Additionally, a CPA can help you clean up personal expenses that have been run through the business and analyze margins by product and line of business, ensuring that your financials are as attractive as possible to buyers.

3. Investment Banker

Consult 1-2 years before sale

An investment banker plays a pivotal role in understanding the market value of your business and identifying value gaps. They can advise on where to focus your efforts and expenses to enhance the business’s value and ensure it aligns with your exit goals.

Get some recommendations on options from your M&A lawyer and CPA. From there, selecting the right banker involves interviewing multiple candidates to find one that understands your industry and has the right connections to potential buyers.

4. Value Enhancement / Acceleration Consultant

Engage 2-3 years before exit

This consultant will guide you in maintaining upward momentum in your business’s growth and value. They’ll help de-risk the business and capture intangibles that make your company more attractive to buyers. Companies that are growing rather than remaining stagnant are more likely to secure a deal and at a higher price.

5. Expense Reduction Analyst

Engage 2-3 years before exit

Bringing in an expense reduction analyst can significantly increase your EBITDA (earnings before interest, taxes, depreciation, and amortization) by identifying and cutting unnecessary expenses in up to 25 categories, such as technology, telecom, and insurance. Every dollar saved is multiplied in the business’s valuation, making this a high-impact area for increasing the sale price of your business.

6. Wealth Manager

Consult early in the process

A wealth manager will help you understand if the sale of your business will provide the funds necessary to meet your personal financial goals. They use tools like Monte Carlo simulations to forecast the likelihood of achieving your post-sale objectives, including lifestyle, travel, and philanthropy, ensuring the sale aligns with your broader financial planning.

7. Estate Planning Attorney

Begin planning 2-3 years in advance

An estate planning attorney will help you manage the proceeds from the sale in a tax-efficient manner. This includes setting up trusts and other structures to protect your assets and minimize tax liabilities, ensuring that your financial legacy is secured for the future.

8. Coach

Engage concurrently with other advisors

This role can also be filled by the value enhancement consultant, but either way they should focus on building your leadership team and planning for succession. They ensure that you and your team are mentally and emotionally prepared for the transition, which can be one of the most challenging aspects of selling a business.

Procrastination is expensive when planning an exit

By assembling this team well in advance of your planned exit, you’ll position your business to maximize its value and ensure a smooth transition to its new owners, as you step into retirement or whatever is next.

To find out more about planning your exit, book a call with a senior professional at Merit who can help you determine the best path forward. Our team is composed of seasoned investment bankers and advisors who not only understand the intricacies of financial markets but also have a deep empathy for the entrepreneurs and business owners we serve.

Merit Investment Bank, a leading middle market investment bank, with a specialization in building products, is honored to have served as exclusive advisor to VaproShield (“VaproShield”) in its sale to (Muncaster Capital.)

by: Merit Investment Bank

SEATTLE – October 31, 2025 – PR.com – Merit Investment Bank (“Merit”), a leading middle-market investment bank with deep expertise in the building products and construction materials sector, is pleased to announce that it served as the exclusive financial advisor to VaproShield, a premier manufacturer of high-performance air and water barrier systems, in its sale to Muncaster Capital, a privately held investment company based in Texas.

This strategic transaction represents a significant milestone for VaproShield, a recognized innovator in the building-envelope industry. For more than two decades, the company has pioneered the design and manufacture of high-performance, vapor-permeable air barrier (AB) and water-resistive barrier (WRB) membranes and accessories. Through its commitment to research, sustainability, and customer-focused innovation, VaproShield has become a trusted partner to architects, builders, and developers seeking to enhance energy efficiency, moisture control, and long-term building performance.

“The sale of VaproShield shows what’s possible when visionary founders create real value and plan strategically for an exceptional exit,” said Craig Dickens, Chairman of Merit Investment Bank. “We were honored to help align the company with the right partner, culture, and capital for its next stage of growth. This milestone reflects years of innovation, discipline, and thoughtful preparation leading to an outstanding outcome.”

The acquisition by Muncaster Capital, am ESOP, will provide VaproShield with additional resources and strategic backing to expand operations, accelerate innovation, and strengthen its presence in both domestic and international markets. Muncaster’s long-term investment philosophy aligns closely with Vaproshield’s mission to deliver environmentally responsible, high-performance solutions to the construction industry.

“VaproShield has built an exceptional brand through innovation, sustainability, and performance,” added Chris Barnes, Managing Director at Merit Investment Bank. “It was a privilege to advise such a forward-thinking team whose commitment to excellence andcustomer trust has made them industry leaders. This transaction delivers a strong outcome for shareholders and positions VaproShield for its next phase of growth.”

Legal counsel for the company was provided by Holland & Knight LLP. Merit extends its appreciation to Stephen McKay and the firm’s M&A team for their seasoned legal guidance and support throughout the transaction, ensuring a smooth and efficient closing process.

The company was also advised by Baker Tilly US, LLP. Merit acknowledges Preston Smith, Director – Transaction Advisory, and Michael Hurst, Partner – Tax, for their expert guidance and transactional support. Their technical insight and professionalism were instrumental in achieving a successful closing.

About the Buyer

Muncaster Capital of Texas, Inc. is a privately held holding company based in Ennis, Texas, primarily associated with the building materials and protective coatings industry. Established in 1986, it serves as the parent company for Polyguard Products, a leading manufacturer of high-performance barrier systems, air and moisture membranes, and protective coatings used in construction and infrastructure projects.

Muncaster Capital oversees operations focused on innovation, sustainability, and long-term business growth within the building-envelope sector. As a mid-sized, family-owned enterprise, it plays a strategic role in managing assets, guiding corporate development, and supporting Polyguard’s mission to deliver durable, energy-efficient solutions to the construction industry.

About Merit Investment Bank

Merit Investment Bank is a leading boutique investment bank focused on serving founder/family-owned middle-market, technology-forward companies. The firm principally executes sell-side M&A, as well transactions with specific emphasis on the building products technology, infrstructure, consumer, and manufacturing/distribution/industry 4.0 sectors.

In addition, Merit offers services including buy-side M&A debt and equity capital raises, restructuring advisory, business valuations, and project financing.

Securities offered through Finalis Securities LLC, Member FINRA/SIPC. Merit Investment Bank and Finalis Securities LLC are separate, unaffiliated entities

Contact:

Craig Dickens, Chairman

Merit Investment Bank

Craig.Dickens@MeritInvestmentBank.com

253-370-8893

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