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Outlier Outcomes Part 3 — Good Positioning and a Favorable Tailwind Sector

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When it comes time to leave your company, you want to do it not only profitably, but admirably, right? You not only want top dollar, but you want the fruits of your labor to be recognized, appreciated, and rewarded—above that of the competition. What you’re looking for is a coveted “outlier outcome.”

This is Part 3 in our Outlier Outcomes series. By way of review, let’s look again at how to achieve this phenomenon with your exit. For this to occur, you need exit velocity where the following Outlier Outcomes characteristics are met. When these are in place, the performance of your company on the sales block is most likely to outstrip that of your peers.

In summary, Outlier Outcomes typically have:

  • A highly differentiated offering or Unique Value Proposition (UVP)
  • Historical revenue growth above peers (sales and marketing performance)
  • Historical EBITDA growth/margin above peers (financial and profit performance)
  • A fully staffed and capable management team that will stay after closing of a transaction
  • Defensible growth and expansion plan that the company has invested in
  • Good positioning and story compelling to investors
  • In a good tailwind sector (ICP identified, and markets poised for additional growth)

In this post, we will discuss the final two points above.

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Good Positioning

There is an M&A axiom that has been the mantra of many: “Companies are bought, not sold.” At JD merit, we believe we must proactively turn this axiom around to, “Where Companies are SOLD, not BOUGHT!

This is where Merit Investment Bank shines! Owners are often too close to the day-to-day operations of their company to fully craft a compelling messaging to buyers and potential investors about its position. We believe getting a company’s key differentiators and positioning correct is a core competency of a successful I-Banking team, and an oversized element of success in achieving a sale.

You need a team that can accurately assess:

  • Is the story compelling to investors?
    • Can owners tell their story well or do they need help and coaching?
    • Is the messaging focused on the past AND future in the correct proportions?
    • Does the company’s positioning fit with buyers?
    • Can the messaged be crafted with relevance to each potentialbuyer, so they see the unique maximum value to them?
    • Does your banker know enough, or learn enough, about the buyers’ pain points and synergies to move some of those over to the seller’s side or the ledger by understanding buyer’s post-transaction economics? Being able to assess the true value of your firm to the buyer’s strategic growth plans is key to getting an outlier outcome.
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Catching a Favorable Tailwind

Is your company in a good “tailwind” sector?

“Headwinds” and “tailwinds” are both ways of describing extrinsic or macro phenomena that affect a business in its operation or performance. This terminology has its roots in important weather phenomena for ships at sea: a headwind can make a ship’s progress difficult or downright impossible, and a tailwind makes it easier by propelling the ship forward at increased speed.

Most of the time, the circumstances causing these conditions in a particular sector are out of a seller’s hands. While we can’t always control macro-economic forces, by staying focused on Differentiation, Innovation, a strong sales process, great financial data and reporting, and a fully baked Growth plan, your company can overcome even difficult sector headwinds.

By having these six factors in place, you will invariably be ahead of your peers within the sector. If you have a defined ICP and are well positioned due to your past investments, your company is likely to be purchased in any market, and with an outlier outcome.

So, here’s to your best exit and an Outlier Outcome!

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We hope you’ll reach out to discuss the best path for your company to grow or build generational wealth through the recapitalization or sale of your private company.

Click here to check out part 1 of the Outlier Outcomes series: https://meritinvestmentbank.com/outlier-outcomes-part-1-differentiation-and-growth-rate/

Click here to check out part 2 of the Outlier Outcomes series: https://meritinvestmentbank.com/outlier-outcomes-consistent-profitability-defensible-pro-forma/

253-370-8893 | Craig.Dickens@meritinvestmentbank.com | @MandAexit

Craig Dickens, CEO Merit Investment Bank

Craig is responsible for setting the firm’s vision, creating a culture of boutique personalized service, and recruiting experienced investment bankers to build the Merit Investment Bank team nationally and internationally. Mr. Dickens has advised many leading companies and participates on several middle-market company boards.

Having participated in every kind of business dynamic from start-up to IPO, merger to dozens of acquisitions in his own entrepreneurial career, Mr. Dickens serves clients by guiding them to strategic growth, business optimization, and profitable exit. Merit Investment Bank is a leading boutique investment bank focused on entrepreneurial middle-market companies. Merit Investment Bank executes sell-side M&A, buy-side M&A, capital advisory services, debt and equity capital raises, corporate finance, and valuation services. www.meritinvestmentbank.com

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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