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Complexity Hides Fragility: Losing a $20m Business | Joe Odell Interview

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BuyerJoe Odell and Jess Patterson
TargetPharmacy Specialists
Industryhome infusion
Year2021
Deal typeSearch fund
Priceapprox. $26M
OutcomeShut down
Lossnot stated

The one thing to remember

If a business is complex, underwrite what can break with one outside decision before you decide how much debt it can carry.

What happened

Joe Odell and Jess Patterson, a partnered traditional search fund team, bought Pharmacy Specialists, a home infusion pharmacy with about $20 million of revenue and roughly $4 million of EBITDA. According to Joe, the business looked attractive because it served necessary healthcare needs, had multiple service lines, and seemed to benefit from home-health tailwinds. After closing, cash tightened quickly, a key sales-rep loss and duplicated patient data undermined the revenue base, and later a manufacturer reimbursement change removed about $2 million of EBITDA. With about $16 million of debt and more than $200,000 per month of debt service, the company could not survive the volatility. The board declined to put in more money, the doors were closed, and the business was handed to the bank for wind-down or liquidation.

Who's telling it: Joe Odell, the buyer and CEO in a partnered traditional search fund This is Joe Odell's buyer-side account; the seller, bank, employees, patients, and investors are not heard directly.

Timeline

  1. Thesis

    Joe and Jess wanted to buy a home-health-adjacent business benefiting from aging-population and home-health tailwinds.

  2. Sourcing

    They found Pharmacy Specialists, a brokered home infusion pharmacy deal with clean rooms in Dallas and Houston.

  3. LOI

    They underwrote about $20 million of revenue, just over 20% EBITDA margins, and paid about 6.5x EBITDA.

  4. Due diligence

    The buyers performed healthcare diligence, including a costly Marwood study, but did not catch several operational and revenue-quality problems.

  5. Financing

    The acquisition used about $16 million of debt, including traditional debt and a seller note.

  6. Closing

    The deal closed around December, and the buyers began taking control of systems, processes, and corporate controls.

  7. Operations

    Within weeks, cash was tight; January insurance recertification, an undisclosed sales-rep issue, duplicate patient counts, and drug reimbursement issues created a severe first-year crisis.

  8. Operations

    The company recovered by the fourth quarter of the first full year and returned to roughly a $4 million EBITDA run rate.

  9. Operations

    A later cardiology reimbursement change removed about $2 million of EBITDA, forcing layoffs, office closure, and a pivot toward other service lines.

  10. Exit

    After a final sensitivity review showed margins could break the rescue model, Joe recommended not taking more investor money, and the company closed and was handed to the bank.

stage where a mistake was made

What went wrong 7 issues

fatal Too much debt

Too much debt for volatility

The acquisition was financed with heavy leverage because the business looked stable and high-margin. When EBITDA fell, the company could not service the debt even though Joe says it was still technically profitable.

Mistake made at Financing → showed up at Operations

“It just couldn't survive the debt load it had.”

Warning signs

  • The deal used about $16 million of debt on roughly $4 million of EBITDA.
  • Debt service later ran about $200,000-plus per month, leaving little room for reimbursement shocks or cash delays.

How to prevent it

  • Before closing, the buyer and CFO should size debt against a downside case where EBITDA is cut in half and cash collections slow for 60 days.
  • At financing, the board should require minimum liquidity reserves and a monthly debt-service coverage test before approving senior debt plus seller debt.
  • At LOI, the buyer should trade a lower price or more equity for less fixed debt service if the business has reimbursement or supplier concentration.
fatal Other

Hidden supplier pricing exposure

A cardiology drug manufacturer cut its AWP-like price by about 90%, which directly reduced reimbursement in home infusion. That single outside decision removed about $2 million of EBITDA and Joe called it the beginning of the end.

Mistake made at Due diligence → showed up at Operations

“long story short, it cut $2 million in EBIDA out of the business.”

Warning signs

  • Cardiology was about one-third of revenue but about half of EBITDA.
  • One major manufacturer drove much of the cardiology profit, and reimbursement was tied to that manufacturer's AWP-like price.

How to prevent it

  • During due diligence, create an EBITDA-by-drug and EBITDA-by-manufacturer table and flag any single manufacturer or drug family that can change total EBITDA by more than 10%.
  • Before financing, have a healthcare reimbursement specialist explain the exact pricing formula, including AWP exposure, for every top product line.
  • At investment committee, require a written answer to: 'Which one outside party can cut EBITDA materially with one decision?'
major Misrepresented financials

Undisclosed sales rep loss

According to Joe, a non-disclosed issue involving a departed sales rep caused the company to lose about 20% of revenue over three months. The buyers had underwritten a larger business than the one they effectively received.

Mistake made at Due diligence → showed up at Operations

“us to lose about uh 20% of the revenue of the company over a 3month period. Um a non-disclosure issue”

Warning signs

  • A single sales rep had relationships tied to roughly 20% of revenue.
  • The departure occurred before closing, but the buyers say they did not learn about it until afterward.

How to prevent it

  • Before closing, require a seller bring-down certificate confirming no key salesperson, referral source, or customer relationship has been lost since diligence began.
  • During diligence, tie revenue to individual sales reps and referral sources so the buyer knows which employees control major revenue streams.
  • At closing, hold back enough purchase price in escrow to cover undisclosed departures or referral losses discovered within the first 6-12 months.
major Due-diligence gaps

Bad patient-count data

The buyers relied on patient count as a leading indicator of revenue growth. After operating the business, Joe found duplicate patient records across locations, turning expected growth into slight decline.

Mistake made at Due diligence → showed up at Operations

“we have this projection of growth. It's actually not growing. It's actually slightly declining once I ddup all that stuff.”

Warning signs

  • Revenue was stagnant while reported patient count appeared to be rising.
  • The second location had duplicate patient accounts that were hard to de-duplicate.

How to prevent it

  • During diligence, reconcile patient census reports to unique patient identifiers, billed claims, and collected revenue by month.
  • Before signing, require the seller to explain every duplicate patient account, location transfer, and census-number change.
  • Do not use patient-count growth in the model until the buyer's diligence team can reproduce the metric from raw billing data.
major Due-diligence gaps

COVID hid slower growth

The buyers believed historical growth could continue after COVID. Joe later said the company was not actually growing at that speed and COVID had hidden that fact.

Mistake made at Due diligence → showed up at Operations

“we had grown 20% prior to CO. So why wouldn't it make sense that they'd continue to do that after”

Warning signs

  • The company grew from $15 million to $20 million during a period that included 2020.
  • Joe later said COVID made it hard to tease out the real run rate.

How to prevent it

  • During diligence, separate COVID-era volume from recurring demand by month, referral source, payer, and therapy line.
  • Before valuation, build the base case from post-COVID run-rate data rather than assuming pre-COVID growth continued.
  • Have the board review a no-growth case and approve the deal only if returns and debt service still work without continued 20% growth.
major Operational problems

Working capital was too thin

The company entered ownership with just under $2 million of working capital. Cash became tight within weeks, then worsened when January insurance recertifications delayed billing and collection.

Mistake made at Due diligence → showed up at Operations

“started with just under $2 million in working capital. Uh looking back, not enough.”

Warning signs

  • The business had insurance recertification every January, delaying billing and collections.
  • The acquired company had been paying bills immediately, which used cash faster than necessary.

How to prevent it

  • Before closing, build a 13-week cash-flow model that includes January insurance recertification, authorization delays, AR collection timing, and vendor payment terms.
  • At financing, secure a revolver or cash reserve sized for at least one full recertification cycle with little or no billing.
  • In the first 30 days after close, the CFO should reset vendor payment terms, monitor daily cash, and report authorization backlog weekly.
major Poor strategic fit

Complexity exceeded buyer experience

Joe and Jess bought a highly complex home infusion pharmacy without deep prior experience in that exact niche. Joe's later view was that complexity can hide fragility unless the buyer has enough industry experience to see the real risks.

Mistake made at Thesis → showed up at Operations

“frankly because we didn't know the industry well enough, how are we able to tease that out truly and know it?”

Warning signs

  • The business involved clean rooms, pharmacy compounding, home infusion logistics, payers, reimbursement rules, manufacturers, and specific drug codes.
  • The buyers were new to healthcare operations and learned key reimbursement dynamics only after owning the company.

How to prevent it

  • At thesis stage, reject highly regulated niches unless the CEO, partner, or operating executive has direct experience in that exact niche.
  • During diligence, give an industry operator veto power over the deal if payer, manufacturer, or reimbursement risks cannot be explained simply.
  • Before close, install a reimbursement and gross-margin monitoring process with named owners and weekly review cadence.

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Thesis

LOI

Due diligence

Financing

Closing

Operations

#search fund#healthcare#home infusion#debt#supplier concentration#due diligence#working capital#reimbursement

Transcript 2431 lines · 17110 words · auto-generated captions

Joe Odell, welcome to Acquiring Minds.

>> Why, thank you, Will.

>> Joe, we're going to hear the painful

story of your acquisition today and how

you are recovering now, landing on your

feet. Uh, you and I have been in touch

for some time and I cornered you at

McGuire Woods in Dallas and and asked

you in person. Uh, and you finally

relented. We thank you for for doing

that. These hard stories are among the

most valuable. So, thank you very much

for saying yes, Joe. Where does your

story with search begin?

>> I grew up in a small town um with a

super bluecollar background. Uh I think

that's kind of key here because it it

there's this this sense of me trying to

uh just make something of myself as best

I can over the years. Uh worked in a lot

of bluecollar. Uh grew up with my my

family doing tractor services. Uh, I

have memories of, you know, with a

shovel digging out septic tanks and

stuff like that. Um, anyways, uh, ended

up in the military eventually and, uh,

got married. When I got married, I had

this moment where I realized, man, I

want to make more money and try to be

home somewhat. That would be great. Um,

having kids and everything. So, my my

oldest son who's 13 um now he was just

born and uh I told my dad, "Dad, I want

to I want to move home and and figure

out how to make $100,000 someday." That

was my big dream back in 2012.

And uh my dad said, "Joe, if you do

that, you'll be on a whole another tax

bracket." And that's when I realized I

need to stop taking financial advice

from my dad. Great man, bad financial

adviser. Um [laughter] but but yeah, I

ended up moving home in my parents

double wide trailer. Um started going to

school with my GI bill. I was I was

enlisted in the military, so didn't have

my undergrad yet. Had two years already

done, but started doing night school to

finish my degree.

Uh working for free at a consulting

company. I I heard they could make good

money. So I did that for a few months

and they felt bad. Started paying me 10

bucks an hour. But by the end of that

first quarter, I was their top sales rep

doing consulting for Bay Area tech

companies. I was really an SDR at that

point doing cold calling. Um, ended up

doing a lot of cold calling over the

years and uh, worked my way up through

that company, small boutique group, 60

employees, head of business development,

consulting after about four years and

uh, was signing contracts with Google

and Red Hat. I was so redneck at that

point. Um, I drove an F350 diesel and

parked it on the Google uh, uh, Google

campus between a Prius and a Tesla. Uh

that was like 2015 2016. So um it it was

a very interesting time and period. Uh

merging in traffic in the Bay Area and

F350 is very easy. Just let me tell you

uh people move out of your way. Anyways,

[laughter]

um

>> Joe, you're the you're the Yeah, you're

the truck in that parking lot that

everyone's like, "Who whose car is this?

>> What is this?" Yeah. Anyways, [laughter]

I eventually sold that.

Joe. And so, uh, are you from

California?

>> I am. I'm from about three hours north

of the Bay Area. So, it's called

Reading, California. It's near the

Oregon border. Very well, beautiful

area.

>> Um, but yeah,

>> it's kind of the the biggest town along

the border there. Or Eureka. Reading and

Eureka, right?

>> Yeah. Eureka is right on the coast. Uh,

and Reading is about two hours inland of

there. Um, it's Sacramento River Valley.

So, it's really where the Sacramento

River begins. Um, is is up there in the

mountains. in town called Mount Chasta,

but beautiful area. And so that that's

actually uh you know, I got a a degree

for teaching um up there at Simpson

University. And uh by the time I got my

undergrad, I was already making double

starting teachers pay. My wife had quit

working. Uh it was like 2016, I think,

and uh we'd had a third kid and I'd

bought a house. I'm like, I'm not going

to be a teacher. I don't think I think

I'm I think I'm in business. And uh

>> And how much were you making? I was

making just either right at or just

under 100K. I'd hit my target of of

making about 100K or so. So, well,

>> and you had a bought property in the Bay

Area.

>> No, no.

>> In Reading. So, I was up in Reading.

>> Mhm. I was living in Reading and

consulting down in the Bay Area.

>> Ah. Uh, okay. Because you were living at

your parents. Yeah. As you said,

>> and I bought a house nearby. Yep.

>> I see. But when you showed up to the

Google parking lot, that was on the

occasions when you'd be you'd drive down

to

>> once every other week. Yeah.

>> Gotcha. Gotcha. Okay. Okay. Great. And

did you tell your dad you made 100

grand?

>> I did eventually. He's very proud of me

by the way. I made it. [laughter]

>> Even though you're in a new tax bracket.

>> We figured it out. We I walked through

our tax brackets work with them. I'm not

a tax guy, but I knew enough at the time

to know it was bad advice.

>> Yeah.

>> Okay. Okay. Great. All right. Pick us

up. 201617.

>> Yeah. So around that time, I'd said to

my wife, I still have tears left in my

GI bill. I should get an undergrad or

sorry, a master's in business. And I had

had several friends go through different

programs and somebody I knew had

actually done the the Berkeley program

and uh I mentioned my wife and she

laughed um because she's like you're not

getting in there. So long story short, I

applied on a whim in a very short time

frame last minute took uh the GMAT and

uh passed all of it somehow uh with

great scores. I've always been a good

test taker, but um great job.

>> Yeah. Anyways, got in and uh was kind of

just blown away um right away from from

the systems process things that I was

learning. You know, I knew the go to

market side of things. I'd learned that

on the fly with a consulting group, but

everything else business, finance, uh

you know, large parts of operations, HR,

uh all of that was brand new to me. And

so, business school was my opportunity

to really get exposed to the other parts

of the business. um you know I could

manage a very muted P&L at the time

because it was you know really just

consulting fees and labor um that I was

I was handling at the time. So, uh, fast

forward a few months into school and

taking a class called New Venture

Finance, uh, had a guest speaker come in

and they were a traditional searcher

from about seven years prior and, uh,

had bought out their investors and were

owning and operating the company on its

own. Was very, very successful and I

can't remember his name right now. Uh,

but I can look it up and get it to you,

Will, cuz I knew I was gonna ask.

>> I knew it. [laughter]

>> What was the business? Do you remember

that?

>> It was a manufacturing uh, company.

Yeah, I remember that up in Washington

State. I think Trilogy was was very

connected with them.

>> Um, if I'm remembering right.

>> Um, so in the middle of that class, so

I'm on Slack, this is now 2019,

>> and I said to the group uh while he's

talking in the middle of the the

speaker. Don't don't look bad at me for

for you know, I'm sorry, but I was in

middle class typing this. Yes,

>> you weren't the only one, Joe. It's okay

to multitask in a lecture. Most people

do

was did anyone [snorts] else just find

out what they want to do with the rest

of their life? Like that was literally

my first take when I heard what search

traditional search was specifically. I'm

like, you've got to be kidding me. This

doesn't seem real, right? Growing up,

blue collar growing up and just,

>> you know, working for free to get my

foot in the door in a white collar job

for once. Um to the point where I'd

worked so hard and you're like, someone

just write a check to have you search

and look for the company to buy? Like

this sounds crazy. Um how hard is this

to get into? And so I I started just

kind of spending all of my time and

energy. You know, eventually 2020 hit.

Uh we're still in school. We're

finishing school at the end of 2020 uh

due to some delays and and everything

going on with with CO. And uh by the end

of that last semester of 2020, I was in

a class called uh opportunity

recognition and I recognized the

opportunity and I skipped that class and

went and met with search fund partners

[laughter]

in the middle of class

with my partner Jess. So I end up taking

a partner from class uh which was Jess

Patterson. Uh her and I had connected

well over the the time of uh of school

and uh she's a CFO by trade. So really

marrying my background with you know

sales, marketing, go to market strategy

and and hers with operation sales and

HR. Um no, sorry, operation sales,

operation finance and HR. And so really

marrying those two together felt like a

great uh fit. Uh had really good culture

alignment and uh vision alignment. what

we're what we're looking for and trying

to achieve. Uh but we were very agnostic

as we started going through the process

of identifying an industry to search and

buy from. Um part of that actually made

it difficult to raise capital. Uh

because um you you'll have the different

investors out there that really are

looking for hey where are you from? I

want you that to be where you're going.

And some that are more traditional in

the sense of hey tell me a good story

about why you can operate in this

industry and we're open to it. And so

that's really the the two things uh that

you see in tandem. My background for the

last several years have been in tech and

everyone wanted me to stay in tech. Um I

was trying to get out of tech though and

uh

>> now that we're seeing well I I would

love to say well I saw AI coming but um

that's not true at all. [laughter]

>> Um not that that's uh 100% a problem at

the moment but it's becoming something

you definitely have to contend with. But

at the time, um, as a sales guy, product

market fit was is the most irritating

thing in the world because you spin up a

sales team, you go to market and do

strategy, and then and you're like,

well, actually, our software doesn't

actually fit what the market needs. And

so, you have to reset

>> and the sales team gets wiped out,

marketing gets wiped out, and you go

back to an engineering base and slowly

just try and bring revenue again. And as

being a consultant for that period of

time, that means, you know, they maybe

keep one sales guy and everyone else is

gone. So the consulting consulting team

is gone at that point. So I just hated

uh I wanted to get into a business that

I could just just help grow because that

was really my my focus and background

was helping companies grow. And so I

wanted to get in an industry that had

that figured out already. And so you saw

tech I mean because the idea would be

that you would have bought a business

even if it were a tech business that had

some product market fit already and was

going to have durability of revenue but

your your your notion was that tech in

general just has this kind of inherent

feature where it's it's more off it's

it's more dynamic. It's being disrupted

more often. You can never really rest on

your laurels with your offering.

>> One big check from a VC and some your

your competitor passes you up, right?

And that's kind of one of the things

that I just I didn't want to deal with

anymore and really wanted to focus on on

something that um you know allowed u

allowed us to have more of a a zero sum

game when it came to you know big big

dollars getting forced into the

industry. Uh at least that that's what

was the notion at least.

>> What about your bluecollar background?

Were you attracted to bluecollar

businesses? That is that is an asset in

ETA.

>> Definitely. And and that was something

um we looked at the first thing we're

looking at was security. Um, uh, I would

call that a combination of IT and

bluecollar. You're dealing with a lot of

bluecollar folks, uh, home services, uh,

some commercial, but you're you're

dealing with the security aspect. I

think that market's been picked over

pretty heavily, though, so finding

something at an ideal multiple is tough.

Um, you did a couple onsites, couple

meetings here and there, but long story

short, um, you know, I think a really

boring business is very attractive at

this point. uh because I I went with

really complicated and as we get further

into my my my deal

>> and complication costs you a lot of

brain power um and just is a whole

another risk on top of everything else

right

>> um [clears throat] so you know I think

uh one of the lies that we told

ourselves uh when we started our search

um we and just timeline wise it was 20

uh 21

uh March of 2021 that we actually

launched our search finished our and all

of that. And one of the the bad uh takes

we had was that there's a lot of money

being made in complicated businesses.

That was that was a statement we had

made a few times.

>> Um and although that can be true, uh

that's not always true. And what

complicated businesses are just like

debt, yes, there's a moat, but there's

also uh a ton of risk just like debt,

right? It just means you're closer to

the knife's edge. Um because you know in

technical businesses for instance

software can be that way right it's

complicated business a lot of times.

>> Say a little bit more about your and

Jess's decision to partner.

>> Was it just um you know better to

partner than go this alone and we have

complimentary skills and we have some

trust built up over our being you know

both in the NBA program for a couple

years together sort of thing.

>> Um yeah

>> she she was the one person to respond to

your Slack message.

>> She she didn't respond. Everybody else

thought I was crazy. Um,

>> oh,

>> but uh a few months later I I started

reaching out to all the the financial

background people because for me, you

know, kind of going through my process,

I I took every finance class I could in

school. But that was my first experience

with finance. Um, that was it in in

school. And so I knew if I was going to

go traditional route, which I have a

wife that's very riskaverse, so I'd

mentioned the self-unded route and she

laughed me out of the room. Uh but

[laughter] uh when I when I went through

the and now she's showing herself to be

very smart and wise uh but the the

traditional route offered that idea of

coaching mentorship and we definitely

got that I would say you know even with

our our story that we get into here in a

bit but um we we got a lot of those

pieces um but that that was kind of what

I was looking for and so if I was going

to go the traditional route I knew I

needed stronger financials and me

building model, especially at that

stage, was non-existent. Um, so I really

needed to to focus on, okay, well, that

means we're going to have to go over

after a big bigger business as well and

uh get get Jess or somebody like her on

board with this crazy plan, which uh

feel like financial people to get on on

board with this plan to be tough uh

especially because they're a lot of

times riskaverse, right?

>> So you you kind of recruited her. You

pitched her. Yes, I was I was uh

definitely the engine uh trying to drag

someone along with me.

>> And what what did your pitch sound like?

>> Hey, had this crazy idea. Um and I'm

looking for someone to partner with. Uh

and you know, she was one of three

people I talked to in our class. Uh one

of the other people I talked to actually

end up searching and and acquired a

company, a software company. Um 11

software. It's Hannah and and Alex.

They're classmates of ours that also

paired as a part of this process. um

which was which was great, but really

just kind of hey values alignment. And

so for Jess and I, we both had a lot of

uh alignment of we're not coming from a

lot. And so taking down a a business and

being able to um operate it and get the

the experience and knowledge and

hopefully a good, you know, financial

outcome, like we're not going to if we

have the opportunity to sell it for a

win for the the the investors and we

take home a million dollars each, we're

going to be okay. Like that's a that's a

win for us. It it's not a great win for

everybody obviously, but if we're

getting a million bucks, we know we've

done something right for the investors,

right? They've made their money back and

then some.

>> So, so you saw that you saw the

experience of doing a traditional search

even if you too didn't personally have

enormous windfalls and it's still very

worth it because this is part of your

this is just going to be the first

chapter in a long business career and it

seemed like a great first chapter.

>> No, that's great. No, it's a 100% um

what it was for us where we we had that

alignment. One of the worries you'd have

is you see this incentive alignment that

that someone's like, "Hey, I have a huge

nest egg. My family's very wealthy. I

don't I don't need to have this

windfall." Um or sorry, a little bit. I

need to be like a home run, right? And

and I'm like, I'm I'm good with a double

right now. I don't I don't need to I

don't need to hit a home run this first

time. Yeah.

>> Okay. Interesting. Um great, Joe. Okay.

So, I don't want to get um I mean I want

to get into the meat of the story sooner

than later. Is there are there elements

of the search process, the mechanics of

your search that you want to share or

maybe raising money from investors? What

or or should we just jump right ahead to

the business you found? What do you

think?

>> I would just add that raising money can

be really hard and can be really easy.

Um so, one of the

>> pieces for us that was tough is the

timing that we raised money. I think

it's gotten a little bit easier now. Um

but also trying to do it in a very short

period of time after meeting people um

you know due to class. So just advise

like make sure that you're planning a

year ahead of time if you're looking to

raise money. It's a mistake we made. We

we did it in a six-month period and uh I

think really giving a full year cycle

people get used to seeing them at the

different events I think is really

helpful for raising money and if you

don't do that it's going to be painful.

Um and ours was painful but we were able

to get there. We ended up with about 24

people on our cap table. um which was

tough uh frankly just because of

managing all the different emails and

groups and the switching of the funds

you know oh actually we're on fund we're

going to invest at a fund three now you

know and just have to jump through that

and manage it needed an intern just to

do that we didn't but it just felt like

it right um and the last thing I'll say

is um Jess ended up uh having her her

first son uh right after we closed in

April so we we had our

in March where we had raised our 800k

for our initial search and uh she was

you know a month from popping and so her

and her husband welcomed our first son

and then uh I had uh about eight interns

that already rolled up uh in a group and

we were just going hard at getting as

much deal flow as we could. We end up

find we end up finding this deal in that

process. Uh and sat on it probably about

two months. Um while we looked at the

the security deal and a few other things

on the side, this deal um scared us a

little bit and probably should have more

apparently to to the point where we

shouldn't have done it frankly. Um but

uh we we take take some advice, ask some

questions and and felt comfortable

taking next steps of just having a phone

call with the company. tell us about the

company.

>> Yeah, so company was pharmacy

specialist. It is a uh home infusion

pharmacy company which does antibiotic,

IVIG and cardiology meds. So it's three

different areas um of [snorts] uh

injected IV based medications for home

health patients. So if you think about

this in the past, they didn't have the

home health aspect. If you needed a

drip, uh, it would be handled at the

hospital or or an outpatient like

live-in facility, and you'd have to have

that for however long you need the drug.

If it's a severe infection, that could

be months. And, uh, if it's cardiology

based, it could be years. Um, and so

IVIG is lifetime. And instead of going

to facility, you can get in the comfort

of your home. It's about a 4 hour 4 hour

to 8 hour injection per day. Um,

depending on the different situations.

And so this company um had a clean room

both in Dallas and in Houston. And those

clean rooms uh would take a powder most

of the time to a liquid state in a vial

um and uh create a prescription. That

prescription would be either shipped or

handd delivered uh to the home where a

home health nurse would administer or

they would self-administered depending

on their capability. So that that was

really the crux of the company. Um we

didn't have our own nurses when we we

first looked at the business. We

eventually did by the end. Um but uh it

was really just a manufacturing uh or

really last uh last leg type

manufacturing where we're taking an

existing prescription uh from a vial of

powder to liquid and then and then

delivering it on site.

>> And would this be considered a niche of

compoundingies?

>> Correct. It is a it it is a considered a

compounding pharmacy. Um, it's just not

going from not doing a paste or creams

or anything like that. Yeah, that's a

very specific.

[snorts]

>> And I recall in the pre-call you

mentioning you wanted to be close to

healthcare, a kind of picks and shovels

to healthcare and home health, but not

or or maybe in home health specifically,

but not in home health directly. This is

perfect.

>> Yeah. So, we we 2020 obviously was uh

the big home health explosion due to co

2021 is when we started searching. So,

we were hot off the tails of that and

really just seeing the growth in uh all

of the the the moves of of Congress that

happened quickly to support home health

to make it more accessible even the

Medicare world all these areas that are

pulling the trigger for home health. So,

we're just really just saying, hey,

there's a huge wave that's being pushed

with aging population as well. All of

this is playing in the factor of this is

going to be a really strong area to

invest over the next 10 years.

So with that um we said all right we

want home health adjacent companies not

so much point of the spear but something

that supports the home health piece uh

so that way we're not you know directly

patient uh uh facing. Uh this uh was

almost that um this definitely was

patient facing from a pharmacy

prescription standpoint but not so much

administering uh at least not initially

when we looked at the company.

>> Mhm. Well, without knowing any more

details, it sounds great at least that

it aligns uh with the thesis quite

closely if not perfectly. Um tell us

some metrics of the business if you

could. How big a business are we

talking? Headcount, revenue, etc. Yeah,

about 100 employees, about 20 thou,

excuse me, $20 million in topline uh and

just over 20% uh IBIDA um and it had two

years of 20% IBIDA, so 4 million this

year that we we acquired it. Um the year

before it did 15 million, so it jumped

from 15 to 20 in a year. Um but it had

maintained 20% margins over that period.

Now take note that one of those years is

2020. Um and so really especially back

then teasing out uh COVID lift uh

regardless of industry was super hard um

because a year after co which you know I

think we we've all seen a slew of

companies

>> just uh do a great job of of hiding

[snorts] co lift um and I've heard

stories of of the difficulties of buying

postcoid and now that we're several

years removed it's a lot easier to to

figure out where this company really is

because we have two or three years of of

actuals now to to look

But for us, you know, they had grown 20%

prior to CO. So why wouldn't it make

sense that they'd continue to do that

after um however they weren't uh cutting

to the chase, they were actually um not

growing at that speed whatsoever. And CO

was really hiding that fact uh really

well. Um that's something I wish we

didn't talk about before, but I

remembered because there's so many

facets of my story that I apparently

have forgotten over the last couple

years. uh maybe convenient

>> suppressed or forgotten, [laughter]

>> right?

>> Well, Joe, circling back to the $100,000

a year thing,

>> right?

>> You know, you must have just been when

you were looking at signing on the

dotted line, you must have just been

beside yourself that, wow, I'm about to

buy a $20 million b a $20 million

business, me and Jess. Uh I I mean

obviously it has ended in heartbreak so

I won't put too fine a point on this but

um let's let's hear it for the

traditional search fund model that it

could enable that uh for somebody.

>> Well it's wild you know and I was uh

2021 so I was 8 years removed from the

military at that point. um very short

looking back a very short period of time

like I was and you had had no and when I

got out in 2013 I had no college degree

right so I went from that to having a

master's uh in about 8 years and uh

pretty pretty significant executive

experience um so the the path after the

military as an enlisted person I think

is

it's hard I I found several people like

me it but they're hard to find it's

usually officers club uh so it's been

It's been pretty fun for for me to see

other people doing the same thing on the

listed side especially.

>> But um yeah, I was I was ecstatic. Uh

we're you end up paying six and a half

times. Uh that's the going rate for that

and that size uh company. Um you know,

four four plus million in Ebida does no

small feat.

>> So um you know we we paid um what would

probably be a market rate. It wasn't

low, it wasn't high. um you know and and

I think I've had someone ask me how

could you pay that much and it's like

well

>> the market is what the market is and

industry really determines it right it's

and that's based off of quality of

revenue right if the y

>> they say quality of of IBIDA for this

type of company is very high you're

going to pay a lot more for it and if

you're trying to pay three times for

that company well you're going to be

waiting a long time before anybody wants

to sell that to you at that rate and

it's not going to happen probably

>> um so that's kind of where we were at

there um

>> well with um without knowing the

specifics of of that industry you know

at M's capital so across our portfolio

uh the average business is doing four

our average investment is doing four of

ibbit and the average multiple paid I

think is 51 so you guys were six you

guys were a turn and a half above that

but

that's not a crazy amount that's not

doesn't strike me as a crazy premium

given that again I don't know this

industry but c the quality of revenue

here seems is just fantastic. I mean,

it's it's prescription

life

>> correct

>> lifep preserving prescriptions, right?

>> Correct.

>> Yeah. All all of the drugs either their

life would be significantly diminished

either in time or in quality if they

didn't have it. Um so it it was um or or

you know likely death, right? So there

were just a lot of factors going in

where this is like hey this isn't going

away. Um

>> yeah. Yeah.

>> And on top of that uh we were looking at

multiples. if you get to about 5 million

plus um 5 to 7 million in IBIDA, you're

starting to see multiples jump in the

tens. So, you know, the the arbitrage

there was real where hey, we we just

need to figure out how to keep uh a

portion of this percentage of growth uh

within an okay rate. The seller also the

other thing that was great is the seller

didn't want to just be done. the seller

wanted to um stay on as an operations

role and really want to help on finance

um and uh in sales and so we said hey

like we can come in partner um and come

in from that approach rather than yeah

we're going to figure out on day one how

to run this company. Um, and so that was

really, you know, an enticing piece of,

uh, how do we mold together as a

leadership team

>> and she'll take that on, right?

>> And, and did that correspond also with a

nice equity role by that seller?

>> Uh, small, but I wouldn't it wouldn't it

wasn't substantial, just slightly less

than 10%. Yeah.

>> Okay. Okay.

to your point about uh multiples

expanding at 5 to seven of ibbita and

this business was sitting at four when

you bought it. Um, this is something I

don't talk much about on acquiring

minds, but on the Minds Capital podcast,

it comes up a lot. This idea of zone

skipping and when multiples expand and

they expand at certain thresholds

because when you go from when you get

into 5 million EBIDA north that that

unlocks a whole new group of buyers, 10

million and above, 25 and above and so

on. And so there's there's a certain I

don't want to call it a hack, but a

certain shortcut if you can go if you

know if you're at a business that's at

four of IBIDA and you right under this

threshold of five and you could just tip

it into five, you might get some extra

multiple expansion um for your efforts

compared to going from just six to

seven. Let's say you just happen to be

right at that threshold. So going from

four to five there's extra extra punch

or 9 to 10 or 24 to 25 if you can go up

there. Um so anyway pretty interesting

dynamic

>> right and and the other thing about this

company or this company that we really

liked is because of the higha we could

strap it with a lot of debt. Um and

yeah, and that uh you know at the

acquisition side of things looked great

on the returns because just pay off the

debt over three to five years and and

everyone's going to be coming coming

home with a decent amount of cash. And

so even without a multiple expansion,

right? And so that that was kind of the

other piece. So we end up, you know,

doing three turns with traditional debt

and another turn in seller debt um in a

seller note, excuse me.

>> So we end up with about 16 million in

debt.

Which

>> so that was three 3x of a traditional

debt. Y

>> one and a half you said of seller

correct note.

>> Uh

>> and then 2x of of equity

>> correct.

>> Take take

>> okay.

>> Yeah it's right around that range. So

you know with that you're like okay um

the math on paying down this debt is is

very good. uh because if we can pay this

thing down um and operate uh you know

with with some nominal growth our

outcome's going to be pretty great even

though maybe our IR doesn't hit 35 it

hits mid20s

um well you know our our role or uh our

carry as an operating group is going to

end up in low millions um which

>> without without any kind of crazy

strategic growth that that's out of this

world. So it it just made a lot of sense

to to you know maybe this is our double

this is our triple with the upside of

you know arbitrageing that that uh um

multiple expansion band if we get into

that $5 to7 million range

>> now we're talking about real money. Um

and so so all of that just seemed to be

really good factors because when you you

know although uh most searchers are

optimists I'm probably a little too

optimistic or at least was back then I'm

I'm a lot less now. [laughter] Um, and

when you're looking at all these

factors, like man, there's a lot of ways

to be made whole here, right? And that's

that's kind of like um I was looking for

a company that we could do that and

figure out all our different ways to be

made whole. And company had three legs

of the stool, too, which sounded great,

too. But

>> but yeah,

>> could I just underline what you said

there, Joe, about your return? So, for

the audience, remember that

>> in a traditional search fund there, your

the carry that you earn is based on per

performance. So traditionally it's um

you get a max of as a single searcher

you get a max of 25%

eight and a eight and a third when you

close the business 8 and a3 after four

years in the business just based on

tenure alone and then your final 8 and

a3 to get to fully 25 based on hitting

certain performance hurdles. Um you guys

were a partnered search so I think it's

30% to the pair and it's 10 10 10 and

10. Now uh the that final the

performance tunch that third one is

pretty hard to hit right I mean it's a

pretty aggressive it's pretty aggressive

growth to get that final so when we talk

about traditional search being a 25% or

in the case of a partnered search 30%

split two ways so you we're looking at

15%. Um,

yeah, it's a pretty it's pretty

aggressive to hit that. And in your own

minds, you said, "Hey, even if we don't

hit that, if we just run this thing and

it just kind of carries on, but we pay

down debt and maybe get, you know, 10%

each, it's going to be it's going to be

a good outcome,

>> right?" And that wasn't the strategy of

buying a big bigger business, right? Um,

if we you see dual searches all the time

by really small companies and uh they

might hit that 35% IRRa but have very

nominal payback in cash um when they

exit and so

>> Oh, because they're starting from a

small base.

>> Correct. Yeah.

>> And when they sell, it's still just not

the dollar that I was really thinking

through the strategy of that of like,

hey, we want to take down a bigger

business. Um because uh you know, if you

you're able to do that, you can

arbitrage with more more debt. Um, and

you can also I don't know about

arbitrage. You can you can add on a lot

more debt, aka risk. Um, and you can

also uh go ahead and and uh have a great

outcome on the dollar side of things

while um while just operating it

efficiently, right? And so that was that

was part of the the theory and thought

and how we end up doing a broker deal.

Uh this ended up being a broker deal by

the way.

>> Um but was because the larger businesses

generally are going to be brokered. It's

going to be hard to find something that

even if you find it proprietary, they'll

bring in an adviser at some point.

>> Yeah. Yeah. Yeah. Exactly. Um and so

where did you find the deal? Was it on

listed on a site or did you have a

relationship with a broker?

>> One of the strategies I had with the

broker was to develop um a focus on an

industry and then find out who are

specific brokers to that industry. So it

wasn't just being randomized. And so,

uh, within this industry, there were two

main brokers that advertised. Went to

each, uh, conference. So, quick tip, go

to the conference associations, figure

out which brokers are constantly

representing them. They'll even usually

have them on their website, find them,

go to their website, have conversations.

Um, and and actually, I would call

brokers like that first before I even

talk to sellers because you can ask them

basic multiples questions. You know,

their job is to answer the phone. So

call them first before you even start

going down the industry route and

calling random owners.

>> You can ask dumb questions to brokers

that you can't ask to proprietary

owners.

>> Yeah. Yeah. Good tip.

>> Thank you. [snorts]

>> Okay, Joe. Well, I just want to be aware

of the time and um we haven't even heard

about

>> the drama,

>> what actually happened when you got in

there.

>> Sure.

>> So you guys buy

tell us to pick us up from getting in

there.

>> Yeah. So very very exciting. Uh it's

almost uh

to the day that we closed it was

December maybe 11th somewhere around

there

>> and and right now on the recording it's

right right around Thanksgiving right

now in 2025. So

>> um looking back uh very excited. I was

staying in a hotel. Um my family was

still back in California and I was here

in in the Dallas area uh closing on this

business. And so, uh, it's funny when

it's all closed electronically like it

is, uh, you kind of like, okay, it's

over and tomorrow I'm showing up to

work, I guess. Uh, this is really weird

of a feeling. Yeah. Um,

>> I bet.

>> So, um, we started uh, showing up every

few days and or every day and and going

through the process and transferring

things over. Uh my my focus was more

mapping systems and processes,

understanding, making sure we we

understood if anything went wrong, we

understood the business uh from every

step from you when we get a referral all

the way till we get it out the door and

servicing the patient. And so that was

really my job just really understanding

the operational flow. Jess is for

focused on corporate control and making

sure all of that transferred control was

in her hands. Um you know, obviously

it's a requirement from the bank and

whenever you take over company, you have

to make sure you actually have control

of it. So, she's working on that. Um,

and within probably about two to three

weeks, uh, right at the end of the

month, end of the the month of December,

Jess is like, "We are really short on

cash." Um, and I'm like, "What what do

you mean?" She's like, "Well, uh,

things aren't coming in as fast as they

used to." Um, and, uh, we've had, you

know, additional expenses that we're

we're trying to weed through. And uh we

had started with just under $2 million

in working capital. Uh looking back, not

enough. Whatever [snorts] you think it

is, you need twice as much. Um we've

seen it happen with a lot of companies.

There just just things that pop up out

of nowhere that you you want to have

capital to to deal with. Um but

we stretch out payments. You know, the

company at the time had terrible

process, so they were paying immediately

whenever a bill came in the door. They

just pay it. And so we bumped everything

to to net30, buying us some additional

time there. Um some people had problems

with it but you know they eventually

will will get in line because it's

pretty standard. So we start doing that.

Um January gets even tighter. Um in in

the industry one thing we didn't

understand being new to the healthcare

and we'd heard about it but never

experienced it was the reertification of

of insurance. Right? So insurance trips

over in January resets and so any prior

authorizations that you had have to be

reapplied for before you can collect

cash again. And so, uh, let's say we

have 400 patients or so, and we then

January 1st hits, we now need to start

calling the the insurance company and

getting priau authorization, um, or

faxing or whatever for all 400 patients

all over again. And uh every other

company has the same problem, which

means the call volume's insane, the

request volume's insane, and so it can

take a full month uh if not more to get

all of your company pre prior

authorizations resubmitted and approved,

which means you can't bill or collect.

So now it's even worse, our cash

situation. And during that time, um we

we learn about a diligence issue, I'll

just leave it at that, that we ran into.

And uh it it caused um us to lose about

uh 20% of the revenue of the company

over a 3month period. Um a

non-disclosure issue and that um was

devastating. Um frankly,

>> 20% of the revenue.

>> Correct. It was it was a sales rep.

Yeah. Um that uh was no longer there.

Yeah.

and and meaning that sales rep had a lot

of had relationships to the tune of 20%

of revenue.

>> Correct.

>> Wow.

>> So that that was devastating. Uh and

that um that happened during diligence.

But

>> what do you mean during diligence?

>> Um before we closed.

>> Yeah.

>> Oh.

>> So like I said, it was proceeded to

correct. We we didn't know about it

until afterwards.

>> Oh. Oh. So you were buying assuming 20

million in revenue when in fact even

before you closed it was going to be

really like 16.

>> Yeah.

>> And was your seller still working in the

business in these first few month? I

mean

>> Mhm.

>> How long did the seller stay in the

business?

>> Um through the end of the year because

we were in crisis mode

>> through the end of the first year. So

just meaning a few weeks. No, no.

Through the end of the the 202 full

year. Yeah, first full year.

>> And so all these issues are

does it is it how's your relationship

with the seller who's working in the

business?

>> Um at that point we were just focused on

all hands on deck to try to write the

ship. Um and uh you know there even if

we wanted to start any kind of

proceedings at that point for the escrow

account which is what we ultimately did.

Um even if we wanted to start it then it

wouldn't help us at all. Right. And so

we we needed because there's you know it

assuming it went to a court or something

like that or had to be dealt with with

an arbitrator or something like that. We

we didn't have um a quick cash fix. And

so what we had to do is just get into

the business and really understand it.

And we needed help to fix it because we

had no idea what was going on

>> from a cash perspective.

>> Um because we were uh not billing as

much per patient as we were expecting as

well. And that was the main thing

causing the cash issue. Um we had

compounding two issues. One uh that

person had left. two um there had been a

change in reimbursement for one of the

the uh antibiotic drugs. It's called

dpttomyosin. And there was a change in

reimbursement. It wasn't caught at the

end of the year. And I kind of just went

through all of our drugs and like, hey,

why are we making less per uh

administration of this drug? And we dug

in, figured out that something else

wasn't caught at the end of Q4 of the

year we closed. And so we were able to

make a switch and then our profitability

started building again which was a huge

win. But um those two things really

tough. The other thing that we haven't

got into yet that was tough is our

[snorts] projections are based off of uh

patient count. So specifically we say

hey one antibiotic patient on average

equals x amount of dollars. It's about

$300 to $400 or so um per per uh dose or

administration of the medication, right?

um which uh so that we'd look at that

and say, "Okay, we're doing well." Well,

we we were starting to trend really high

in patient count, but our uh

our revenue was pretty stagnant, and

that was really throwing me off. And and

right before closed, I was really

excited because I was looking at that

that number of patient count going up.

I'm like, "All right, revenue will

follow because it takes usually a month

or so to bill."

And uh after about three months of

operating, I realized as that number

those two lines get further and further

apart, um I figured out that uh because

we had a second location in Houston, uh

the uh decision had been made prior to

me coming on board to create duplicate

accounts of patients for uh each

location with different uh numbers uh

for their patient census number. Um so

it's not even something you can really

ddup. Um

>> so uh ended up with a duplication of

patients in this patient census which

then it's like okay so we have that

missing too. So we have this projection

of growth. It's actually not growing.

It's actually slightly declining once I

ddup all that stuff. Um we have a drug

that is no longer efficient. We have a

sales rep that left. Right. So those

three things um just started for a

really terrible first six months uh to

the point where

>> and and you have leveraged it a I mean

your your loan on this was

>> he was a little bit heavier than it

might have otherwise been.

>> Yeah. Yeah. Definitely. Um you know that

the models are great until they break.

Um and uh it's like oh this is a great

return. Uh um anyways it's imaginary

money though on on your model. So

then probably around that March or so of

that that first year, um things were

like still touch and go. Didn't know how

it's going to play out. Uh obviously I'm

scared of my mind. Board, we're having

emergency board meetings. We're you

know, we just started out in a fire. Um

just exactly how you want to start your

CEO stent of like everything's on fire.

What did I do?

>> And uh I'm a big emotional health type

person. Um, and I I knew I needed to

talk to my wife because uh I just moved

our family cross country to Texas and

I'm like the back of my head, this is

literally how marriages end stuff like

this, right? Um where you make this big

bet, you're wrong and the family pays

for it in some way, shape or form. So

sit down with my wife and I'm like,

"Hey, I just need to say something." And

you know, you don't have to respond or

whatever, but like are we okay? Like I

just need like I I did need to respond,

but I was like, "Are we okay if this all

goes to shit?" You know, if this doesn't

work out, like are you and I okay? And

she said, "We'll be fine. Like just go

for it. Go fight." And so for me, um

it's such a blessing like to have that

conversation because I was just in the

back of my mind like, you know, this is

this is worst case scenario right now.

And so it enabled me to know my back was

covered and I get to fight forward for

the rest of the time there. Right.

>> Um Yeah.

>> And uh

>> powerful.

>> Yeah, it was it was a huge help. So, um

by summer it kind of stabilized and then

by Q3 we were starting to ramp and then

Q4 of that first full year it was the

business we thought we had bought. It

was back again. We were you know turning

out a million dollars in IBIDA uh in Q4.

Um, so like the the rebound was real

>> and uh it was just such an amazing like

moment of time where uh you we're

getting ready for the Christmas party.

I'm playing Santa. Like um all the

things that uh you you know the funny

goofy things of of running a company

that you want to be a part of and like

blessing your your employees and um you

just being joyous and like having gone

through it. you know, investors are

coming out of the woodwork that are

like, I remember when I thought I was

going to lose my business in the first

year of operating. You're like, what?

Where was that story like six months

ago, you know,

and [laughter] apparently that's a

common thing, you know, and so I'm like,

oh, thank you. Um, you know, and some

some did tell me the story in real time,

but but at the same time, uh, you know,

there is there's a certain amount of

like crap, it's the fan sometimes in

that first year and and navigating that

shows a lot. Right. when it was hitting

the fan. How is your relationship with

Jess?

>> Good for the most part. Like we didn't

have time to like we're just dividing

and conquering. So we didn't have time

to like have major disagreements or

anything like that. It was

>> hey this is and that was actually the

beauty of having two different strengths

was I didn't have a lot of

input other than like simple advice or

if I can see things clearer just from an

outsers's perspective in her realm. And

same for her and mine. And so that was

really helpful. And so she was focused

on saving as much money as possible and

I was focused on making as much money as

possible for the company. Right. Yeah.

>> And so even with all the difficulties we

ran into, we still did over $20 million

in sales that year.

>> So we we had that knockdown and we still

did 20 million.

>> Um because we we were focused on

dividing and conquering. Um and we did a

good job. Yeah. And uh Joe, you

mentioned to me that when things got

tight, I think it was in this first

chapter of things being tight, you were

actually in the truck doing deliveries.

>> Oh yeah. No, I was I

I've driven into Arkansas, Louisiana, uh

East Texas, and Lock up to Oklahoma. Uh

there was like a snowstorm that we had

or ice storm. And so I was out doing

that uh with my my truck and you know,

you got that four-wheel drive truck

still, so got to got to use it

sometimes. There's that truck.

>> That's right. But yeah, you know, my I'm

we can either incur overtime by having

my team drive somewhere or I can do it,

you know, and

>> Yeah.

>> And so Joe, the business model was that

you guys would actually deliver

to your patients. Why? That seems like

something that would have been

outsourced.

>> So FedEx did 90% of it. The other 10% uh

was if we missed the FedEx P uh delivery

or pickup time

>> and it's a lot of times shipped next

day, same, you know, next morning. And

so there would be drugs that uh

potentially wouldn't make it on the

truck. And so, you know, logistically

we're trying to work our operations.

That was a big focus was to get to the

point where we would have everything

ready to go by 7:00 p.m. every night.

And every once in a while, we'd be too

late. We'd be past that time. And um

additionally, when we had the ice

storms, FedEx wouldn't run. Um, or if

it's a delivery in Louisiana or in uh

this is crazy, but Oklahoma, it's like a

two-hour drive for us. But because it's

through a different distribution center,

if Memphis was having a freeze, they'd

fly it from Dallas to Memphis. Memphis

is having a freeze, though. So, it's

stuck now in Memphis for a full day, and

then they'll fly it to Shreport, which

is like a 3-hour drive for us. So,

because of FedEx's uh delivery

mechanisms, it would just create issues

or the roads would be uh icy and so they

wouldn't run. And so there just stuff

where we're we're deciding to take on

additional risk by by driving it and we

end up in a situation where it's like,

"Hey, this just needs to get out the

door."

>> Um,

>> yeah.

>> Yeah.

>> Okay, Joe. So, uh, at the end of your

first full year, which is basically 13

months in.

>> Yep.

>> Things are looking good. You feel like

you've saved the company despite three

huge curve balls. Uh, you're back on

track to do to what did you say 20?

Yeah. Back on track at $4 million EBIT

run rate, which is where you started.

>> Okay. Take us then into 2020

4. Right.

>> Right. So, um in around December, we had

heard of a uh change in reimbursement

for the cardiology med, which uh

cardiology although it was about a third

of our revenue was like about half of

our IBIDA. Um and so uh it um had one

major manufacturer that really drove all

of our profit. They had a change in

reimbursement and the calculation on our

reimbursement we couldn't unravel for

another month or so. So it wasn't until

like the end of January that we really

understand the damage that had been

done. But bottom line is they had uh

it's called a AWP average wholesale

price, but it works like an MSRP. So

they had an MSRP that they cut by like

90%. And our reimbursement is based off

of the MSRP

where hospitals doesn't work that way,

but it does specifically for home

infusion. So because we'll have a

hospitalist listening to us be like,

"No, it's not true." It is true for home

infusion. Okay.

So um with the that drop though and cut,

uh they've now they said they were

trying to be more uh competitive with

other producers. The problem is that

directly drives our

our revenue and profit margin. And so,

long story short, it cut $2 million in

EBIDA out of the business. Um,

>> wow.

>> And so, we have the same amount of

patients. They're they're congestive

heart failure patients. We have the same

amount of logistics required, in-house

staff, like all of that to take care of

these patients are equal, but our

topline revenue just dropped. So that's

all IDA, right? It's a direct shot to

our IBIDA line. So 2 million poof. You

know, we' already eaten up of the four

almost a million just in, you know,

additional salaries,

professionalization, audits, like all

that. So now we're down to a total

million if nothing else changed in

possible EBIT off our total 4 million

focus, right? And so that's when um

things really really got bad. Uh and it

was really the beginning of the end at

that point. like we we had survived that

first year and got to a place like hey

we can do this but this was the one that

uh ultimately you know broke broke our

back. Um there are several more things

that we can go through that happened

that were bad like a ransomware attack

on a supplier of ours that froze all of

our our payments and all kind of stuff

like that. But long story short we we

ended up lasting another 18 months after

that [snorts]

and uh running on fumes. We had two

different layoffs half the company

twice. um extremely painful. Shut down

uh one of our offices just trying to get

it down to a site like a small enough

company to turn off the maximum ebida we

can based off of our patient load while

also focusing on IVIG and specialy

medication. So we're having to shift the

whole new company in a different

direction now um which I was heading up.

Um, so during this time, we're literally

running out of cash on FEMs for 18

months, but uh, we still hit $20 million

in sales that year because, um, I had

spun up that new specialty IVIG focus

uh, which is wild. And so we just kept

having small and small with the same

amount of sales um, which was painful.

U, but, um, definitely definitely had

some good uh, good growth. Uh the

problem is we couldn't service any of

our debt. About 200 and somethingk a

month in debt payments that we couldn't

make.

>> $200,000

a month just to service alone. That is a

big boy loan.

>> Um Joe, the $2 million in IBITa that you

lost from the 90% reduction in the what

did you call it? The AWS.

>> AWP.

>> Mhm.

>> AWP.

So you lit so you it was a $4 million

Ibeta business and then that killed half

of your IBIDA.

>> Correct. Yeah. And and like I said

another million had got killed by just

um you know professionalization costs uh

you know just my salary because we

didn't you know the seller stayed. So

>> um we had all of that being tacked on.

>> Yeah. Yeah.

So as you reflect back is how much of

this is uh could have been uncovered by

diligence.

>> Um I think there's two stages right

there's one of like um this last one

there was no catching that the thing

that actually killed us uh was not going

to be something you can catch in

diligence. Uh we you know happened a

year later something that was a stroke

of pin risk. um what you could look into

and say, "Hey, there's a lot of

dependency on this drug specifically and

just say maybe that's too much

concentration risk." But it's not

something that would kill a deal, you

know, supplier risk, right, with

concentration there.

>> It it you know, but you still have three

legs of the stool, so it tells you you

need to take less debt. It doesn't tell

you not to do the deal. Um and what what

that slash is really um in the AWP is

especially that much like you'll see

stair steps down, but that much of a cut

is unheard of. It's never happened

before. Um, and so it was really a rare

rare occurrence. So the thing that

actually killed us, not much. The things

that happened pre-close, there were ways

to catch and that's I think that that

hurts. Um, the those pieces saying,

"Okay, if I could have [snorts] I know

now because I know how I caught it post.

Um, but it it's really not it's not

because I didn't go a layer deep. It's

because I didn't go seven layers deep,

right? And so how do I really go down

and and uh you know look for the smoke

so I can find the fire eventually

because realistically you know that's

the only way I didn't buy this business

was to find some of the the mistakes or

non-disclosure things or something like

that before we close. But even at that

point like our search would have been

over. Um and I say that because you know

part of this deal we had to do a Marwood

study which cost $250,000.

And so

>> what's that? Uh it's a study

specifically for healthcare in our case

um going over you know potential fraud

and uh quality of of patients uh futures

uh talking to customers. So, it's a

study uh by the Marwood group um and

there there's a few other out out there

like it that are pretty much giving you

a report saying, "Hey, is this a good

investment or not?" Um based off of

healthcare specific trends and uh

specific to this company as well and

pulling all their payer data and all

that.

>> Wow. So, this is a a company

>> that specializes in these reports,

>> correct? And it's a quarter million

bucks, one of these reports. And that

had to come out of your $800,000 search

fund.

>> Yep.

>> Wow. And did you know about that cost

>> um in advance of looking at healthcare?

I've never heard of that.

>> Um it was a discussion that um had come

up uh hey, if you guys are looking at

this, we're going to require this study.

And so then we, you know, we started

doing our research and finding out about

it. But it was, you know, requirement

from both the debt provider and uh

loosely from our investment group. I

wouldn't say I think we probably could

have done it without the investment

group,

>> but the uh um the bank definitely was

requiring it.

>> And and the report was great. You know,

what's crazy is the thing that they said

was the most positive um is the thing

that actually killed us. So the the

cardiology leg being the one that has

the most plausible upside um is the

thing that actually killed us. uh crazy

enough, but frankly because we didn't

know the industry well enough, how are

we able to tease that out truly and know

it? And so I think that goes back to

like one of the key learnings from this

is it's a super complicated industry. Um

you know, payer relationships, uh you

being a small fish in a big big pond,

you know, you you have no leverage

whatsoever when it comes to payers. And

on top of that, um you know, we don't

have the experience navigating that. you

know, Jess and I, I think, did a great

job for what we ran into. And that first

year, you know, rebounding like we did

was a huge win. Um, like I said, it was

a huge sigh of relief. And then, you

know, back to the the grindstone of just

getting ground down, uh, right after

that. And so, um, so yeah, I think

everything else was was manageable until

we hit that last one.

>> Yeah.

Well, Joe, just to the penstroke risk,

as you put it, uh,

is and just more broadly, the audience

should take away from this, just the

supplier risk, supplier concentration.

We we talk we're so fixated on customer

concentration but there are other there

are other failure points in the you know

looking upstream and downstream and side

to side in your business where um the

whole point of concentration is that

>> is the kind of effect on your company

per decision. So can one decision at

something outside your control

a single decision really affect your

business in some way? And um and so in

your case, you had the supplier risk.

One decision by one manufacturer took

off $2 million of EBA overnight. Um so

just it's it's just um it's not going to

happen in every case for people

listening, but just don't don't focus on

customer concentration

um to the at the expense of all the

other concentrations that might might

exist in your business. Look upstream

and downstream,

>> right? and and with how complicated

health care is, especially when you get

into the pharmacy because now you're not

just dealing with, you know, what you're

getting paid or or the diagnosis, you're

dealing with now selecting a medication,

which there might be, you know, six

different medications that can do what's

needed. And so you're you're working on

with a doctor on figuring out, hey,

which one of these should we actually

have prescribed um specific NDC's uh

which are national drug codes, excuse

me, get, you know, figuring out what

actually needs to be applied in each

case. Um and so that that's that

combination you're trying to work

through. So the point is it's even more

complicated um than just a standard

business when it comes to having a

manufacturer. You have multiple

manufacturing options,

>> right? Um and so there, you know,

dpttomyosin was an example I gave before

that was a really good antibiotic for

us, but there was about 16 different

manufacturers of dpttomyosin because

it's a generic drug. Some of them are

wildly profitable and some aren't. And

so really keeping a pulse on what's

changing um what the new price is, what

our new reimbursement is. It's changing

all the time. And so you're just playing

this game constantly.

>> Wow. That really is complex. [sighs]

So Joe, wind up the story for us. Um, we

had a deal on the table actually

uh to uh get um the bank to let some

money up in front of it. Uh which is I

think an impressive deal that we were

able to put together with the bank and

and the board. Um and uh the board was

going to let a super um I think what

they call a super uh note or something

like that. I can't remember right now.

It's been too long. but going to let a

million dollars sit in front of the bank

note because they knew we were done if

if we couldn't get uh any equity in

front of them because equity behind them

is dead at this point. This company's

not going to make it and so any new

equity needed to come in as a form of a

debt and in front of everybody else. And

so we were able to get a deal on the

table for that. Um and part of it was

going down to one searcher. So I was

going to remain as the the CEO. Um Jess

was going to step down. Um at that point

we had uh cut all the way down to about

20 something employees. Um it was wildly

painful uh getting there from 100 down

to 20.

>> Wow.

>> Um [clears throat]

and uh we

were about a week away from making all

the changes needed for that. And um we

are and and and doing a capital call and

everything else. And we're

um trying to pull the levers to make

sure and I'm just going through the the

model like one more time. One more time.

Go through the model one more time and

doing sensitivity analysis because you

know one of the things that I did not

appreciate the first time we did this

deal was hey uh sensitivity analysis

wise we're screwed if things go bad

right and and really understanding the

levers of that. And so the new numbers

for August came in was beginning of

September. Um and

uh I said, "All right, what are our new

gross profit margin numbers?" Right?

They shift over by a couple percent and

it dipped uh for August and it dipped to

the point where it broke the model. Um

it it could have been fixable, but we've

had no ability to control our margins

because we don't can't control what's

diagnosed every month, right? And so if

we have any kind of dip like that, it

can break the model and and eventually

could come back up. But that's just a

risk we have no control over. So um I

just sat there and I'm like we never

took another, you know, other than the

first deal when we we raised the

capital. We never did another turn of

the hat, another capital call, anything

like that. And so this is our second

capital call now. It been two year two

and a half years. And uh I just had this

pit in my stomach like I can't I can't

take another dime. Um,

>> and so I I got the board together the

next day and just said, "Hey, this is

what I'm seeing and I do not feel like

your money's safe." Um, I feel like if

you put money into this business, you're

going to lose it. And uh, and so we made

the call to close the doors um, at that

point. And within 3 days, uh, I was out.

Um, and Jess, crazy enough, because she

actually had all the financial controls

and we hadn't transferred everything

over yet, she ended up staying on

another 2 months, uh, to help actually

shut down the business, um, and hand it

over to the bank. And so that was the

process that we went through, um, is is,

uh, that. And it was, uh, wildly

painful. Um, I don't think I made the

wrong call whatsoever. I think we had no

control um over our gross margin and uh

to you know we we had to hit X and we

were fluctuating up and down and uh you

know at some point our suppliers because

we were behind on some payments were

going to shut the faucet off at some

point and and that was going to be an

issue and so uh so yeah just it just

seemed like we're putting good money

after bad and uh decided to be done.

>> How did your investors react?

Um, I would say earlier that year I'd

gotten several conversations where

people were like, "Why are you still

here?" Uh, funny enough, where they're

like, people would have left a long time

ago.

>> Um, which is an interesting thing. And

it actually helped take some pressure

off me of like, oh, really? People would

leave. [laughter] Not that I was wanting

to, per se, or well, you know, I guess

in my in my sleepless nights, I'm like,

man, this sucks. But um it was more from

this place of um like oh okay it's rare

to stick this out this far. Um

>> Mhm.

>> you know obviously two and a half years

no no salary increase no bonus for

obvious reasons. Uh there's nothing

nothing there right

>> and so uh and you're just taking the

first salary you can when you're taking

a seat trying to uh you going after the

features not not trying to get your best

salary right off the bat. So,

>> so really that's been, you know, that

was tough is just figuring that piece

out. But I told him, "Hey, I I'm I'm an

old small boat captain from the Coast

Guard. You go down with your ship,

right? You're like, I made the call.

This is the company we're going to be on

and we're going to run it until it

doesn't make sense anymore." And and it

still makes sense. I think we can save

it and till we couldn't.

>> Mhm.

>> And then they were supportive of that

when it was time.

>> Yep. And and so what what did that look

like? What what does it look like? You

just handed the keys to the bank or

something else or what?

>> Yeah, we just called the bank right

after and said, "Hey, you know, this is

the meeting we just had. We we don't

think we can we can salvage it." Um and

uh so how would you like us, you know,

what would you like us to do? Because at

that point, we're operating on behalf of

the bank, right? [snorts] And that's one

of the things you don't at least there

might have been that part in business

school, but I I did breeze over it

probably the bankruptcy part. But uh you

know I think one of the best things one

of our board members told us from the

very beginning is like hey as soon as we

think we can't make a payment we're

we're operating on behalf of the bank

and so we got to make sure that we're

partnered with them and taking care of

their asset and we still operate another

year after that um when we had that

conversation with the bank but it just

helped the mindset of like

>> hey making sure that we're we're all in

alignment here um and you know being a

teammate with the bank rather than um

you not not that we don't think we can

get our equity out it's just like hey

we're we're in this gray area that we we

need to let them know right away, right?

>> And and so what did that mean operating?

So So there was some of course documents

signed to officially hand ownership over

to the bank and then the bank becomes

your boss and employer and are you

reporting to somebody at the bank for a

year?

>> [clears throat]

>> back then. Sorry, I think we're So, back

then, that's when we notified the bank,

hey, we we think we'll be in default, so

we need to have this conversation,

right?

>> Um there was nothing signed back then.

uh it wasn't uh then we we had uh so

they end up giving us more time and we

had a lot of renegotiated terms with the

bank until they said hey you need to put

equity in which was at the end of that

year and a half um period

>> where you know the week that we closed

frankly um where we got that deal on the

table and that's when we said hey um we

don't think we can save this so we're

what do you guys want to do with this so

that that's that timeline

>> and then what and then then what did you

do

>> um like I said I I was out with him 3

days. Um and Jess took over uh really

just working with him and winding down.

We even gave him a plan like here's what

we would do. Um and specifically built

the plan around how do we take care of

patients because that's our and and

employees. Those are our two

responsibilities especially being a

healthcare company. U [snorts] you know

DNO is great except for if you mess up

with a patient uh DNO doesn't matter.

They can reach right through it and come

get you personally. So um you're

sorry uh liability insurance for

officers.

>> Um so uh the point is is that you even

though you have an entity that that

separates you a lot of times you

personally are can be held liable for

patient mistakes. And so what we had to

do um is make sure we had a clear plan

articulated to the bank for them to take

over.

>> Mhm.

And then they weren't going to try to

fix the company. That's not their

business. They already told you that it

was going to need more equity put in to

save the company. So

>> they so they just started liquidating

it.

>> But yeah, they they should have kept

operating it. It was a profitable

company. Like that's that's a thing that

looking back a mistake

>> is they it was a profitable company

still.

>> Um and uh had very asset light like

three 400k in assets.

>> Um and they had $12 million note. They

could have kept it operating for a year

and then sold it to somebody at a

discount and made more money, but uh the

bank wasn't interested in that

apparently.

>> This also is the a point where if you

had been a self-funded searcher, it

would have become unbearably difficult,

>> right?

>> You didn't have a personal guarantee uh

because you don't in traditional search

land and you're working with traditional

uh conventional debt. Um did you ever

reflect on that point?

>> Um it definitely

yes. Um definitely reflected on that and

like wow like I still get to keep my

house. That's amazing.

>> Um the second piece is you know people

ask me do you feel how do you feel about

the equity you did lose? And I'm like

well I had three different friends that

were in the deal. One of them lost a

million dollars.

>> Yeah.

Um and uh uh do I personally feel uh

like I owe them like emotionally? Yes.

Like emotionally I feel the loss of that

>> deeply. Uh I know rationally I owe them

nothing. Um but it's it's still painful.

Um happy to report that the person that

lost a million bucks is still a very

close friend of mine. Um but uh

definitely was awkward for a bit.

>> Yeah.

Um and so how did you and uh you Joe and

Jess take it? What was the kind of

emotional aftermath?

>> I would say our probably our last 6

months um we were we were just fried. I

think our adrenals were shot. We were we

were just completely

um uh pretty wore out. uh for the 2 and

a half year just slugfest.

>> Her and I still got along really well,

but I remember one time where I'm like,

"Hey, like we both need to get

counselors because I think we need to

like have someone else to talk to about

this stuff because like we're dragging

each other down." So, we had moments

like that where it's like we're just

we're just talking about all this stuff

and we're so aware of how bad things are

getting. It's like I I need like we need

to start talking to probably a counselor

separately uh for just from the

standpoint of uh getting getting our our

crap out so we're not just dumping it on

each other. Uh there was nothing between

the two of us that was ever negative or

uh whatever. Just I'm dealing with my

own negative emotions and then we'd

share them with the other person. It's

like that's not helpful. It's like now

you're dragging me down with you. I need

you to be strong when I'm weak. You

know, and uh so we kept finding moments

like that. Um but uh but for the most

part um I can tell you like it was a

great pick. She has been awesome, was

awesome. Um you know, her and I are

still friends. Uh you know, we're still

business partners actually. Um which is

great. And uh you know, we're um I have

to say operating, which we're doing a

business right now, but operating that

uh in a place of strength, um rather

than getting drugged through the mud is

a whole different ballgame. It's a lot

of fun.

um and a lot less stress.

>> Joe, about the business itself. So, so

um

what are your what are your thoughts on

the business itself? Was it a

solid business that somebody who knew

the industry better could have acquired

or was it all was it always a house of

cards? What what about the quality of

the business that you bought? I think uh

I think there's a key mistake that a lot

of people make and we made um which is

good industry therefore good business

and if it's if you find problems you can

fix it to be in line with what the

industry is um and I I think that we

made that mistake thinking that

>> because the industry has tailwinds it's

growing you know 9% kagger um and other

people are making money that we can

figure that out too. The problem is is

that um all the niches underneath there

and you know what we turned we found out

that we were highly exposed to

cardiology. No one else had that

percentage of their revenue coming from

cardiology and so we got hit abnormally

hard by the change where other people

were able to drop a whole line of their

business and move on um or vice versa

use it as a loss leader even right to

gain new relationships. Uh we were just

already in a place where we're hamstrong

because of the debt load that we had. So

>> yeah,

>> I I think um I think that's a huge

difference. Um the you know, should we

have done that deal? Like it's easy to

say no now. Um you know, I think the big

lesson for us is uh it you know, I don't

think we're wrong that there's money

being made in complicated industries. I

just think uh we probably need a lot

more experience in that complicated

industry. Um do I think someone could

have saved this specific company? I

don't think so. Um, I think uh I think

the bank could have uh I think if it had

didn't have debt, it would have

survived, right? It it was a profitable

company technically.

>> Um, so it it was a survivable company.

It just couldn't survive the debt load

it had.

>> What other learnings, Cho, from your

nightmare here?

>> Um, I'm a lot stronger than I thought I

was, I guess. Um, you know, I think, uh,

it's one of those things that you don't

want to learn. Um, but when you do, you

look back and, you know, I think, uh, my

wife and I are stronger. Um, my dad, my

kids still like me, so like being a dad,

that that's pretty great. Um, but, uh, I

think really trying to find that

balance, um, and maintaining those

relationships through the insanity of

this, uh, is probably my biggest win.

Um, you know, I think I I made sure that

my kids uh baseball practices were like

7 PM every night. So that way I could

work like 6:00 to 6 every day and and do

12 hours and then still be able to be a

baseball practice with my boys at 7:00.

Like stuff like that. Uh I wouldn't

trade for the world. Like that's um

yeah, that to me is like, okay, I know I

can have it burning on both ends and and

still show up. Um

>> so that was a big for me.

>> Mhm.

Well, in your point, which we've now

talked touched on a couple of times, so

maybe we don't need to say anything

more, but about complexity and industry

experience, uh, you see that

differently. So, if there's complexity,

it's probably it's probably the more

complexity, the more industry experience

is necessary, which as I say that is

like stating the obvious, I guess.

>> Yeah. But I don't think it's said like

that though, right? So, like, yes,

you're stating the obvious, but I think

like for me it wasn't there was a

disconnect. And I think for people still

out there, you know, I had someone ask

me recently like, "Well, how do you feel

about turnarounds?" I'm like, "Well,

every company's a turnaround." Like,

especially if you're in search, like you

just don't know it yet. Um, [laughter]

and the level of turn is don't don't go

out looking for them. They'll find you.

You know, these turnarounds are coming

for you.

>> So, um, yeah, it's uh, yeah, and I have

relevant turnaround experience. I don't

have the great outcome, but um I turned

around the company a few times, right?

Uh over a few years and negotiated with

the bank and equity and you know all

that process. So it's it's a muscle you

wish you didn't have to learn but um but

it's a good muscle nonetheless. You know

I think the interesting stuff that that

came out of it um you know for me

personally I I was able to to land

consulting gigs right away. Um, so my

um, my board members uh, noticed

obviously that we we was able to always

build sales back up every year. Um, and

uh, so they had portfolio companies

they'd love for me to go talk with and

see if I can help on the sales side and

do some consulting and figure out how to

work on growth. And so that was a huge

thing for me. And within two weeks, I'd

replaced my CEO salary after everything

had ended.

>> And so that was a huge win. I had

>> you had replaced your CES.

>> Correct. Um and good timing because

Christmas was coming up and I didn't

want to be a Scrooge. So we're you know

my kids were happy that I had money

coming in.

>> So um yeah, that that carried us through

beginning of the next year. Um Jess was

able to

>> which is now this year 2025.

>> Yeah. and Jess uh because she had about

a two-month offboarding with the bank um

she was able to land a job with uh as a

CFO of Girl Scouts here in DFW Dallas

for Worth area. And so that was um great

and she's still there now.

>> You know, one of the things that was

tough um that we've heard over the last

year or so is there's been mixed

feedback on how everything went down and

we've even heard like some investors are

terrible that were on our board

potentially or whatever else. And I just

have to say like to clear the air on a

few things. Uh Nex Coast Partners

Anthony Walker um and their crew are

amazing. Um I've heard that they tried

to remove us or something like that. Not

true at all. Biggest advocate for us. Um

you know to to have us last a two and a

half years and not be replaced is

incredible. One uh regardless of how we

were doing like just you know that's

that's a long period of time to let

people be in the seat when things aren't

going right and uh a lot of questions in

the air. And so, um, he was great. Uh,

>> so, so you're you're saying that you've

heard rumors come back to you about your

own deal that your investors didn't do

right by you

>> and you, you want to make it clear that

the next coast crew absolutely did do

right by you for whatever negative rumor

rumors are circulating.

>> Then Todd Tracy searching partners as

well. Um, so yeah, great great crew. Um,

been been really happy with the

partnership there and relationships. So,

I just wanted to make sure that that was

clear. However, There's been rumors,

right? And another one is that um that

Jess didn't do a very good job. And so

she actually had a job on the table from

a search fund group uh sorry, search

fund acquired group uh back in earlier

this year and uh was going to go be a

CFO or or something along those lines

with them and it got pulled uh after the

someone on the board saw it. We don't

know who, but someone on the board saw

her name on it and said, "Hey, the way

that search fund went down, they weren't

somebody that was on our board, though.

It was somebody from the board of the

company that was acquiring, they decided

to resend her offer after she'd already

put a notice and everything." So, she

had an offer in hand and got pulled. And

that that was uh painful. She's fine.

Um, but uh as a friend, as a co-orker,

as someone that went through the fire

with her and uh if they talked to Todd

or or Anthony, um I don't think that

would have happened. Um and so that that

really sucks to see that happen.

>> Mhm. Yeah.

>> Yep.

>> Wow. Glad to um glad to hear you clear

the air here, Joe.

>> Yeah.

>> Um we're starting to uh wrap up here,

but I want to hear what you're up to now

and next. Um and then first just um I

get the sense that you don't that this

actually hasn't changed your view of

search and ETA overall or am I wrong?

>> Yes and no. Right. I I'm still um a big

fan of search. I think I would uh

nothing's ever off the table for me. Um

but having the experience I have, I I'm

a little more strict on my requirements.

uh you know I uh did the consulting gig

through beginning of this year and

things started slowing down a little bit

in in March and uh I met some local

people that was looking for some help

and one of them um had offered uh uh to

meet with me and kind of just pick my

brain on what to do with their company

that had a small plumbing company and so

I met with him and we kind of hit it off

and after about two hours he's like

would you just put an offer in to buy my

business and I'm like No, you don't want

me to do that. He goes, "Why is that?"

And I said, "Uh, I will offend you with

my offer. I'm a bad buyer for you. Not

the right fit." Um, he's like, "Well,

you want to offend me and and I think

you're the perfect fit." And I'm like,

"Well, I'm not a plumber, so that's a

rough." Um, so I'm said, "If you really

want me to, I'll put an offer." So, I

went ahead and look at his financials

and gave him a offer for half a turn of

his STE. Um,

>> what was the STD?

>> A little over 100K. nothing too big,

small company.

>> Okay.

>> And uh put it into a seller note with

10K down and he took it. He said,

"You're the right buyer for me." Like,

I'm

>> What? And what was the revenue on this

business?

>> Uh half a million.

>> Wow. So, you bought a half a million

dollar plumbing business

>> for around 50 grand.

>> For 50 grand with $10,000 down.

>> Yeah. The rest on a seller note and no

personal guarantee on the seller note.

And um now that's a tiny fragile

business, right?

>> Um but no personal guarantee and

>> rightarn [laughter]

and the seller understood who you were.

Yep. And in fact it's going well. So

tell us how it's it's gone.

>> Yeah. Um it the company was in decline.

So even though it did a half a million

the year before when I had taken over it

it had had several months of decline and

part of that was due to um the seller

had had a heart attack in the previous

year and just had taken the eye off the

ball. Right. And I I knew that walking

in. That's why the deal was so cheap,

frankly. Um and I I took, you know, I

was like, "Hey, this time risk, like

I'll take that. That's fine." So, um did

that and uh we have since tripled the

revenue within about 8 months of owning

the business. Um and, uh you know, we're

all the money is pretty much rolling

right back into it for tools and trucks

and we now have an office that we're

opening up at the end of the month. Um,

you know, I'm I'm trying not to take any

money from it. Taking a couple grand a

month or so just to help uh bolster my

expenses on top of consulting. Um, and

for the most part, um, other than

rolling out new softwares and answering

questions from time to time on pricing

or scheduling, the company runs itself.

Um the the owner had a really good uh

foreman who I've taken over and bonded

with and become really good friends with

and uh and we've we've really done a

great job of enabling him to be

successful.

>> So you've tripled revenue to what? So

what is revenue now?

>> Uh our it's really a a go forward basis,

right? So go forward basis we're a

little over um should be a million and a

half next year. So

>> Wow.

And uh but you continue consulting so

you're not giving your full-time efforts

to this and and and why not? This feels

like this feels like [snorts] I mean

it's it's um growing like without much

involvement by you. So it's just got

natural momentum. Imagine if you gave it

your full time.

>> You own the whole thing.

>> Um it's a it's it's an easier business

to understand to to the theme of this

episode. In fact, you you um you know,

you're at home in a bluecollar business.

It is a blueco collar business. It's

already been derisked because you're

you're now in it. I'm just it just feels

like all the indicators are are green.

And now I guess

>> it's not it's not throwing off enough

cash to pay you. That's this that's the

answer to that question, right?

>> It is. It is. Yeah. And like and I'm

trying to

>> It is throwing off enough cash to to to

to pay you a living salary. I mean,

>> right at this point, no, it's not paying

off. Yeah. I thrown off enough enough

cash because all the money is going back

into it, right? Like if I want to stop

growing, yeah, I could pay myself. I

could stop getting trucks, you know,

because it is higher capital expenditure

type business, right? With, you know, I

was thinking about it today and I was

driving. I'm like, "All right, one

truck, $50,000." So, every new person I

want to bring on can bring in, you know,

500k to a million dollars in revenue,

which is great, but that's going to take

a while before they're ready to do that.

And are they a good fit? You know, I had

to let go of somebody just this last

week. I've already backfilled which is

great but he's not going to be ready to

be on the road by himself for at least 6

months. So like there's all of that just

constantly you're negotiating. Um and so

if I can survive without taking money

out and the business can run itself

that's the best of both worlds because

if it never really needs me full-time in

it um then I'm in a really good

situation, right?

>> Yeah. Well, for sure. For sure. Unless

of course

giving it your full attention could then

grow faster. I mean, it's sort of a

time, you know, an attention allocation

question.

>> Um, I don't think it would grow much

faster and and frankly, the faster it

grows, the more the more difficult it is

to go to cash flow it, right? And so,

you actually have to have a staggered

growth to allow the cash flow to support

its continued growth. And I like I think

I said to you in the pre-call like I own

too much of this to take out debt on it

right now, right? like I just to take

out debt. Yeah, we could jump and and

grow, but now we add a layer of of

complexity um called risk in the form of

debt. And instead like the pathway to me

being where I want to be in 6 months

versus trying to shorten that like it's

not worth trying to shorten that to add

debt to it. Um I'm better off just

continuing to to make ends meet on my

own. and and you know and I'm not

throwing out the idea of not taking

money at some point but if I own own own

it and I don't need the money my ability

to negotiate uh you know a better

position for myself is much higher um to

that point right

>> totally

and so then in the meantime it's it's

going to be consulting gigs that

continue to pay the bills

>> yep yeah I've got an interesting one I'm

doing right now through the new year for

an engineering group locally um they're

they're doing really well and uh have

sold more than they can deliver. So, I'm

helping them with operation, CRM

buildout, making sure their projects are

being tracked and just mapping

everything out in there um in our CRM.

So, really soup to nuts type stuff. And

they've been really really uh good and

intentional about their growth, but they

have never hired someone before because

they started this up as a husband and

wife team and like what do we do next?

And so, helping them figure out that

piece.

>> Great. Well, Joe Odell, thank you on

behalf of all the listeners and the ETA

community broadly for um sharing your uh

horror story. These stories are um are

always the most uh valued uh by the

audience cuz uh it's easy to get

distracted by all the big numbers and

happy stories, but these are the these

are the ones that tell what the risk

looks like if it doesn't work out. So,

thank you.

>> You're welcome. Thanks, Will. Hope you

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