Group exit program for MSP owners

Exit at PE multiples.
Not broker rates.

Individual MSPs sell at 3–7× EBITDA. PE platforms command 8–12×. We build the platform — from your businesses — while you keep running yours.

The model
Managed IT
Cloud
Security
VoIP
Backup
Helpdesk
Network
Compliance
One institutional platform
Commands 8–12× EBITDA
Complementary MSPs, individually assessed.
One platform buyers compete for.
8–12×
Platform exit multiple
3–7×
Solo broker sale
12 mo
Avg. time to close
$5M+
Combined EBITDA target
The math

Same business. 30–90% more.

Move the slider to your EBITDA. The higher multiple applies to your own EBITDA — individually valued, negotiated, and distributed, not a pooled average.

$300,000
$100K$2M
10×
8×12×
Broker baseline held at 5× for comparison. Individual valuations depend on revenue quality, MRR %, client concentration, and geography. Group-exit figures show your 80% net, after LevelUp+IT’s 20% fee.
Solo broker sale · 5×$1,500,000
LevelUp+IT group exit · 10× · your 80%$3,000,000
More in your pocket
+$1,500,000
100% more · same EBITDA

Illustrative model only — not a valuation, appraisal, or offer. Your valuation is determined individually on your own EBITDA, not a pooled multiplier. We’ll model your specific numbers in 30 minutes, no obligation.

Timing

Clean it up for two years, or sell into today's multiple?

Either can be right. What decides it is whether your EBITDA grows faster than the multiple falls. Set your plan and see which side wins.

$3,000,000
$500K$15M
$500,000
$100K$3M

That's a 16.7% EBITDA margin.

8%
0%25%
+3.0 pts
none+10 pts of margin

Margin points you add by exit — tighter delivery, repriced contracts, trimmed overhead.

2
15
10.0×
4×12×
9×
3×12×

Nobody knows this number. That is the whole point of the exercise.

7%
0%12%
Waiting wins.

Sell now

$5,000,000
$500,000 EBITDA × 10.0×

Sell in 2 years

$5,100,000
$6,000,000 then · in today's money
What waiting has to beat
EBITDA you need at 9× to break even$705,000
EBITDA your plan gets you to$697,000
Growth required just to stand still+27%
Plan falls short

Every year you wait is a year the multiple, your largest client, and the market can move against you. None of that risk is in the figures above — the model assumes your plan lands exactly as drawn.

How far can the multiple fall before waiting stops paying?

Every point is what waiting two years is worth against selling today, in today's money, if the multiple you get then turns out to be the one on the axis. Where the line crosses zero is the whole decision.

Gain or loss from waiting, against the multiple available when you sell
Waiting wins Selling now wins Selling today
Show the numbers
Multiple you get thenValue of waiting

Both columns are shown before advisory fees, which apply on either path. Illustrative model only — not a valuation, appraisal, forecast, or offer. Multiples move with the credit cycle, buyer appetite, and your own revenue quality; no one can tell you what yours will be in three years.

Why the gap exists

Buyers pay premiums for diversification.

Recurring revenue

A machine, not a relationship

Buyers pay up for predictable, recurring revenue. An MSP with 60%+ of income under contract is worth far more than one that lives on projects and break-fix work.

Geographic scale

A national footprint

Complementary MSPs across non-overlapping markets create diversification against regional risk — a premium buyers pay for and brokers can’t manufacture.

The bigger story

A story buyers can sell

A platform gives a buyer a real growth story to take to their own investors. One MSP — however well-run — is still a small business, and it’s priced like one. Marketed alongside a qualified group, you help form that platform — while your valuation and your proceeds stay your own.

You keep running your business. We build the platform around it.

Through 12–15 months of prep you operate exactly as today. We standardize reporting, package the platform story, and run the competitive process — no obligation until you’ve reviewed the deal structure and your individual valuation.

How it works

Three phases. Twelve months. One group sale.

01Months 1–3

Join the program

Complementary MSPs are assessed for fit across revenue, MRR, geography, and client mix. You review the full deal structure and your individual valuation before committing.

02Months 4–12

Build the platform

We standardize reporting, package the platform story, and position the group for institutional buyers — while you keep running your business exactly as today.

03Months 13–18

Sell together

Multiple institutional buyers, real leverage. Each owner is valued, negotiated, and paid individually — your outcome is your own, determined by LevelUp+IT, not a pooled or shared result.

Assess · M1–3 Onboard · M4–6 Package · M7–12 Market · M13–15 Close · M16–18

Program participation does not guarantee an offer. Assessment, onboarding, and diligence qualify an MSP to be marketed alongside a group — they do not obligate any buyer to make an offer, or any offer to be made on any particular terms. Whether an owner receives an offer, from which buyer, and at what valuation is determined only after the diligence and onboarding elements of the program are complete, and depends on diligence findings, buyer appetite, and market conditions. Valuations and distributions are determined individually. Nothing on this page is a promise of any outcome.

Going it alone

A group of owners can run their own sale. Most don't finish.

Two reasons, and the second one is the killer. The first is the bill, which arrives whether or not a deal closes. The second is everything a group has to agree on before a buyer ever sees a number.

5
210
$5,000,000
$2M$20M
Sell-side advisorRetainer plus nine monthly fees$185,000
M&A counselOne multi-party deal, several sellers$225,000
Quality of earningsPer company — buyers won't accept one for the group$225,000
Accrual conversion and books cleanupPer company$100,000
Data room and diligence supportShared$15,000
Tax and structuring advicePer owner, and each owner needs their own$100,000
Before a buyer says yes$850,000

Plus a success fee of 3–6% of the price if a sale closes. Ranges are typical for middle-market sell-side work; your own quotes will differ, and a group deal usually prices at the top of each range because there are more sellers to paper.

Each owner's share
$170,000
payable whether or not anyone buys
That's 3.4% of the group's EBITDA spent before a buyer is at the table, and none of it comes back if the process dies in diligence.

LevelUp+IT charges one program fee per company, quoted in writing before you sign, plus a success fee only if a sale closes. The readiness work in the rows above — the books, the data room, the diligence pack — is what the program fee buys, run once across the group instead of bought five times over.

Where the money goes

Most of this bill multiplies by the number of owners, because buyers price each company separately and diligence each one separately.

Cost of a self-run group sale, by line item
Multiplies per company Shared across the group

And then there's everything you have to agree on.

A club with no professional lead has to reach consensus on every line below. Each one is a place a group has come apart, usually in month eight, usually after the money has been spent.

01Whose multiple

Every owner believes theirs is the good book. Somebody has to say out loud which company is a 4× and which is a 6×, to the owner's face.

02What counts as EBITDA

Add-backs are where friendships end. The car, the spouse on payroll, last year's one-off. Each one is a negotiation with people you golf with.

03The working capital peg

The buyer sets one number for the whole group. Deciding who funds the shortfall is an argument among owners, not with the buyer.

04Who talks to the buyer

One voice or five. Five means a professional acquirer works out which of you is most motivated, and prices the group off that.

05Cash, note, or rollover

One owner needs cash at close. One wants rollover equity. The buyer offers a single structure and expects an answer.

06Escrow and indemnity

Joint and several, or several only? If one owner's contract blows up in year two, whose money pays for it?

07Reps and warranties

Everyone signs the same reps. Not everyone's records can support them, and the ones that can't don't volunteer it early.

08Who runs the earnout

If part of the price rides on future performance, someone has to control the business that has to hit it — and everyone else has to live with that.

09Life after close

Employment terms, non-competes, titles, who reports to whom. Every owner negotiates their own, then compares notes.

10Timing

One owner is ready now. One has a divorce pending. One wants three more years. The process moves at the speed of the slowest.

11Who pays when it dies

The bill above is real with or without a closing. Cost-sharing is easy to agree in month one and very hard in month nine.

12The one who says no

With no drag-along, a single holdout kills the platform for everybody. With one, somebody gets forced to sell. Both versions end in a fight.

Our answer to all twelve is the same one.

Nobody votes on anybody else's price. Each company is individually assessed, individually valued, individually negotiated, and individually paid. The group is what makes a buyer pay a platform multiple — it is not a committee that decides your number, and it is not a pot that gets divided.

Bigger and smaller, together

Nobody is paid out of anybody else's proceeds.

The question a larger owner always asks: a smaller MSP joins, does my share get watered down? No — because there is no shared pot. Your price is your own EBITDA at the platform's multiple. Build a group below and watch what moves.

The group
Combined EBITDA$5,400,000

Past the $5M mark institutional buyers engage. The platform multiple rises with combined scale from there.

At $5.4M combined the group clears the platform threshold. Every member is priced at 8.2× on their own EBITDA.
MemberEBITDAAloneIn the groupUplift

"Alone" is that company's own EBITDA at the broker multiple its own size commands — smaller books price lower, which is the whole reason the gap exists. "In the group" is the same EBITDA at the platform multiple, shown net of LevelUp+IT's 20% fee. The broker column is gross of the broker's own fee.

What your own exit is worth, as the group around you grows

Your EBITDA never changes on this chart — only the combined scale of the group you are marketed alongside. That is the entire mechanism, and it is why a smaller member is worth having.

Your exit value against the group's combined EBITDA
Marketed with the group On your own, at a broker
Show the numbers
Combined group EBITDAPlatform multipleYou are worth
Your gain
+$3,460,000
Your own EBITDA at the platform multiple, net of the 20% fee, against what your business fetches on its own.
Smallest member's gain
+56%
Larger in percentage terms, because they start from a lower standalone multiple. It is paid by the buyer for their business, not taken from yours.
Group total
$35,300,000
The sum of five separate prices. There is no single pooled figure to allocate, so there is no bigger or smaller slice for anyone to take.

Illustrative model only — not a valuation, appraisal, or offer, and not a description of any specific group. Standalone and platform multiples here are stylised from the 3–7× and 8–12× ranges shown above; a real valuation turns on recurring revenue share, contract quality, client concentration, geography, and diligence findings, and is determined individually for each company.

Who it's for

Not every MSP. The right fit matters.

$750K+
Annual revenue

Enough scale to contribute to a platform story and clear PE due-diligence thresholds.

60%+
MRR percentage

Recurring, contracted revenue is the primary value driver. Project-heavy books price lower.

6–12
Month horizon

Enough runway to prepare properly and run a competitive institutional process.

✓
Owner-operated, exit-motivated

You want an exit — not a minority stake or partial recap.

✓
Clean financials

Reviewed or audited books that survive institutional due diligence.

✓
Non-overlapping geography

No direct market conflict with other program participants.

The team

Run by MSP owners. Backed by the LevelUp+ team.

Brian Galli
Brian Galli
Co-founder · MSP owner

Leads all first-touch outreach. A practicing MSP owner, he knows the margins, client headaches, and the exit question from the inside — running the same math on his own exit.

brian@levelup.ceo
Andrew Altholz
Andrew Altholz
Co-founder · Strategy & finance

Investment banking, private equity, and acquisition finance. Leads deal structure, investor relations, and the group exit process that institutional buyers pay a premium for.

andrew@levelup.ceo
Andy Crewell
Andy Crewell
Co-founder · Admin & legal

Law degree and accounting background. Has scaled businesses from startups to publicly traded — and handles the legal structure and compliance that make group exits execute.

andy@levelup.ceo
Dan DeFay
Dan DeFay
MSP owner · Cyber Control Group

30+ years in IT services. Founder of SmartFirm IT, now leading Cyber Control Group. Evaluates the group exit from the owner’s seat — the right fit and the real questions.

dan@levelup.ceo
Contact

Let’s run your numbers.

Tell us your revenue, MRR percentage, and rough EBITDA. We’ll model your preliminary valuation range — group exit versus solo broker sale, real numbers and real assumptions.

No pitch deck. No spam. A co-founder responds personally within 24 hours.
brian@levelup.ceo · andrew@levelup.ceo