HALO Academy 2 Minute Financial Drill: Exclusivity Period

Every Wednesday we release our all new “HALO Academy: 2 Minute Financial Drill" by Integrity Square Founder & HALO Talks host, Pete Moore on everything you need to know for financial literacy, unit economics, legal documents used for M&A and capital raises, capital sources you can access, understanding how financings are structured, valuation metrics and parameters, and what you need to know about your own business before engaging in cap raises and/or a potential sale. If you missed our email about this, you can re-read it here:

====================================================== RESOURCES

• https://www.integritysq.com
• https://www.halotalks.com
• https://www.thehaloacademy.com
• Watch the video here: https://www.youtube.com/@halotalks

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ABOUT YOUR INSTRUCTOR

Pete is the Founder, Managing Partner and Chief Dream Architect at Integrity Square ("ISQ"), a leading boutique financial advisory firm focused on the $4.7T Health, Active Lifestyle, Outdoor ("HALO") sector. Since founding ISQ in 2010, the firm has played an active advisory role in 100+ mergers & acquisitions, private placements and advisory assignments across North America.

Pete Moore and his team have also invested in passionate entrepreneurs at HigherDOSE, XTEND, and Promotion Vault. ISQ's media and "live education" properties include HALO Talks, the leading B2B podcast in the sector, Time To Win Again, and the HALO Academy, an Executive Education Bootcamp Series.

Prior to ISQ, Pete was Head of the Active Lifestyle & Wellness Group at Sagent Advisors (2003-2010.) Prior to 2003, Pete was co-founder of FitnessInsite, a SasS sales management platform with 1500+ clients (based in AZ.) At FitnessInsite, Pete invested his personal capital, leveraged his credit cards and learned what it takes to manage a startup.

Pete built his business and financial acumen on top of the foundation laid at three critical positions early in his career: Senior Associate at Brockway Moran & Partners, the private equity owner of Gold’s Gym International, Inc; worked as an Associate at Donaldson, Lufkin & Jenrette; and an Analyst at Chase Securities. (Now JP Morgan.)

ISQ saw a need for a deeper & more useful level of education in the HALO sector. In response, we launched the HALO Talks podcast, with 500+ completed interviews and over 120,000 downloads. HALO Talks has become a “must listen” for anyone working or investing in the sector.

Pete graduated from Emory University (BBA, 1994) and received his MBA from Harvard Business School (1999.) While at HBS, he co-founded IRON PLANET, the leading B2B auction site for used heavy equipment, which was sold to Ritchie Bros for $758 million. His hobbies include: Football, basketball, tennis, podcasting, amateur ventriloquism, pro bono DJ and fitness enthusiast.

Episode Transcript

(00:00):
This is Pete Moore. I am back from Integrity Square. Two minute drill.
We are under exclusivity in our sale process of
Project Willow. What's about to happen next is
a full review of all the sellers documents.
Full legal team on both sides going back and forth on information
and what is called in finance a Q of E. What

(00:23):
a Q of E is is a quality of earnings or
forensic accounting review of the financials that have
been provided by Integrity Square on behalf of the
seller that are now checked by an independent accounting
firm. That firm is trying to confirm that everything
that we put down there actually happened in the business. In

(00:44):
addition to that, they're going to question our
EBITDA adjustments. So if there
was a fire at a club last month and that cost me
$150,000 against my expenses
and lowered my income, Integrity Square has advised the
seller that that is a one time occurrence, or what we like to call

(01:06):
an extraordinary event. Extraordinary events
are added back to raise our ebitda and that is
typically the metric that buyers are looking to focus on
in order to ensure the multiple that they're paying off of
EBITDA is off of an EBITDA that they believe in is
achievable. Now what they say about one time

(01:27):
extraordinary events is that they're typically recurring
in different ways. So as we went through recurring
before, these are expenses that we don't want to have
recurring and convince a buyer to not tax us or
charge us for that ebitda.