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Marc Nzojibwami·October 7, 2024

The Model for a 3 Way, Long Term Holdco | Marc Nzojibwami Interview

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Marc Nzojibwami, a Calgary-based entrepreneur who immigrated from Burundi via Belgium as a child and tried two failed startups before pivoting to acquisition entrepreneurship, bought ABL Imaging — a 40-plus-year-old large-format print and sign shop — in September 2021 alongside two partners: his brother-in-law Cody (finance background, who became the operator) and Mike (a tax lawyer). The three-way partnership paid approximately $1 million enterprise value using a combination of personal equity (~20%), a small seller note (~5%), and a TD Bank loan (~75-80%, amortized over seven years). In the first year, EBITDA grew roughly 30% primarily by implementing QuickBooks Online, which gave the new owners margin visibility they used to raise prices and stop accepting money-losing jobs. Now three years in, the business is performing as expected and Marc has left his tech sales job to search full-time for a second acquisition, with a long-term vision of building a portfolio of cash-flowing businesses held indefinitely — targeting $3-5M EBITDA within roughly six years and $10M EBITDA over 15 years. The episode is a detailed case study in structured three-way partnership dynamics, Canadian small business financing (without the SBA), and the compounding advantage of getting into the game early even with a small first deal.

Deal facts

purchase price
~$1m (enterprise value, 'just shy of a million dollars')
sde ebitda
EBITDA margin 15-19% on revenue of ~$1.5m-$1.9m (implied EBITDA ~$225k-$360k)
revenue
~$1.5m-$1.9m
financing structure
~75-80% bank loan (TD Bank, 7-year amortization), ~5% seller note, ~15-20% equity from three partners
notes
Acquired September 2021 in Calgary, Canada. No SBA (Canadian deal). Financing arranged via broker Steve Brown / TGC Capital. Bank required 25% down (combination of personal equity and seller note). Three-way equal partnership. EBITDA grew ~30% in first year post-acquisition, attributed to QuickBooks implementation giving margin visibility, pricing discipline, and strong pipeline left by seller.

Why this business

The business had been around for 40+ years (since 1978), the owner took three months off per year signaling it was not heavily owner-dependent, it had a premier/niche positioning in the large-format print and sign space with above-average margins, long-tenured staff (average 10 years), and it fit the size range the three partners could finance. They also took a deliberate bet on Calgary's continued population and homebuilding growth as a tailwind for the business.

What's working

  • Strong employee base with average 10-year tenure — smooth transition and operational continuity
  • Seller left a healthy pipeline and helped close a significant deal post-acquisition, boosting early cash flow
  • Implementing QuickBooks Online provided margin visibility that enabled better pricing discipline and elimination of money-losing jobs — drove ~30% EBITDA growth in year one
  • Premium market positioning in large-format print allowed above-average margins relative to typical print industry
  • Three-partner structure brought complementary skills: sales/BD (Marc), finance (Cody, the operator), and legal/tax (Mike)
  • Proven track record of one acquisition made them the broker's first call for deal number two, giving them a single-offer negotiating position
  • Calgary population growth and homebuilding tailwind supporting core client base (home builders)

What's hard

  • Did not adequately plan for post-close operations and strategy during the acquisition process — too focused on closing the deal
  • Wish they had done a strategic planning session with the seller to extract her vision for how she would grow the business if starting over
  • Project-based revenue model with exposure to cyclical home construction sector required a thesis-driven bet on Calgary growth
  • Five-person partnership at the outset shrank to three as two partners moved on — highlights friction of larger partnership groups
  • Canadian bank amortization schedules (typically 5 years, they got 7) are shorter than US SBA 10-year terms, adding cash flow pressure
  • Wanted to do deal number two within a year of closing deal one; took nearly three years to be in a position to execute

Notable quotes

I learned that I was an entrepreneur that I wanted to be an entrepreneur so I was kind of in this awkward place where I knew I wanted to be an entrepreneur but I knew I didn't really want to start from something from scratch.
These businesses already have product market fit and in some cases some of these businesses are selling really well, are doing really great sales despite not having great operations, despite not having great systems in place, despite not having great software in place — and so just little things like that, you know, just things that are off the shelf — it didn't require us to come up with this brand new innovative idea that's going to be ridden by the Harvard Business Review.
I think a lot of our efforts were spent on closing the deal and I wish we would have actually spent more effort on planning what life would look like afterwards.
One of my mentors has told me several times — if you want to go fast go alone, if you want to go far go together.
If I would have waited until I was in my late 30s or early 40s where I've built up a lot more capital, I probably think I'd probably be farther behind — if I had bought a $1 million EBITDA business in my late 30s than I did find a smaller business in my mid 20s.

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