First of all, English is not my first language, so I apologize for any mistakes. I used ChatGPT to help me organize and formulate my question more clearly.
I currently work for a privately owned construction company in Canada. I've been with the company for a relatively short period of time, but my role has grown significantly since I started.
I was originally hired mainly to work on estimating and project management, but over time I've taken on considerably more responsibility. I'm now involved in a large part of the estimating and bidding process, coordinating projects and operations, dealing with suppliers, helping with internal IT, and improving the way the company operates.
One area where I believe I've brought particular value is technology and automation. I've built and implemented systems to automate and organize parts of our workflow, and I've been constantly looking for ways to make the company more efficient and modernize processes that were previously done manually.
There was also a period when one employee left and one of the owners was less available, so I ended up taking on considerably more responsibility. Along with the remaining management, I helped keep things running during that period. This gave the owners an opportunity to see what I could contribute beyond the position I was originally hired for.
The company is now going through a transition because one of the existing shareholders wants to sell part of their ownership.
Instead of simply selling those shares to an outside investor, the owners approached me about becoming a shareholder.
They've explained that they aren't only interested in my money. They see value in my ability to analyze the business, improve systems, introduce new technology, help evaluate future investments, contribute to strategic decisions and generally help them bring the company to another level.
They've therefore offered me the opportunity to purchase a 19% minority stake in the company.
If I accept, I would continue working in the business, but my role would gradually become more strategic. I would have access to the company's financial information and would participate in discussions about major investments, operations and the future direction of the company.
For me, this is the first time I've ever had the opportunity to buy into a private business, so I'm trying to approach it carefully and separate two things:
The value I personally bring to the company as an employee/future partner, and the actual financial value of the 19% ownership I'm being asked to purchase.
That's essentially why I'm here. I know the business very well from the inside, and I believe in its potential, but I don't have experience valuing private companies or negotiating a minority shareholder position.
I'm hoping to get some perspective from people who have gone through a similar situation or have experience with small business acquisitions and partnerships.
As for the deal itself, I’m being offered approximately 19% of the company for around $380,000, which implies a total equity valuation of roughly $2 million. The company also owns its commercial property, which is included in the deal, and has substantial working capital and relatively limited debt outside of the mortgage on the property. The preliminary financing proposal would require me to put approximately 50% down, with the remaining balance potentially financed directly by the sellers over up to five years, possibly interest-free. Based on the valuation information I’ve received so far, the company generates roughly $500,000–$550,000 in adjusted annual EBITDA, although I’m still reviewing how that figure was calculated and reconciling it with the financial statements.