EBITDA adjusted for selected unusual, nonrecurring, or non-operating items to better represent earnings a buyer might expect. Adjustments should be supportable and reviewed carefully.

A definitive contract establishing the assets to be purchased, liabilities assumed, price, representations, covenants, and closing terms in an asset sale.

A transaction in which a buyer purchases specified business assets and may assume selected liabilities, rather than buying the ownership interests of the entity.

An intermediary who helps business owners market a company, identify prospective buyers, manage discussions, and work toward a sale.

An owner’s plan for transferring, selling, or otherwise leaving a business while considering timing, financial goals, succession, and continuity.

A change in business ownership, leadership, or control, typically involving planning to preserve operations, relationships, and continuity.

An estimate of what a business is worth based on its financial performance, risks, assets, growth prospects, and market evidence.

A presentation of a business available for acquisition, usually including selected financial and operating information while protecting confidential details.

A review of a prospective buyer’s financial capacity, experience, acquisition interests, and seriousness before sharing sensitive information.

A regulated change in ownership or control that can trigger healthcare licensing, enrollment, or notification requirements. Specific rules depend on the provider and jurisdiction.

The final stage of a transaction when agreed documents are executed, funds and ownership are transferred, and closing conditions are satisfied.

A sale process that limits public disclosure of the owner’s plans and releases sensitive business information in controlled stages.

A confidential document prepared for qualified buyers outlining a company’s operations, financial performance, market, and investment opportunity.

The share of revenue coming from a small number of customers. High concentration can expose a business to material revenue risk.

A secure collection of documents shared with authorized parties for transaction review, such as financial statements, contracts, and operational records.

The buyer’s structured investigation of a business’s financial, legal, tax, operational, and commercial condition before completing an acquisition.

A provision under which a seller may receive additional payment after closing if agreed future performance or other milestones are achieved.

Earnings before interest, taxes, depreciation, and amortization. Buyers often use this metric to compare operating earnings, but it is not the same as cash flow.

The value of a company’s operations to all capital providers, commonly expressed on a cash-free, debt-free basis subject to transaction adjustments.

Money or documents held by a neutral third party under agreed conditions, sometimes used to address closing obligations or post-closing claims.

The process of preparing a business and its owner for a future transition, including value improvement, financial readiness, succession, and transaction options.

The degree to which a business and its owner are prepared for a transition, including reliable financials, leadership depth, documented operations, and clear goals.

The estimated price at which a property or business would change hands between informed, willing parties without compulsion, under an applicable valuation standard.

An acquirer primarily seeking a financial return from an investment, such as a private equity fund or investment group.

Intangible business value associated with factors such as customer relationships, reputation, and the ability to earn profits beyond identifiable net assets.

A document stating key proposed transaction terms before a definitive agreement. Some provisions may be binding even if the overall proposal is not.

Transactions in which businesses or ownership interests are bought, sold, or combined. An M&A process often includes preparation, buyer outreach, negotiation, and diligence.

A confidentiality agreement that limits how recipients may use and disclose sensitive information shared during the sale process.

The extent to which a company relies on its owner for decisions, customer relationships, sales, or daily operations. High dependence can increase buyer risk.

Investment capital commonly used to acquire ownership stakes in businesses, often with plans to improve operations, grow, and eventually realize a return.

The assignment of a transaction’s purchase price among acquired assets and other categories, which can have accounting and tax consequences.

An analysis of the sustainability and reliability of reported earnings, including accounting policies, recurring performance, and potential adjustments.

Revenue that is expected to repeat through ongoing contracts, subscriptions, or repeat service relationships, subject to retention and other risks.

The composition of revenue across services, customers, locations, contracts, or payers. Buyers study the mix to understand stability and risk.

A strategy of combining multiple businesses in a fragmented industry into a larger platform or group.

NorthStar’s branded exit-planning program focused on preparing a business for an eventual transition and improving factors that influence its sale readiness.

A deal structure in which the seller allows the buyer to pay part of the purchase price over time, typically under a promissory note.

A measure often used for smaller owner-operated businesses that starts with earnings and adds back certain owner compensation, benefits, and other qualifying expenses.

A transaction in which a buyer purchases shares or other equity interests in a company, generally acquiring the entity along with its assets and liabilities.

An operating company acquiring another business for reasons such as market expansion, complementary services, customers, or operating efficiencies.

The process of identifying and preparing people or structures that can take over leadership, ownership, or critical responsibilities when the current owner exits.

How effectively a business’s customers, contracts, workforce, systems, and operations can continue under new ownership.

A ratio comparing business value to a financial metric such as EBITDA, SDE, or revenue. A multiple depends on industry, growth, risk, size, and deal conditions.

The difference between an owner’s desired financial outcome and the value or proceeds the business may realistically deliver under current conditions.

A purchase-price mechanism that compares working capital delivered at closing with an agreed target and adjusts the price as specified in the contract.