1
EXHIBIT 10.2
MANAGEMENT AGREEMENT
THIS MANAGEMENT AGREEMENT (this "Agreement") is made effective as of
May 1, 1996, regardless of its date of execution, between BACE Industries, LLC,
a Colorado limited liability company ("BI"), and RentX Industries, Inc., a
Delaware corporation (the "Company").
RECITALS
The Company was formed to acquire, own and operate various rental
businesses previously acquired and other assets which it may acquire in the
future. BI and the Company have agreed that BI's business expertise will be
valuable to the Company in managing its business, and that such expertise is
important to the Company's success. BI and the Company desire to set forth
their understanding pursuant to which BI has agreed to provide certain
management services to the Company.
NOW, THEREFORE, in consideration of the premises and the mutual
covenants and agreements herein set forth, the parties hereto agree as follows:
I. DEFINITIONS
For purposes of this Agreement, the following terms shall be defined
as follows:
1.1 Adjusted Income means the consolidated net income of
the Company for any fiscal year, as reflected on the audited financial
statements of the Company for such fiscal year, increased by (i) non-recurring
or extraordinary expenses, including, without limitation, for acquisitions,
mergers, financings (including, without limitation, public debt or stock
offerings), casualty losses (net of insurance proceeds) and facility moves,
(ii) taxes, (iii) amortization (other than amortization relating to debt), (iv)
expenses in excess of the fair market value of services actually rendered paid
by the Company to selling shareholders of entities acquired by, or whose assets
are acquired by, the Company in the future, (v) all payments by the Company to
BI for Fixed Management Fees or expense reimbursements, (vi) in the first 12
months after the date of this Agreement only, all compensation expense for the
Chief Executive Officer and Chief Financial Officer/Executive Vice President of
the Company and (vii) losses on dispositions of assets outside of the ordinary
course of business, and reduced by (x) non-recurring or extraordinary income
(including, without limitation, such income arising from the items specified in
clause (i) above) and (y) gains on dispositions of assets outside of the
ordinary course of business.
1.2 Affiliate means a person or entity which controls, is
controlled by, or is under common control with another person or entity.
2
1.3 Fixed Management Fee means an annual amount based on
the Company's sales run rate determined per the following table (subject to
annual adjustment as provided below):
Sales Fixed
Run Rate Management Fee
------------ --------------
Less than $15 million $150,000
15 Million 175,000
20 Million 200,000
50 Million 250,000
75 Million 300,000
The Company's sales run rate means the Company's sales for the 12-month period
ending with the month preceding the month for which a payment of Fixed
Management Fee is being calculated. For that purpose, the Company's sales
shall be deemed to include the sales of all entities acquired, or whose assets
are acquired, by the Company prior to the date of acquisition (excluding any
sales relating to portions of such entities or their assets which are not so
acquired), even though the Company was not in existence or did not own the
acquired entity when those sales occurred. If the Company opens a new start-up
store, for purposes of computing the Company's sales run rate as of the end of
any month during the first 12 months after the opening of the new store, the
new store shall be deemed to have had sales during the 12-month period ending
with that month equal to 80% of the cumulative cost of all rental equipment
acquired by, transferred to or utilized by the new store as of the last day of
that month, notwithstanding the level of actual sales. For purposes of
computing the Company's sales run rate as of the end of the 13th through the
23rd month after the opening of the new store, the new store shall be deemed to
have had sales during each of the first 12 months after opening equal to 80% of
the cumulative cost of all rental equipment acquired by, transferred to or
utilized by the new store as of the last day of the 12th month after opening,
divided by 12, notwithstanding the actual level of sales. Sales for the 13th
and each subsequent month shall be actual sales of the new store in such month.
The month in which a new store is opened shall be treated as a full month after
opening.
In January 1997, the annual amounts of the Fixed Management
Fee reflected in the foregoing table should be increased by a proportion equal
to the proportionate increase in the Index released in January 1997 over the
Index released in January 1996. In January of each succeeding year during the
term of this Agreement, the annual amounts of the Fixed Management Fee
established in January of the preceding year shall be increased by a proportion
equal to the proportionate increase in the Index released in January of that
year over the Index released in January of the preceding year. If the Index
shall have decreased, the Fixed Management Fee shall not decrease.
-2-
3
1.4 Variable Fee means 50% of the amount by which the
Adjusted Income for any fiscal year exceeds the Minimum Hurdle for that fiscal
year; provided, however, that the Variable Fee for any fiscal year shall not
exceed the amount of the Fixed Management Fee paid for that fiscal year.
1.5 Index means the Consumer Price Index - All Urban
Consumers, All Items for the Denver-Boulder metropolitan area, as released from
time to time.
1.6 Minimum Hurdle for each fiscal year means 25% of the
average equity capital that has been invested in the Company during that fiscal
year. For example, if $5,000,000 had been invested in the Company prior to the
beginning of a particular fiscal year and an additional $2,000,000 was invested
half-way through that year, the average equity capital for the year would be
$5,000,000 + ($2,000,000 / 2) = $6,000,000 and the Minimum Hurdle would be
$1,500,000. For that purpose, the first fiscal year of the Company shall be
deemed to include the 12-month period ending with the last day of such fiscal
year, even though the Company was not in existence throughout that period.
II. MANAGEMENT SERVICES
BI shall provide management level consulting services
concerning business planning, acquisitions, financing and other management
matters to the Company consistent with policies established by the Company's
Board of Directors (the "Board"), and shall report to the Board. BI and its
partners, employees and agents who provide services to the Company pursuant to
this Agreement shall be independent contractors as to the Company, and not its
employees. As independent contractors, neither BI nor its partners, agents or
employees shall, unless otherwise expressly granted by the Company's Board of
Directors, have the right or authority to execute documents in the name of the
Company or to otherwise bind the Company; provided, however, that nothing
contained in this Article II shall limit or diminish any rights or powers which
any such partners, employees or agents may have as directors or officers of the
Company.
III. COMPENSATION
3.1 Compensation. BI shall be entitled to receive from
the Company on the first day of each calendar month a payment of the Fixed
Management Fee equal to 1/12th of the annual amount thereof then in effect
based on the Company's sales run rate for the 12-month period ending with the
preceding month. Within 90 days after the end of each fiscal year, BI shall be
entitled to receive the Variable Fee, if any, for that fiscal year. If the
Company does not have aggregate debt financing and debt financing commitments
totaling $35 million on or before May 1, 1997, the structure and amounts of
BI's compensation hereunder will be renegotiated to the mutual satisfaction of
the Board of Directors of the Company and BI. The Company's obligation to make
payment of the Variable Fee to BI shall be suspended during any period during
which there exists an Event of
-3-
4
Default pursuant to Section 6.1(a) or (b) of the Investment Agreement dated as
of May 15, 1996 between the Company and the investors named therein, as amended
from time to time (the "Investment Agreement"), or a failure by the Company,
following demand given pursuant to Section 6.1 of the Investment Agreement, to
redeem the preferred stock of the Company; provided, however, that the
Company's obligation with respect to such compensation shall accrue during such
suspension and be payable immediately upon termination of such suspension.
3.2 Benefits and Expense Reimbursement. The Company
shall reimburse BI and its members and employees who perform services for or on
behalf of the Company hereunder for all reasonable out-of-pocket costs incurred
by them, including out-of-pocket costs incurred prior to the date hereof. The
Company shall provide health, medical, dental, disability and other similar
insurance benefits for up to four members or employees of BI who are providing
services for the Company hereunder on the same basis as provided to Company
officers.
IV. TERM
4.1 Term. Unless previously terminated by mutual
agreement of the parties or unless terminated by the Company for cause pursuant
to Section 4.2, this Agreement shall continue until the earliest to occur of
the following events: (i) if Xxxxxxx X. Xxxxx ("Xxxxx") and Xxxxx X. Xxxxxxxx
("Xxxxxxxx"), or their respective Affiliates, spouses, children and trusts, do
not own a number of shares of the Company's stock equal to at least one-third
of the number of shares owned by BACE Investments, LLC ("Investments") as of
the date hereof; (ii) the Company sells all or substantially all of its assets
on a consolidated basis in any single transaction or series of related
transactions for cash to a person or entity that is not an Affiliate; (iii) the
Company is acquired for cash by a person or entity that is not an Affiliate of
BI, including without limitation, through the purchase for cash of all or
substantially all of the Company's outstanding stock or through a cash merger
or consolidation; or (iv) the Company files, or there is filed against the
Company, a proceeding under Chapter 11 of the Federal Bankruptcy Code.
4.2 Termination for Cause. The Company may terminate
this Agreement for cause if (i) BI or any member, employee or authorized agent
of BI commits gross negligence in the performance of BI's duties hereunder,
(ii) BI or any member, employee or authorized agent of BI willfully engages in
any improper activity which is contrary to the best interests of the Company,
(iii) BI or any member, employee or authorized agent of BI willfully violates
or disregards written instructions from the Board with respect to BI's duties
hereunder, (iv) BI or any member, employee or authorized agent of BI engages in
any activity which has a material adverse effect upon the Company or its
business, (v) if BI commits a material breach of a material provision of this
Agreement, or (vi) if Tyler and Xxxxxxxx both cease to be members in, or
otherwise own equity in, BI. BI shall be given 10 days' notice of any action
which the Company deems to be cause for termination hereunder and BI shall be
terminated only if BI fails to cure such action or offense within such 10-day
period or repeats or continues the action or offense after such notice. If the
action or offense was
-4-
5
taken or committed by an employee or authorized agent of BI without BI's
express authorization or actual prior knowledge, solely for the purpose of
determining the Company's right to terminate this Agreement under this Section
4.2, BI shall be deemed to have cured the action or offense if it replaces the
employee or agent within the 10-day period.
V. NONCOMPETITION
BI expressly covenants and agrees that, during the term of
this Agreement and for one year thereafter, neither BI nor any member of BI
will, directly or indirectly, as an officer, agent, principal, employee,
consultant, or otherwise, engage in any activity which, at that time, competes
to a material extent with the Company. Nothing herein will preclude BI or any
member from acquiring or holding securities representing less than 5% of the
outstanding securities of any class of equity security registered under the
Securities Exchange Act of 1934, as amended, or from engaging in any Non-RentX
Activities (as defined in the Stockholders Agreement dated as of May 15, 1996,
as amended from time to time, among the Company and the other parties named
therein) unless the consent of Investments, Tyler, Xxxxxxxx or at least one
director designated by Investments pursuant to such Stockholders Agreement, so
long as Investments is permitted to make such designation, has been given in
connection with the determination by the Company to engage in such activities.
VI. CONFIDENTIALITY AND NON-DISCLOSURE
BI acknowledges that information, observations and data
obtained by BI and its partners and other personnel during the term of this
Agreement concerning the business or affairs of the Company (the "Confidential
Information") are the property of the Company. BI will not disclose to any
person or use for its own account any Confidential Information without the
written consent of the Board. Nothing herein shall prevent the disclosure of
Confidential Information (i) which becomes generally known to and available for
use by the public other than as a result of a disclosure by BI, (ii) with
respect to which BI's duty of confidentiality is waived by the Company, (iii)
if required by applicable law, regulation or order of any governmental agency
or court of competent jurisdiction, (iv) which was known to the public when
received by BI or (v) which is lawfully obtained by BI from other sources. BI
agrees that upon termination of this Agreement, it will deliver to the Company
all memoranda, notes, plans, records, reports and other documents containing
Confidential Information, and all copies thereof, that BI may then possess or
have under its control. The obligations set forth in this Article VI shall
continue for a period of two years following the termination of this Agreement.
VII. GENERAL PROVISIONS
7.1 Successors and Assigns. This Agreement is intended
to bind and inure to the benefit of and be enforceable by the parties hereto
and their respective permitted successors and assigns. BI may not assign any
of its rights or obligations hereunder, except to an Affiliate.
-5-
6
7.2 Notices. All notices hereunder shall be in writing
and shall be deemed to have been duly given when delivered in person, upon
confirmation of receipt if given by telecopier, or three days after being
deposited in the United States mail, certified mail, return receipt requested,
postage prepaid, as follows:
To the Company:
---------------
RentX Industries, Inc.
0000 Xxxxx Xxxxxx
Xxxxxx, Xxxxxxxx 00000
Attn: Xxxx Xxxxxxx
Telecopier: (000) 000-0000
To BI:
------
BACE Industries, LLC
0000 Xxxxx Xxxxxx
Xxxxxx, XX 00000
Attn: Xxxxxxx X. Xxxxx
Telecopier: (000) 000-0000
or to such other address as either party shall have specified by notice in
writing to the other party.
7.3 Severability. Whenever possible, each provision of
this Agreement will be interpreted in such manner as to be effective and valid
under applicable law, but if any provision of this Agreement is held to be
invalid, illegal or unenforceable in any respect in any jurisdiction, such
invalidity, illegality or unenforceability will not affect any other provision
or any other jurisdiction, but this Agreement will be reformed, construed and
enforced in such jurisdiction as if such invalid, illegal or unenforceable
provision had never been contained herein.
7.4 Complete Agreement. This Agreement embodies the
complete Agreement and understanding between the parties and supersedes and
preempts any prior understandings, agreements or representations by or between
the parties, written or oral, which relate to the subject matter hereof.
7.5 CHOICE OF LAW. ALL QUESTIONS CONCERNING THE
CONSTRUCTION, VALIDITY AND INTERPRETATION OF THIS AGREEMENT WILL BE GOVERNED BY
THE INTERNAL LAW, AND NOT THE LAW OF CONFLICTS, OF THE STATE OF COLORADO.
7.6 Remedies. Each of the parties to this Agreement will
be entitled to enforce its rights under this Agreement specifically, to recover
damages by reason of any breach of the
-6-
7
provisions of this Agreement and to exercise all other rights in its favor at
law or in equity. The parties hereto agree and acknowledge that money damages
may not be an adequate remedy for any breach of the provisions of Articles V
and VI of this Agreement and that any party may in its sole discretion apply
for specific performance and injunctive relief in order to enforce or prevent
any violations of the provisions of Article V or VI.
7.7 Amendments and Waivers. This Agreement may be
amended only pursuant to a duly authorized written agreement signed by all of
the parties hereto. No waiver of rights hereunder shall be effective unless
such waiver is set forth in writing signed by the party whose rights are being
waived.
7.8 Arbitration. Any disputes arising under this
Agreement, including, without limitation, those involving claims for specific
performance or injunctive relief, shall be submitted to binding arbitration
under the Commercial Arbitration Rules of the American Arbitration Association.
The arbitration shall be conducted in Denver, Colorado, before a single
arbitrator selected by BI and the Company, or, if they are unable to agree on
an arbitrator, before a panel of three arbitrators, one selected by BI, one
selected by the Company and the third selected by the two arbitrators. Failing
the selection of any required arbitrator, the selection shall be made by the
American Arbitration Association. The award of the arbitrators shall be final
and binding and judgment on the award may be entered by any court of competent
jurisdiction. This submission and agreement to arbitrate shall be specifically
enforceable.
7.9 Attorneys' Fees. The prevailing party or parties in
any arbitration or in any action to enforce or interpret this Agreement shall
be entitled to all reasonable out-of-pocket costs and expenses, including fees
of the arbitrators and reasonable attorneys' fees, incurred in connection
therewith.
-7-
8
IN WITNESS WHEREOF, the parties have executed this Agreement
as of the day and year first above written.
RENTX INDUSTRIES, INC.
By: /s/ XXXXX X. XXXXXXXX
---------------------------------------------
Its Vice President
------------------------------------------
Date: May 15 , 1996
---------------------------------
BACE INDUSTRIES, LLC
By: /s/ XXXXX X. XXXXXXXX
---------------------------------------------
Xxxxx X. Xxxxxxxx, Member
Date: May 15 , 1996
--------------------------------
By: /s/ XXXXXXX X. XXXXX
---------------------------------------------
Xxxxxxx X. Xxxxx, Member
Date: May 15 , 1996
---------------------------------
-8-
9
FIRST AMENDMENT
TO
CONSULTING AGREEMENT
This First Amendment is made effective as of the 1st day of
August, 1997 (the "Effective Date"), regardless of the actual date of
execution, by and between BACE Industries, LLC, a Colorado limited liability
company ("BI"), and RentX Industries, Inc. a Delaware corporation (the
"Company").
RECITALS
A. BI and the Company are party to a Management Agreement dated as of May
1, 1996 (the "Agreement"), whereunder BI provides consulting services
to the Company for a fee consisting of a Fixed Management Fee and a
Variable Fee (terms capitalized but not defined herein are used as
defined in the Agreement). The Variable Fee for each year is
currently based on the relationship between the Company's Adjusted
Income and a specified Minimum Hurdle return on the amount of equity
capital invested in the Company.
B. Because BI has little or no involvement in ongoing operations of the
Company, and to more closely align BI's incentive Variable Fee with
those matters more directly subject to BI's influence and
responsibilities (i.e. acquisitions), the parties wish to modify the
formula for computing the Variable Fee under the Agreement.
AGREEMENT
In consideration of the premises, and the mutual covenants
contained herein, the parties agree as follows effective as of the Effective
Date:
1. CONSULTING AGREEMENT. The name of the Agreement is changed from
"Management Agreement" to "Consulting Agreement" and all references in
the Agreement to "management services" and "Fixed Management Fee" are
changed to "consulting services" and "Fixed Consulting Fee."
2. VARIABLE FEE FOR SUBSEQUENT YEARS. The Agreement is hereby amended as
follows:
a. Definition of Acquired Business. Section 1 of the Agreement
is amended by adding thereto the following new Section 1.7:
1.7 Acquired Business means any business which is
acquired (whether by acquisition of stock or assets,
by merger or otherwise) by the Company.
b. Definition of Cumulative Adjusted EBITDA. Section 1 of the
Agreement is amended by adding thereto the following new
Section 1.8:
1.8 Cumulative Adjusted EBITDA means the sum of the
Adjusted EBITDA for all Acquired Businesses which are
acquired
10
during the period in respect of which the Variable
Fee is being determined; provided, however, that for
purposes of calculating the Variable Fee payable in
respect of the fiscal year ending January 31, 1998
the Cumulative Adjusted EBITDA shall be the sum of
the Adjusted EBITDA for all Acquired Businesses
acquired by the Company from August 1, 1997 through
January 31, 1998, not to include A-1 Rent All, Inc.,
A-1 Rent All of Xxxxxxxx, Inc. (Tyler), Mer-Cal
Enterprises, Inc. (Xxxxxx) or Xxxxxxx Rentals, Inc.
(Sun).
c. Definition of Adjusted EBITDA. Section 1.1 of the Agreement
is amended to read in its entirety as follows:
1.1 Adjusted EBITDA means the Adjusted EBITDA of the
Acquired Business for the trailing 12 months prior to
the Company's decision to acquire the Acquired
Businesses, as reflected on the Comparison of
Target's Historical Performance to Projected Single
Store Analysis of the Acquired Business prepared in
connection with the acquisition of such Acquired
Business (which shall be in substantially the form of
Exhibit A), as reasonably determined by management of
the Company on a basis consistent with practice prior
to the Effective Date.
d. Definition of Variable Fee. Section 1.4 of the Agreement is
amended to read in its entirety as follows:
1.4 Variable Fee for any fiscal year means an amount
equal to the Fixed Management Fee payable in that
fiscal year if the Cumulative Adjusted EBITDA for
that fiscal year equals or exceeds the applicable
Target Adjusted EBITDA. If the Cumulative Adjusted
EBITDA for that fiscal year is less than or equal to
85% of the applicable Target Adjusted EBITDA the
Variable Fee shall be zero. If the Cumulative
Adjusted EBITDA for that fiscal year is between 85%
and 100% of the applicable Target Adjusted EBITDA,
the Variable Fee shall be a portion of the Fixed
Management Fee payable to BI for that year which is
linearly proportional to the amount by which such
percentage of the Target Adjusted EBITDA exceeds 85%.
For example, if the Cumulative Adjusted EBITDA for a
fiscal year were 86% of the Target Adjusted EBITDA,
the Variable Fee would equal 1/15th of the Fixed
Management Fee payable in that fiscal year.
- 2 -
11
e. Definition of Target Adjusted EBITDA. Section 1.6 of the
Agreement is amended to read in its entirety as follows:
1.6 Target Adjusted EBITDA means $5,572,672 for fiscal
year ending January 31, 1998. The Target Adjusted
EBITDA for subsequent fiscal years shall be
reasonably determined in good faith by the Company,
subject to approval by the Board of Directors, at
least 45 days prior to the start of each such fiscal
year. The Target Adjusted EBITDA for each subsequent
fiscal year shall be consistent with the budget for
that fiscal year approved and adopted by the Board of
Directors. The Company shall also base bonuses for
its management in meaningful part on the Target
Adjusted EBITDA.
3. BENEFITS AND EXPENSE REIMBURSEMENT. The last sentence of Section 3.2
of the Agreement is hereby amended to read in its entirety as follows:
The Company shall provide health, medical, dental, disability
and other similar insurance benefits for four members or
employees of BI who are providing services for the Company
hereunder on the same basis as provided to Company officers
and shall provide such benefits to such additional members or
employees of BI who provide services for the Company hereunder
as may be approved by Company management, such approval not to
be unreasonably withheld.
4. ADDRESS FOR NOTICE. Until subsequently changed as provided in this
Agreement, the Company's address for purposes of Section 7.2 of the
Agreement shall be:
RentX Industries, Inc.
0000 Xxxx Xxxxx Xxxxxx, Xxxxx 0-000
Xxxxxx, Xxxxxxxx 00000
Attention: Xxxxxx X. Xxxxxxxxx
Facsimile: (000) 000-0000
5. NO OTHER AMENDMENT. Except as specifically amended hereby, the
Agreement shall remain in full force and effect in accordance with its
terms.
- 3 -
12
IN WITNESS WHEREOF, the parties have entered into this First Amendment
effective as of the Effective Date regardless of the actual date of execution.
RENTX INDUSTRIES, INC.
July 30 , 1997 By:/s/ Xxxxxx X. Xxxxxxxxx
----------------- ---------------------------------
Its: President-CEO
--------------------------------
BACE INDUSTRIES, LLC
July 30 , 1997 By:/s/ Xxxxx X. Xxxxxxxx
----------------- ---------------------------------
Its: Member
--------------------------------
- 4 -
13
Exhibit A
RentX Industries, Inc.
Proposed Acquisition of ______________
Comparison of Target's Performance to Project Single Store Analysis
--------------------------------------------------------------------
Twelve Months Ended
--------------------------------------------------------------------
_____ _____ _____ Adjusted Projected
Actual Adjusted Adjusted (__stores) Single
(__stores) Adjustments (stores) (__(%) Per Store Store
--------------------------------------------------------------------
Revenues
Rental Revenue 0.00 0.00 0.00 0.00% 0.00 562,145
Sale of Merchandise 0.00 0.00 0.00 0.00% 0.00 108,910
Delivery Revenues 0.00 0.00 0.00 0.00% 0.00 30,690
Equipment Sales & Miscellaneous Revenues 0.00 0.00 0.00 0.00% 0.00 53,571
Damage Waiver, Labor, Etc. 0.00 0.00 0.00 0.00% 0.00 47,782
---- ---- ---- ----- ---- -------
Total Revenues 0.00 0.00 0.00 0.00% 0.00 803,098
Cost of Rentals & Sales
Cost of Equipment Sold 0.00 0.00 0.00 0.00% 0.00 35,714
Cost of Merchandise 0.00 0.00 0.00 0.00% 0.00 65,346
Cost of Expensed Rental Equipment 0.00 0.00 0.00 0.00% 0.00 o
Commission Rentals 0.00 0.00 0.00 0.00% 0.00 6,746
Depreciation 0.00 0.00 0.00 0.00% 0.00 74,813
Equipment Repair & Maintenance 0.00 0.00 0.00 0.00% 0.00 50,595
Equipment Licensing: 0.00 0.00 0.00 0.00% 0.00 6,000
Store Labor, burdened 0.00 0.00 0.00 0.00% 0.00 214,384
Employee Benefits & Training 0.00 0.00 0.00 0.00% 0.00 o
Shop Supplies & Uniforms 0.00 0.00 0.00 0.00% 0.00 8,031
Freight & Delivery: 0.00 0.00 0.00 0.00% 0.00 7,495
Facility: 0.00 0.00 0.00 0.00% 0.00 75,000
---- ---- ---- ----- ---- -------
Total Cost of Rentals & Sales 0.00 0.00 0.00 0.00% 0.00 544,123
Store Contribution 0.00 0.00 0.00 0.00% 0.00 258,974
Store Contribution % 0.00 0.00 0.00 0.00% 0.00 32.25%
Store Contribution % before depreciation,
leasing & small tools 0.00 0.00 0.00 0.00% 0.00 41.56%
Operating Expenses
Selling, Marketing & Advertising 0.00 0.00 0.00 0.00% 0.00 16,062
General & Administrative Expenses
Salaries, burdened: 0.00 0.00 0.00 0.00% 0.00 30,000
Employee Benefits & Training: 0.00 0.00 0.00 0.00% 0.00 -
Professional Fees 0.00 0.00 0.00 0.00% 0.00 3,000
Insurance: 0.00 0.00 0.00 0.00% 0.00 16,062
Office Expense: 0.00 0.00 0.00 0.00% 0.00 18,964
Credit Card Fees 0.00 0.00 0.00 0.00% 0.00 -
Travel: 0.00 0.00 0.00 0.00% 0.00 8,031
Bad Debts 0.00 0.00 0.00 0.00% 0.00 6,023
Profit Sharing & Bonus 0.00 0.00 0.00 0.00% 0.00 -
---- ---- ---- ----- ---- -------
Total Operating Expenses 0.00 0.00 0.00 0.00% 0.00 98,142
Operating Income 0.00 0.00 0.00 0.00% 0.00 160,833
Operating Income % 0.00% 0.00% 0.00% 20.03%
EBITDA 0.00 0.00 0.00 0.00 235,645
EBITDA % 0.00% 0.00% 0.00% 29.34%
---------------------------------------------------------------------------------------------------------------------------
Adjusted EBITDA 0.00 0.00 235,645
Adjusted EBIT: 0.00 0.00 187,500
Purchase Price 0.00 0.00 843,750
---- ---- -------
Multiple over Adjusted EBIT 0.00 0.00 4,500
Multiple over Adjusted EBITDA 0.00 0.00 3,581
---------------------------------------------------------------------------- ------------- -------
- 5 -