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Buy-and-build: how roll-ups create value

A roll-up buys several small companies in a fragmented sector and combines them into one larger platform. The value comes from three places: multiple arbitrage (small companies sell for lower multiples than large ones, so combining them re-rates the whole), synergies (shared overhead, cross-sell, procurement), and the platform's ability to keep acquiring on better terms as it scales.

Multiple arbitrage is the cleanest lever. If you buy bolt-ons at 5x EBITDA and the combined platform is worth 9x, every acquisition creates value the moment it closes, before any operational improvement. That is why disciplined roll-ups compound: each deal funds and de-risks the next.

It goes wrong two ways. First, over-paying as you scale: competition for good targets pushes entry multiples up until the arbitrage disappears. Second, integration debt: buying faster than you can absorb, so the platform becomes a holding company of unintegrated parts with none of the promised synergies. The best operators treat integration capacity as the real constraint, not deal flow.

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