Brady Ware Capital — M&A Advisory Profile

Brady Ware Capital Research

Advisory Approach

Brady Ware Capital, the M&A advisory division of Brady Ware & Company, operates with a thesis-driven approach focused on serving mid-sized business owners navigating complex financial transitions. As a trusted advisor rooted in accounting and tax expertise, Brady Ware Capital believes that the best M&A outcomes come from combining institutional-quality transaction processes with deep operational understanding of specific industry verticals. Their sweet spot is founder-owned and family-owned mid-market businesses—particularly in dealerships, manufacturing, construction, and professional services—where operational complexity and industry-specific nuances create significant value if properly understood and positioned.

Founded as an affiliate of Brady Ware & Schoenfeld, a top 200 national CPA and advisory firm with over 65 years of history, Brady Ware Capital brought investment banking capabilities to an already well-established tax, audit, and advisory practice. This combination proved powerful: the firm combined the deal-execution rigor of M&A advisory with the forensic accounting and tax optimization depth that many boutique banks lack.

Sector Focus

Brady Ware Capital's practice spans multiple verticals but with particular depth in specific industries:

Dealerships: The firm's most developed practice area. With 35+ years of dealership-specific advisory experience, Brady Ware has worked on the acquisition and sale of over 100 automotive and RV dealerships. This expertise covers franchise acquisition, dealership rollups, consolidation transactions, and strategic exits. The team understands dealer economics, floor plan financing, manufacturer relationships, and franchise regulations—differentiators that matter enormously in a transaction. The firm has relationships with major dealership groups and consolidators including Lithia Motors and Hoover Automotive Group.

Manufacturing & Industrial Services: Deep practice in precision machining, contract manufacturing, specialty chemicals, and industrial services businesses. The team works with former operators and has strong experience in process manufacturing, discrete manufacturing, and engineered products. Deal size ranges typically $10M-$150M+ enterprise value.

Construction & Engineering: Advisory on merger and consolidation transactions for construction firms, engineering services, and related A&E businesses.

Healthcare Services: Selective focus on physician practice management groups and healthcare services businesses, particularly multi-location operations and specialized services.

Professional Services: Law firm consolidations, accounting firm aggregation, consulting firm sales, and other professional services consolidation.

Real Estate & Real Estate Services: Transaction advisory for real estate firms, property management companies, and real estate-related service businesses.

Technology & Software: Emerging practice area focused on industrial software, business applications, and technology services serving mid-market companies.

Nonprofit Organizations: Non-M&A focused but relevant to succession planning and organizational transitions.

Deal Track Record & Market Position

Brady Ware Capital, prior to its acquisition by First Financial Bank in January 2023, had grown into a prominent and successful M&A advisory firm. The firm completed 45+ transactions before joining First Financial. While specific deal names and sizes are not extensively published in press releases, the firm has an active track record in its core verticals:

Advised on dealership acquisitions and sales involving buyers such as Lithia Motors and Hoover Automotive Group
Worked on manufacturing and industrial services roll-up consolidations in the $25M-$150M range
Facilitated construction and professional services mergers
Handled succession and ownership transition planning for family-owned businesses

The firm maintains strategic relationships with private equity firms and consolidators active in dealerships, manufacturing, and specialty services—relationships that provide direct access to buyer networks for sell-side clients.

Process & Advisory Approach

Brady Ware Capital runs disciplined sell-side and buy-side processes tailored to mid-market scale:

Sell-Side Services:

Strategic positioning and valuation assessment (leveraging Brady Ware's in-house valuation practice)
Confidential buyer identification and outreach (typically 50-150+ targeted buyers depending on market)
Financial statement analysis and quality of earnings reporting
Deal structuring (stock purchase, asset sale, recapitalization, ESOP) with tax optimization
Purchase price allocation and working capital calculations
Management presentation coaching and data room preparation
Due diligence support and Q&A management
Closing document preparation and working capital reconciliation

Buy-Side Services:

Target identification and financial modeling
Due diligence (financial, tax, legal, operational)
Valuation and purchase price negotiation
Post-acquisition integration planning

Deal Structuring & Tax Planning: The firm excels at deal structuring to optimize tax outcomes. This includes:

Section 338(h)(10) election analysis
Earnout structuring
Working capital adjustments
Asset vs. stock transaction economics
PE investor tax implications
Recapitalization structuring (particularly relevant for ESOP transitions and minority acquisitions)

Service Timeline: Typical transaction timeline: 6-9 months from engagement to close for mid-market deals (though expedited and extended processes occur depending on complexity and buyer availability).

Buyer Network & Private Equity Relationships

Brady Ware Capital maintained active relationships with private equity firms and strategic acquirers, particularly in its core verticals:

PE Relationships:

Relationships with Midwest and Southeast PE platforms investing in dealerships, manufacturing, and services
Access to consolidators and roll-up platforms in the dealership and automotive retail space (evidenced by work with Lithia Motors)
Relationships with industrial PE platforms investing in manufacturing, engineered products, and industrial services

Strategic Buyer Access:

Large dealership groups and dealership consolidators (Lithia Motors, Hoover Automotive Group, and others)
Strategic manufacturers and industrial services companies seeking add-on acquisitions
National professional services consolidators
Healthcare platform companies

Competitive Positioning

Brady Ware Capital differentiated from other middle-market M&A advisors through:

Hybrid CPA-Investment Banking Model: The firm's integrated structure meant advisory teams had access to tax, accounting, and valuation expertise that many boutique banks must outsource. Quality of earnings reports were prepared in-house with full access to accounting expertise.
Industry-Specific Depth: Particularly in dealerships, where 35+ years of experience and 100+ transactions meant deep relationships with dealership groups, manufacturer dynamics, and franchise-specific considerations.
Valuation Expertise: Brady Ware operated a separate valuation practice (business valuations and appraisals), so M&A advisors worked alongside valuators who understood fair market value assessment deeply. This reduced valuation disputes and improved deal economics.
Operational Understanding: The advisory team included former operators, particularly in manufacturing and dealerships, who understood plant-level economics, dealer P&Ls, and operational synergies.
Midwest/Southeast Regional Expertise: Strong regional market knowledge and relationships in Ohio, Indiana, Georgia, and surrounding states. Familiarity with regional buyer bases and regional economic factors.
Institutional Process Quality: Institutional-quality transaction management combined with mid-market-appropriate fees and engagement structures (no lengthy retainers or excessive overhead).

Not a Fit If

Brady Ware Capital typically declined or was not optimal for:

Businesses below $5M-$10M enterprise value (deal economics don't justify the process)
Highly specialized technology or venture-backed business exits (requires institutional PE/VC fundraising expertise, not their focus)
Businesses requiring extensive build-outs or operational restructuring pre-sale
Sellers wanting a limited or "soft" process (Brady Ware's value comes from exhaustive buyer outreach)
International transactions or cross-border deals (limited capacity)
Distressed or financially challenged sellers (requires turnaround expertise, not their core)

Team & Leadership

Cliff Bishop — President and Founder With 20+ years of M&A experience, Cliff Bishop founded Brady Ware Capital and served as its president. Following the First Financial acquisition in January 2023, he became Executive Managing Director of Yellow Cardinal Business Succession Services (the successor entity).

Todd Roberts — Director, Brady Ware & Schoenfeld Director and key team member with expertise in dealership M&A and mid-market transaction advisory. CPA with deep dealership and manufacturing industry knowledge.

Samuel J. Agresti, CPA — Shareholder and Board of Directors Key leadership contributor focusing on dealership services and advisory work.

Eric A. Carter, CPA — Atlanta Office Managing Shareholder and Board of Directors Leads advisory practice expansion in the Southeast, particularly in dealership and professional services transactions.

Additional Team Members: The firm employed approximately 150+ professionals across its locations, including:

Multiple CPAs with M&A transaction experience
Financial analysts and valuation specialists
Deal structuring experts
Industry specialists focused on dealerships, manufacturing, and construction

Geographic Coverage & Operations

Primary Markets:

Dayton, Ohio (headquarters)
Columbus, Ohio
Atlanta, Georgia
Richmond, Indiana

Service Area: Primarily Midwest and Southeast United States, with capacity for national transactions. Strongest market presence in Ohio, Indiana, and Georgia. Secondary presence in surrounding states.

Financial Profile

Firm Size: Part of Brady Ware & Company, a top 200 national CPA and advisory firm with 150+ professionals.

Founded: Brady Ware Capital was founded as an M&A advisory division of Brady Ware & Schoenfeld. The parent firm was founded in 1959.

Acquisition: Brady Ware Capital was acquired by First Financial Bank in January 2023 (reported as $4M acquisition). The team joined Yellow Cardinal Business Succession Services, First Financial's wealth management and advisory division.

FINRA Registration: Brady Ware Corporate Finance, LLC (CRD #135111) was a FINRA-registered broker-dealer and member firm. This allowed the firm to provide investment banking services and execute deals with institutional-quality compliance and infrastructure.

Historical Transaction Volume

Prior to its January 2023 acquisition by First Financial Bank, Brady Ware Capital had successfully closed 45+ transactions across its practice areas. While individual transaction details are limited in public filings, the firm's experience includes:

100+ dealership acquisition and sale transactions (accumulated across 35+ years of dealership advisory)
20-30+ manufacturing and industrial services transactions
10+ construction and professional services transactions
Various healthcare, real estate, and technology transactions

Current Status (Post-Acquisition)

Following its acquisition by First Financial Bank in January 2023, Brady Ware Capital's team and capabilities were integrated into Yellow Cardinal Business Succession Services. Yellow Cardinal continues to offer M&A advisory, business succession planning, and transaction services to mid-market business owners through First Financial's infrastructure. Cliff Bishop leads the successor organization as Executive Managing Director.

For business owners in Brady Ware's historical service areas seeking M&A advisory today, Yellow Cardinal Business Succession Services represents the continuation of Brady Ware Capital's capabilities and team, now backed by a regional bank's resources, infrastructure, and capital markets access.