Confidentiality Agreement

Triton North LLC — Confidentiality Agreement

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4. Additional Obligations. To the extent You have entered into any separate non-disclosure agreement with Triton, You acknowledge that the foregoing confidentiality obligations are in addition to the terms and conditions contained in such agreement, and this Confidentiality Agreement does not modify, supersede or limit any such obligations. Accordingly, to the extent any other non-disclosure agreement exists, all Confidential Information shall be deemed “Confidential Information” (or such other comparable defined term as may be used in the non-disclosure agreement) of Triton for purposes of such agreement.

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Capital Markets · Private Offering
Confidential Investment Memorandum
This document has been prepared by Triton North Capital Markets solely for authorized recipients. It contains material non-public information regarding a potential acquisition and is subject to strict confidentiality obligations.

Read the full Confidentiality Agreement

By continuing, you acknowledge this offering is available to accredited investors only and that Triton North has not solicited this interest through any public advertisement.
Prepared for  Accredited Investors Only Confidential · Not for Distribution · Do Not Forward or Reproduce

Roofing Acquisition
South Florida, 2026

Roofing is recession-proof. A failing roof is not a discretionary decision — it gets replaced regardless of market conditions. Triton North is acquiring a 20-year, cash-flowing residential roofing operation in Palm Beach County: $7.2M in 2025 revenue, 100% retail model, zero insurance dependence, and a founder who is staying invested. Structured as the anchor acquisition for our roofing platform alongside Ron Bell Roofing, with senior SBA debt in place and $2.0M in LP equity sought from accredited investors at a minimum of $100,000.

$100K
Minimum Investment
Accredited investors only
$2.0M
LP Equity Raise
$5.95M total acquisition
10%+
Cash on Cash
Annual preferred return
2.9x
Target Multiple
5-year equity return
$7.2M
2025 Revenue
$910K EBITDA · 19.1% CAGR
Section 02 — Investment Thesis

Why This Deal. Why Now.

Most private equity dollars chase complexity. Technology, software, platforms with network effects. Triton North goes the other direction — deliberately. The most dependable wealth-building opportunities in the lower middle market are not flashy. They are essential. Businesses that people cannot live without, run by founders who built something real but never had institutional infrastructure behind them. That gap is where returns are made.

This acquisition targets a 20-year-old residential roofing operation in Palm Beach County — one of the few roofing companies in South Florida that generates its entire revenue from direct retail relationships. No insurance work. No adjuster cycles. No exposure to claim denials or carrier relationship risk. Every dollar comes from a homeowner who chose this company, walked into their showroom, and signed a contract. That is a fundamentally different business than what most Florida roofing operators run.

The founder has operated the business profitably through two recessions, multiple hurricane seasons, and a supply chain crisis. The financial records are institutional grade — accrual accounting, monthly close, full job costing on every project. He is rolling 17.5% of his equity into the transaction, staying aligned with the outcome alongside Triton North investors. That is not typical. It reflects genuine confidence in what comes next.

Triton North's value creation thesis is straightforward: apply operating infrastructure, build a sales team, extend the geographic footprint, and position this business for a platform exit at multiples that individual operators cannot command. This investment gives LPs early-stage equity exposure to that process in a non discretionary sector with 20 years of proof of concept behind it.

$59B
U.S. roofing industry — 79,000 contractors, zero dominant operator. The fragmentation is the opportunity.
100%
Retail revenue. No insurance exposure. Structurally protected from claim cycles and carrier relationships that make most Florida roofing revenue unpredictable.
2–3x
Exit multiple expansion potential — individual operators exit at 4 to 5x EBITDA. Professionally managed platforms command 7 to 9x. Triton North builds toward the platform premium.
Section 03 — The Business

Built Different. By Design.

Most Florida roofing contractors look the same from the outside. Trucks, ladders, a website. What separates this business is structure — a customer showroom, accrual-basis financials, 20 years of repeat referrals, and zero insurance dependence. These are not accidents. They are the result of a founder who built a real company, not just a service crew.

100%
Retail Revenue
Zero
Insurance Exposure
$35K
Avg. Job Size
Showroom
Customer Experience

Every dollar of revenue comes directly from homeowners. There is no insurance claim pipeline, no adjuster relationships to maintain, no exposure to carrier disputes or claim denials. This is a structural advantage over the large majority of Florida roofing contractors whose revenue is tied to storm events and claim volume.

The business maintains one of the only customer showrooms in Palm Beach County. When a homeowner accepts a proposal, they come in to choose materials, review documentation, and finalize the contract in person. The result: lower cancellation rates, stronger referral flow, and the kind of brand trust that independent roofing contractors almost never build.

The financial records are institutional grade. Accrual accounting. Monthly close. Full job costing on every project. The books are maintained in QuickBooks with the discipline of a company that expected to be acquired. The founding owner is rolling 17.5% of his equity into the transaction — the clearest signal of aligned interests available in a deal of this size.

Operating History20 years (founded 2006)
2025 Revenue$7.2M
2025 EBITDA$910K
EBITDA CAGR (historical)19.1%
Annual Project Volume~200 roofs
Average Job Size~$35,000
Revenue Model100% retail — zero insurance
Mix: Re-roofing85%
Mix: Repairs10%
Mix: New Construction5%
Customer ShowroomYes — unique in market
AccountingAccrual, monthly close
Founder Alignment17.5% equity rollover
Revenue Mix by Project Type
Trailing 12-month revenue, 2025
Retail vs. Insurance-Dependent Peers
Illustrative comparison — Florida roofing industry composition
Section 04 — The Market

Non-Discretionary. Inelastic. Growing.

You cannot defer a failing roof. A homeowner can skip a kitchen renovation. They cannot ignore a leak that is destroying their ceiling, their insulation, and their home's resale value. Roofing demand in South Florida is structurally insulated from economic cycles, interest rates, and consumer confidence — the three variables that make most service business revenues unpredictable.

The service area covers four cities in Palm Beach County. Boynton Beach serves as headquarters and showroom. West Palm Beach is the primary expansion target. The county has over one million residents, aging housing stock, and the highest concentration of high-net-worth households in Florida.

Homes 30+ years old (Palm Beach County)70%+
Annual roofs replaced (PB + Broward)5,000–7,000
Residential market value (two counties)$8.7B
U.S. roofing industry revenue (2024)$59.2B
Revenue from replacement, not new construction63.5%
Total U.S. contractors — no dominant operator~79,000
Section 06 — Financial Performance

Consistent. Expanding. Institutional.

Revenue has grown at 19.1% EBITDA CAGR over the company's operating history. Projections through 2030 reflect a conservative organic growth rate driven by sales team expansion and geographic extension — no heroic assumptions, no acquisition premiums embedded in the base case.

Revenue and EBITDA — 2025 Actual through 2030 Projection
2025 represents audited actuals. 2026 through 2030 are management projections. Actual results may differ materially.
EBITDA Margin Progression
EBITDA as % of revenue, 2025 baseline expanding through 2030
Year over Year Revenue Growth
Projected annual growth rates 2026 through 2030
Section 07 — Deal Structure

Conservative Capital. Aligned Incentives.

Senior debt secured. Founder equity rolling. A focused raise from accredited investors at the operator level — not through a fund vehicle, not layered with fees. Direct exposure to the asset. The 17.5% founder rollover is the structural detail that matters most: the person who built this business for 20 years believes in what Triton North is going to do with it.

Capital Stack — Total $5,950,000
Senior Debt — $3.15M
LP Equity — $2.0M
Founder — $787K
Senior Debt
LP Equity (Raise)
Founder Rollover
Business Purchase Price$4,500,000
Total Acquisition Cost$5,950,000
Senior Debt$3,150,000 (53%)
LP Equity — Raise$2,012,500 (34%)
Founder Equity Rollover$787,500 (13%)
Investor TypeAccredited only
Target Close2026
Section 08 — Return Profile

Income Today. Multiple at Exit.

Current income from a cash-flowing business that has never missed a profitable year. Long-term equity upside from the spread between individual operator exit multiples and what a professionally managed platform commands. Both legs of the return are real. Neither depends on a market recovery or a speculative outcome.

Annual Cash on Cash Return
10%+
Projected from Year 1
5-Year Equity Multiple
2.9x
On invested capital
Target Exit Multiple
6–9x
Platform-level EBITDA premium
Individual Operator vs. Platform Exit Multiple — EBITDA Basis
Individual roofing businesses transact at 4 to 5x EBITDA. Professionally managed platforms with scale and institutional infrastructure command 7 to 9x. The multiple expansion is where platform equity compounds.
Revenue Strategy

Six Levers. One Plan.

Growth does not come from a single bet. It comes from activating six distinct demand channels, each with its own budget, timeline, and measurable output. Together they take revenue from $7.2M to a $10M+ run rate within 24 months of close.

Lever 01
Base Retention
Protect the existing $7.2M book. Founder stays in a paid transition role. Zero regression on Day 1.
TimelineMonths 1 to 6
Revenue ImpactBaseline
Lever 02
Pricing Optimization
Retail only market. No insurance ceiling on rates. Systematic pricing review drives immediate margin improvement.
TimelineMonths 3 to 9
Revenue Impact+$360K (~5%)
Lever 03
Digital Advertising
Google Local Services Ads, Angi, HomeAdvisor. Roofing is one of the highest intent verticals in home services.
TimelineMonths 2 to 12
Revenue Impact+$720K (~10%)
Lever 04
Dedicated Sales
Today it is the founder. One outside sales rep covering Palm Beach County unlocks systematic new account acquisition.
TimelineMonths 4 to 18
Revenue Impact+$864K (~12%)
Lever 05
Referral Network
Structured program with realtors, property managers, HOAs, and insurance agents. Currently ad hoc. High conversion rate.
TimelineMonths 6 to 18
Revenue Impact+$432K (~6%)
Lever 06
Commercial Expansion
HOAs, commercial properties, and multi unit buildings. Currently untouched. Higher ticket sizes, recurring contracts.
TimelineMonths 12 to 24
Revenue Impact+$504K (~7%)
Current Revenue
$7.2M
Six Levers
+$2.88M
24-Month Target
$10M+
Value Creation

From Acquisition to Exit

Five stages. Each one builds on the last. LP capital deployed at close funds the foundation. Every subsequent stage is self-funded from growing cash flow.

Stage 01
Foundation
Close. Retain founder. Install TN systems, reporting, and controls.
Months 1 to 3
Stage 02
Stabilize
Pricing discipline. Digital presence live. First sales hire onboarded.
Months 3 to 12
Stage 03
Build
Full sales team. Referral network active. Commercial pipeline open.
Months 12 to 24
Stage 04
Scale
Second roofing acquisition. Shared back office. Platform math begins.
Months 24 to 36
Stage 05
Exit
Platform sale at 7 to 9x EBITDA. Entry was 4 to 5x. The spread is the return.
Months 36 to 60
Entry Multiple
4 to 5x
EBITDA at acquisition
Target Exit Multiple
7 to 9x
Platform EBITDA at exit
Multiple Expansion
2 to 4x
Value created by building the platform
Section 09 — Action Plan

The Playbook. Phase by Phase.

Execution is not theory at Triton North. The operational playbook applied here has been developed across existing portfolio companies in the roofing and landscaping verticals. Every phase below reflects decisions that have already been made, refined, and tested.

Phase 1
Days 1–30
Close and Stabilize
  • Complete acquisition close and legal entity transfer
  • Retain all existing staff — zero disruption to operations
  • Founding owner remains in active advisory role for 90 days
  • Introduce Triton North management systems and reporting cadence
  • Full operational audit and performance benchmarking against portfolio
Phase 2
Days 30–90
Systems and Infrastructure
  • Implement CRM — structured lead tracking, pipeline management, follow-up automation
  • Formalize digital presence: SEO, Google review strategy, paid local search
  • Introduce shared procurement across Triton North roofing portfolio companies
  • Establish field team performance metrics and incentive structures
  • Begin sales team expansion planning and recruitment
Phase 3
Months 3–12
Revenue Growth and Geographic Expansion
  • Hire and ramp additional sales representatives targeting $10M revenue run rate
  • Extend service area north into West Palm Beach and Martin County
  • Launch structured referral and repeat customer program
  • Develop commercial division as secondary revenue line
  • Integrate platform-level marketing and brand development
Phase 4
Years 2–5
Platform Value Creation and Exit
  • Target $13.8M revenue by Year 5 through sustained organic growth
  • Capture shared services savings across the roofing platform portfolio
  • Build platform-level management infrastructure to support premium exit
  • Evaluate add-on acquisitions within South Florida geography
  • Position for exit at 7 to 9x EBITDA versus 4 to 5x for individual operators
Section 10 — Platform Strategy

One Acquisition. Four Companies. One Direction.

Triton North's private equity strategy is built on a simple observation: the most valuable service businesses in Florida are owner-operated, cash-flowing, and completely unprofessionalized. When institutional infrastructure meets operational reality in a fragmented trade vertical, the value gap closes fast. This acquisition is the second roofing company in the platform. It is not a bet. It is a pattern.

Portfolio · Roofing

Ron Bell Roofing ↗

Florida-based residential and commercial roofing. Platform foundation — the operational playbook for this acquisition was developed here. Active and growing.

Current Acquisition · Roofing

Roofing Acquisition 2026

20-year-old operation in Palm Beach County. $7.2M revenue. $910K EBITDA. 100% retail. Customer showroom. Second roofing company in the platform — expanding scale and driving toward the platform exit multiple.

Portfolio · Landscaping

Delray Garden Center ↗

Florida-based full-service landscape, nursery, and outdoor living company. Anchors the landscaping vertical. Shared procurement and operational infrastructure with the roofing portfolio.

Portfolio · Manufacturing

Commercial Millworks Inc. ↗

Architectural millwork manufacturing based in Florida. Complements the essential services portfolio with manufacturing capabilities and a commercial client base.

Acquisition Criteria — What Triton North Targets
$5M+
Revenue
Recurring
Cash Flow
Immune
AI Displacement
Essential
Service Sector
Inelastic
Demand
Low
Regulatory Risk
Section 11 — How to Invest

Next Steps

Triton North is accepting accredited investors for this acquisition on a first-come basis. The raise is limited. Request the full investment materials, review the model, and schedule time with the capital markets team to discuss terms and participation.

Soft Circle Deadline
May 15, 2026
Target Close
June 04, 2026
Minimum Investment
$100,000
For accredited investors only. This page does not constitute an offer to sell or a solicitation of an offer to buy any security. Investment opportunities offered by Triton North are available only to accredited investors as defined under SEC Rule 501(a). All investments involve risk, including possible loss of principal. Past performance is not indicative of future results. Projected returns are not guaranteed. Review all materials with qualified financial and legal advisors before making any investment decision. View full disclaimers →

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Minimum investment $100,000  ·  Accredited investors only  ·  Soft circle by May 15, 2026

This offering is made pursuant to Regulation D, Rule 506(b) of the Securities Act of 1933, as amended. Securities offered have not been registered under the Securities Act or any state securities laws and may not be offered or sold absent registration or an applicable exemption. Available to accredited investors only as defined under SEC Rule 501(a). This is not an offer to sell or a solicitation of an offer to buy in any jurisdiction where such offer would be unlawful. Consult your legal, tax, and financial advisors before making any investment decision.

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This document is provided for informational purposes only. It does not constitute an offer to sell or a solicitation of an offer to buy any security. Available to accredited investors only. All investments involve risk including loss of principal. © 2026 Triton North. Confidential — do not distribute.  Full Disclaimers