Frequently Asked Questions
How does the platform work?
Axial is a deal origination platform that confidentially connects lower middle-market entrepreneurs and their advisors to buyers, investors and lenders.
Members who want to acquire, invest in or lend to businesses create a profile on Axial to articulate their investment criteria. We refer to this as a Deal Sourcing Project. A Deal Sourcing Project makes it easy for sellers and their advisors to find you when they are deciding who to include in the selling / fundraising process.
How does Axial charge?
Axial offers unlimited usage and unlimited seats to all its members. Axial charges buy-side members a success fee that becomes due when they have successfully consummated a transaction that was identified via the Axial platform. M&A advisors who are representing clients on the sell-side do not pay any fees.
Does Axial pre-qualify buy-side members?
The Axial platform works best when its members are professional investors, bankers and brokers who act in good faith. To best achieve this goal, every member is onboarded by a member of the Axial team, and every member must complete an accreditation questionnaire in accordance with various securities regulations, including but not limited to the Securities Act of 1933.
In addition, every Axial member must comply with the Axial Code of Conduct. Members who violate the Axial Code of Conduct may be suspended or permanently removed from the platform.
Axial also provides member ratings tools, which allow members to rate and review other members based on their interactions. Axial also provides tools for members to anonymously report inappropriate conduct.
What is a Sell-Side Project?
Sell-Side Projects are tools for business sellers, bankers and brokers to identify investors, lenders, and buyers. See our article on finding investors, lenders, and buyers for instructions on how to begin using Sell-Side Projects.
What is a Buy-Side Project?
Buy-Side Projects are tools for identifying deals that fit within your desired investment or funding criteria.
What is the purpose of my Company Profile?
Your Company Profile gives other users basic information about your firm, the industries you’re interested in, your past experience, investment criteria, and other information. Company Profiles are searchable by Axial Members, and will show up in the Axial News Feed and Recommendations.
The more detailed your Company Profile (especially past transactions) the higher your firm will appear in Axial Search results.
How do I reset my password?
If you’re having trouble logging into Axial and need to reset your password, follow these steps:
- Click “Login” in the top-right corner of www.axial.net
- Click “Lost Password”
- Enter the email address you use to log into Axial and click “Reset Password”
- Look for an email in your Inbox with the subject line “Reset Your Axial Password”
- Click the “RESET Your Axial Password” button in the email and follow the subsequent steps
If you do not receive that email or do not recall the email address you’ve used to log in to Axial in the past, please reach out to us at firstname.lastname@example.org.
How do I update my billing information?
For questions about your billing information, please contact email@example.com.
How do I add a colleague to my firm’s Axial account?
The Axial team is happy to help you add colleagues to a firm-wide account. For any colleague you’d like to add, please send an email to firstname.lastname@example.org with the following information:
- First & Last Name
- Email Address
- Phone Number
When are success fees due?
When an Axial user receives a shared deal opportunity, the Axial Member Account becomes liable for the success fee upon consummation of the deal. If no deal is ever reached, then no fee is owed to Axial. You may also be exempt from the success fee if you can demonstrate that you were already actively engaged in a deal opportunity before you found it through Axial. Please see Section 6.d.iv of our Terms of Service (here) for information on how to obtain a fee exemption.
If a buy-side member is in regular contact with a sell-side member (other than through Axial) with respect to the deals they market, you can elect not to receive deal opportunities from that sell-side member. For more information, please review this guide article on how to suppress deal flow from specific Axial sell-side members.
How do you provide deal status updates on the platform?
Please refer to this guide article on how to provide deal status updates.
What does it mean to pursue a deal?
Pursuing a deal is the initial indication that you are interested in learning more about a deal that was shared with you by or through Axial. Pursuing deals can unlock additional information about an opportunity including NDAs, CIMs and specific deal materials.
Why do some deals require an inquiry?
Some sellside members share the teaser and make the NDA available instantly, while others require a pitch prior. If the pitch is accepted, the NDA is made available for signature, and any associated summary materials become eligible for distribution by the sellside.
Read this guide article for more information.
What are the reporting requirements for sell-side Members on the Axial platform?
Axial requires sell-side members to provide the following updates to Axial, along with the parties involved, at each stage of a transaction. For example, updates are required when:
- An Axial buyer issues an IOI on a deal you marketed
- You (or your client if you are a seller representative) enter into an LOI with an Axial buyer
- A transaction is consummated with an Axial buyer on a deal you marketed through Axial
For more information on disclosure requirements, see Section 7 of our Terms of Service.
What are the reporting requirements for buy-side members on the Axial platform?
Axial requires buy-side members to provide the following updates to Axial, along with the parties involved, at each stage of a transaction. For example, updates are required when:
- You issue an IOI (or similar offer) on an Axial sourced deal opportunity
- You execute an LOI on an Axial sourced deal opportunity
- You consummate a transaction that was sourced through Axial
For more information on disclosure requirements, see Section 7 of our Terms of Service.
How are success fees calculated?
The Axial success fee is a Lehman scale success fee based on the Transaction Value of the deal. This calculation applies to both majority and minority equity transactions. Transaction Value is defined in the ToS as:
(A) The total enterprise valuation (TEV) of the transaction including without limitation the value of the acquired equity (including securities convertible into equity), or assets, whether paid for in cash, stock or any other non-cash consideration, plus the value of any promissory notes, loans, investments, supply, license or royalty agreements, covenants not to compete, consulting agreements or employment agreements with owners (or their Affiliates) in excess of market, leases or rents payable to owners (or their Affiliates) in excess of market, and any other economic benefits, rights, property or interests, including payments contingent upon future events or conditions;
(B) In the case of the deployment or arrangement of debt financing, excluding convertible debt contemplated in clause (A) above (whether directly or indirectly through a third party), the total maximum amount of capital contractually agreed to be deployed at the time of the closing of the applicable debt transaction, regardless of the timing of actual cash distributions (including capital deployed after termination of any ownership interest); and
(C) Any earn-out or similar contingent payment (in cash, equity and other consideration) provided for in the Definitive Agreements (or any agreement associated with the Definitive Agreements, including without limitation consulting agreements and side letters) that are contingent on the performance of an acquired business or acquired assets, as the case may be, in any transaction contemplated by clauses (A)or (B), above, (collectively, “Contingent Payment(s)”).
How are earn outs incorporated into the success fee calculation?
Earn outs or any other contingent payment are only invoiced when they are paid out and will not be included in the original success fee invoice. Our team will follow up with you or your firm on the earn out target date to collect the fee at that time.
What is the process for obtaining a fee exemption?
When you become aware that you or your firm was already involved in a deal you viewed through Axial, you must contact Axial within 30 days to request a fee exemption. You will be asked to provide time stamped evidence of 2-way communication regarding the particular deal opportunity that predates the date that you received the deal on Axial.
Under what circumstances are Axial members liable to pay liquidated damages?
In exchange for access to the Axial deal network, users must pay a success fee within 5 days following the consummation of any transaction sourced by or through Axial. Due to the complexity of calculating Axial’s damages in the event of nonpayment, Members are subject to liquidated damages. Please make sure you have reviewed the Liquidated Damages section of the Terms of Service, available in section 6.d.iii.
How do I stop my Axial emails from going into my Gmail’s “Promotions” folder?
Please refer to this guide article, which will walk you through the necessary steps.
What do the various stages mean on your sell-side project?
Please refer to this guide article, which lays out the sell-side stages on the Axial platform
What are member ratings and how do they work?
Please refer to this guide article, which details the member rating system.
What to do if you’re having trouble hearing back from a sell-side member?
Please refer to this guide article, which explains the necessary steps to take when you do not hear back from a sell-side member
How does Axial pick its Top 50 and League Table members?
Please read this guide article on how we pick our featured members.
How can you and your firm rank higher on the Axial directory pages?
Please read this helpful guide article on how to improve your Axial directory page ranking.
How can Axial members find co-investors or acquisition financing on the platform?
You can find details on co-investors and acquisition financing in this guide article.
What does an “Added Signature Page” look like?
Please review this guide article for helpful information.
How do I block sell-side members/organizations from sending me deals on Axial?
Please review this guide article on how to suppress deal flow from specific Axial sell side members
How do you copy an Axial Buy side Project?
Please review this guide article on how to copy an Axial Buy side Project.
When were the Axial Terms of Services last updated?
Axial updated its Terms of Service effective as of 7/29/2023. If you have any further questions about the changes we have made to our Terms of Service, please do not hesitate to contact us. We value member feedback and are committed to providing the best possible service to our community.