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A franchise raise for franchisors and multi-unit operators

A franchisor raising equity sells its system: unit economics, royalties and growth in units. A multi-unit operator raising sells its stores and development rights. Both should put the current FDD and unit-level data at the center of the room, and operators need the franchisor's consent plan in writing.

  • 23Disclosure items required in an FDD under the FTC Franchise Rule (16 CFR 436.5)
  • 14 daysMinimum time the FDD must be furnished before a prospect signs or pays (16 CFR 436.2)

Raises by sector

How this raise works

Franchisors raise from private equity and growth investors who look at the royalty stream, same-store sales, unit openings and closures, and franchisee health. The Franchise Disclosure Document under the FTC Franchise Rule has 23 required items, including financial performance representations (Item 19), outlet data (Item 20) and financial statements (Item 21). Investors read it as a summary of the system, but it is a franchise sales document, not an offering document for the equity raise.

Multi-unit franchisees raise equity or debt to build out territories under development agreements. Investors and lenders check store-level profit, the development schedule, franchise agreement terms, and the franchisor's consent rights over transfers and changes of control, which almost every franchise agreement includes.

If the franchisor is also selling new franchises during the raise, keep the two processes apart. Franchise sales follow the FTC Rule, including furnishing the FDD at least 14 calendar days before a prospect signs or pays, and state rules in registration states. The equity raise follows securities law.

Best data rooms for this raise

The 16 rooms re-ranked with this raise's weights. Raise workflow carries the most weight here.

  • Investor tracking 19%
  • Permission control 16%
  • Raise workflow 23%
  • Investor onboarding 19%
  • Cost of a raise 23%
  1. 1

    Ellty

    Founded 2020, Australia

    9.0Top choice

    Full deal room with AI, a listed price and a 14-day free trial.

    Price $149 a month Trial 14-day free trial Features 8 of 12 listed
  2. 2

    iDeals

    Founded 2008, United Kingdom

    7.7Solid choice

    Long-running M&A platform with layered permissions and fast support.

    Price Priced on request Trial Free trial available Features 9 of 12 listed
  3. 3

    SecureDocs

    Founded 2012, United States

    7.7Solid choice

    Simple flat-rate deal room with signing and Q&A.

    Price $250 a month Trial Free trial available Features 8 of 12 listed
  4. 4

    Ansarada

    Founded 2005, Australia

    7.5Solid choice

    Deal room with AI and readiness tools for preparing a process.

    Price Priced on request Trial Free trial available Features 8 of 12 listed
  5. 5

    Datasite

    Founded 1999, United States

    7.4Solid choice

    Bank-grade platform for large processes, with AI and a mobile app.

    Price Priced on request Trial Demo on request Features 10 of 12 listed
  6. 6

    CapLinked

    Founded 2010, United States

    7.4Solid choice

    Deal room with a listed monthly price and an open API.

    Price $299 a month Trial Free trial available Features 7 of 12 listed
  7. 7

    Box

    Founded 2005, United States

    7.4Solid choice

    Content cloud with watermarks and signing, priced per user.

    Price $15 a user a month Trial Free trial available Features 9 of 12 listed
  8. 8

    Firmex

    Founded 2006, Canada

    7.4Solid choice

    Easy, reliable deal room favored by mid-market advisers.

    Price Priced on request Trial Free trial available Features 7 of 12 listed
  9. 10

    Drooms

    Founded 2001, Germany

    7.0Worth a look

    European deal room strong in real estate, with AI features.

    Price Priced on request Trial Demo on request Features 8 of 12 listed

Places 11 to 16: DealRoom (6.9), SmartRoom (6.8), ShareVault (6.7), Digify (6.4), DocSend (6.2), Venue by DFIN (6.1)

Folder index for the room

A starting index for this raise. Number the folders so the order survives exports and investors can cite them in questions.

  1. 01 OverviewBrand, system size, growth plan.
  2. 02 FDDCurrent Franchise Disclosure Document and state registrations.
  3. 03 Unit economicsStore-level sales, margins, ramp, build-out costs.
  4. 04 System dataOpenings, closures, transfers, same-store sales.
  5. 05 Franchise agreementsStandard agreement, development agreements, amendments.
  6. 06 Franchisee healthRoyalty collections, defaults, franchisee survey results.
  7. 07 Supply and vendorsApproved supplier agreements and rebates.
  8. 08 ConsentsFranchisor consent requests and responses for operator raises.
  9. 09 LitigationFranchisee disputes and regulatory matters.
  10. 10 Corporate and financialsStatements, model, cap table.

Features this raise needs

FeatureWhyElltyiDealsSecureDocsAnsaradaDatasiteCapLinked
Investor activity logA per-investor record of opens, pages and minutes, which tells the IR team who is in diligence and who stalled.
Q&A moduleLPs and lead investors post questions on a file; the deal team routes each one, drafts a reply and decides who sees it.
NDA e-sign stepConfidentiality terms an investor must accept in the room before folder one appears.
Drag-and-drop foldersAn entire numbered folder tree goes up in a single drop, structure intact.

Setting up the room

  1. 01

    Update the FDD

    Make sure the current FDD and state registrations are in order before the raise.

  2. 02

    Build unit-level data

    Show store sales, margins, ramp and closures in a format investors can rebuild.

  3. 03

    Separate franchise sales

    Keep prospective franchisee materials out of the investor room.

  4. 04

    Get consent early

    For operator raises, ask the franchisor about consent conditions before signing a term sheet.

  5. 05

    Show franchisee health

    Include royalty collection and default data, not only system sales.

Common mistakes

  • Treating the FDD as the offering document for an equity raise.
  • Unit economics that differ from FDD Item 19 figures with no explanation.
  • An operator raise signed before the franchisor's consent terms are known.

Questions and answers

How do franchisors raise capital?

Commonly from private equity or growth investors, valued on royalties, unit growth and system health, with the FDD as a key reference document.

Is the FDD an offering document for investors?

No. It is a franchise sales disclosure under the FTC Rule. An equity raise follows securities law and needs its own documents.

Do multi-unit operators need franchisor consent to raise?

Usually, for any transfer or change of control. Check the franchise and development agreements.

Related raises

Which data room fits your raise?

Four questions. About thirty seconds.

Step 1 of 4What are you raising?