The success of an earn-out

Michael Harren Versand GmbH
E-commerce shipping service provider
Michael Harren
Founder & former Managing Director

Relevant facts

Year of foundation


Size of the company

3 employees

Project duration

1 year

Sales year


Initial situation

When Company Owner:Innen build companies, they often invest almost every minute of their available time. It is not uncommon for their private lives to fall victim completely for years. This was also the case for Michael Harren. He is a full-blooded entrepreneur, body and soul, and at the age of 30 he and his wife had already built up an impressive online mail-order company: entirely from their own efforts and total dedication. After 12 years of tireless dedication without any leisure time to speak of, Harren decided that he wanted to pass his still comparatively young life's work into new hands so that he could devote himself to new projects in the future. 

Thanks to his good nose for fast-moving and sometimes scarce household goods, Harren had built up a handsome customer base via various online marketplaces. Another factor in his success was his logistics, which he had trimmed to maximum efficiency over the years. Efficiency therefore also played an important role in the decision with which partner he would approach the transaction process. Harren chose CARL because of its innovative, technology-based approach, which allows for a high degree of customisation, speed and transaction security. His first contact with CARL was through the digital business valuation, which very quickly helped him to assess the potential of his business for sale.
His greatest concerns were to know that his company was in safe hands on the one hand and to bring the transaction process to its goal quickly and strategically.


One of Michael Harren's main focuses was on continuously increasing the efficiency of the company's own logistics and supply chain - processes and detailed knowledge that had been optimised down to the smallest detail over the years and could not be easily imitated or transferred to third parties. Only experienced individuals or investors with years of experience in e-commerce and existing logistics processes were therefore considered for a buyer. In addition to the extremely diverse product range, the highly efficient process flows and the already successful positioning of the company, the potential of the company that still had to be exploited was a major reason for numerous prospective buyers. Another special feature was the distribution channels used so far. The company sold the majority of its volume via online marketplaces such as Amazon. In addition, the company was run as a sole proprietorship and had to be converted into a limited liability company for sales. Marketplaces, especially Amazon, again have very specific requirements when a partner changes its corporate form. The loss of many privileges that have been painstakingly built up over many years can be threatened, which can have a lasting effect on the attractiveness and thus also the purchase price. Thanks to the close cooperation with the proven CARL partner consultant, who has relevant experience in this area, all imponderables could be safely circumnavigated. In addition to the conversion of the company form, Mr. Peter Diekmann, from Mittelstand. Beratung Diekmann & Collegen, actively supported the screening of all interested parties, the due diligence, the retrospective documentation of all essential business transactions as well as, after the signing of the purchase agreement, the handover of the company and the associated transfer of knowledge.


The search for a suitable successor and the conclusion of the transaction process were completed to the fullest satisfaction of all parties. Michael Harren's company was acquired by the strategic investor undropped GmbH, which specialises in e-commerce and already has several portfolio companies. Both parties agreed on an earn-out deal that motivates not only the buyer but also the seller to conduct the sales process in an extremely transparent manner, to further increase success in the coming periods and to jointly align the company for future success. To ensure this, Mr Harren actively assists the buyer during this time. The aim is to carry out a successful knowledge transfer and to learn from the experience and market knowledge of the entrepreneur, thus securing Michael Harren's young life's work in the long term.

"Thanks to the close interaction between us, my transaction advisor - who was a reliable contact throughout the process - and CARL, I am confident that my company will be in good hands in the future. I'm looking forward to devoting myself to the things that have been neglected in recent years.
Michael Harren
Founder & former Managing Director

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