Why e-commerce · 02 · An under-exploited asset class

A vast market, few buyers.

E-commerce already accounts for a fifth of global retail, yet structured buyers remain scarce. Many sellers, few buyers: entry prices are low.

The market

A growing share of global retail.

$6.5tn
global e-commerce sales in 2023
× 5
in ten years
$1.3tn in 2014
20%
of global retail
25% expected by 2027
26M
active online stores worldwide

Sources: Statista 2024, eMarketer 2024, Fevad 2024.

The finding

A profitable, overlooked asset class.

Entry multiple2 – 2.5× EBITDA
Private equity8 – 12× EBITDA
Target payback≈ 3 years

E-commerce is part of everyone's daily life, yet it is missing from most portfolios. Investors reach it through shares in large listed platforms, rarely by owning profitable stores directly.

The reason is simple. Running a store is a trade in its own right: customer acquisition, search visibility, supplier management, customer service, logistics. With few specialised operators, this know-how stays with merchants themselves, and few buyers can take over a store without disrupting it.

That imbalance is the opportunity. Sellers are many, structured buyers are few: stores change hands at 2 to 2.5× EBITDA, versus 8 to 12× in private equity. The return is in the entry price, and Breakwater opens it to qualified investors seeking a high, steady return backed by real assets.

The entry price

How many years of earnings do you pay upfront?

Entry multiple by asset class. The shorter the bar, the lower the price paid relative to the earnings acquired. Each asset class has its own unit of measure.

E-commerce2 – 2.5× EBITDA
PE / VC8 – 12× EBITDA
Real estate15 – 25× rent
Listed equities15 – 25× earnings

Source: Breakwater Capital, European e-commerce M&A market. Indicative ranges.

Why prices stay low

Four structural reasons.

01
Many sellers

Retirement, a new venture, lack of time: every month, founders sell profitable stores, often for want of a buyer able to take them over.

02
Few structured buyers

Few buyers can close quickly, in cash, and keep operations running from the day after the sale.

03
Scarce know-how

Running a store is a trade in its own right. TakeMyShop practises it every day across more than one hundred stores in Europe.

04
The return is in the entry price

Buying at 2 to 2.5× EBITDA, versus 8 to 12× in private equity, leaves most of the return to the investor, paid out as dividends.

The operator's edge

A trade you cannot improvise.

An investor buying a store alone has to run it, or hand it to a provider they do not know. Breakwater removes that hurdle: every store in the fund is run end to end by TakeMyShop from closing.

Before any acquisition, each opportunity goes through a TakeMyShop pre-audit of its metrics, traffic and profitability, followed by a full audit: financial, traffic, SEO, suppliers and legal. Audits are led by operators, executives who have scaled businesses and e-commerce experts, not by finance profiles new to the sector.

TakeMyShop and Lucrazia are paid 15% of revenue, so their fee grows with asset performance: the operator pulls in the same direction as the investor.

The operator's trade

What a store requires, every day.

Order picking and shipping
Order picking and shipping
Monitoring sales and traffic
Monitoring sales and traffic
Managing stock and suppliers
Managing stock and suppliers
Delivery to the end customer
Delivery to the end customer
From entry price to dividend

How the fund captures this return.

01
Buy at a sensible price
Established pocket · ⅔

The established pocket, ⅔ of the fund, acquires proven stores directly, off-market and through a network of partners. The core criterion: payback in about three years.

02
Run them end to end
15% of revenue

TakeMyShop takes over operations from the sale: operations, acquisition, SEO, customer service, logistics.

03
Build new assets
Creation pocket · ⅓

The creation pocket, ⅓ of the fund, launches niche stores through Lucrazia for about €2k each. A 25% success rate is enough: the target is €800 of margin per month and a value of €15 – 25k after three years.

04
Pay out every year
Target, not guaranteed

Profits flow up to the fund and are paid out as dividends: 15% per year from year two, with upside potential once the portfolio reaches full run-rate.

The return is in the entry price.

Breakwater Capital
Many sellersFew structured buyers2 – 2.5× EBITDAAll-cash acquisitionsImmediate continuity100+ stores operatedAnnual dividendsMany sellersFew structured buyers2 – 2.5× EBITDAAll-cash acquisitionsImmediate continuity100+ stores operatedAnnual dividends
Many sellersFew structured buyers2 – 2.5× EBITDAAll-cash acquisitionsImmediate continuity100+ stores operatedAnnual dividendsMany sellersFew structured buyers2 – 2.5× EBITDAAll-cash acquisitionsImmediate continuity100+ stores operatedAnnual dividends
Next

E-commerce against other asset classes.

Return, entry price, liquidity, ticket: how it compares with real estate, private equity and listed equities.

Market data: Statista 2024, eMarketer 2024, Fevad 2024. The returns and multiples mentioned are indicative and do not constitute a guarantee. Risk of total or partial loss of capital; the investment is illiquid. Past performance is not indicative of future results.

Next page · Why e-commerce
Asset class comparison
E-commerce, real estate, PE, equities.
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