Acquiring Minds – Episode Summary

Podcast: Acquiring Minds
Host: Will Smith
Episode Title: Buying 2 Rivals to Create a Dominant Leader
Guest: Kyle Paul, CEO of Get Out (formerly Get Out Pass and Pogo Pass)
Date: October 13, 2025
Watch on YouTube

Episode Overview

This episode tells the acquisition rollercoaster of Kyle Paul, who went from being a customer of Get Out Pass—a business providing annual attraction passes—to becoming CEO and part-owner after merging it with its key rival, Pogo Pass. Kyle and Will unpack Kyle’s unlikely path from high-powered corporate roles and entrepreneurship dreams to buying and integrating two competing "pass-based" businesses, creating a near-monopoly in the local family attractions market.

The conversation navigates career trajectory, the search and acquisition process, deal structuring, heartbreaks and resilience in dealmaking, operational and cultural integration of rivals, and Kyle’s focus on purpose-driven leadership.

Table of Contents

• Kyle Paul’s Background & Motivation
• Entering Acquisition Entrepreneurship
• The Search Process and Early Deals
• Discovering and Chasing Get Out Pass
• Deal Structure and Heartbreak
• The Acquisition: Numbers, Model, and Competitive Landscape
• QofE, Valuation Shocks, and the Path to a Merger
• Merging Rivals: Operational & Cultural Challenges
• Lessons on Resilience and Advice for Entrepreneurs
• Notable Quotes & Timestamped Moments

Kyle Paul’s Background & Motivation

• Early Life & Work Ethic:
  Kyle grew up in Layton, Utah. His modest upbringing (“not a lot of extra cash floating around the household” – 05:00) prompted him to work from age eight.

  • Did a church mission in Chile, learned persistence, hard work, and resilience—“You get rejected thousands of times in two years... and learn to get rejected and not let it ruin my day.” (06:29)

• Education & Corporate Trajectory:
  Went to Weber State, then Morgan Stanley (door-to-door sales for financial advising), BYU MBA, then American Express, and eventually joined LinkedIn in early days (2012).
  At LinkedIn: Helped scale LinkedIn Learning from $8 million to $500 million globally; led North American business.

  • "It's the best company I ever worked for." (10:28)

• Family:
  Lived with his wife and four (soon five) kids in a sub-1,000 sq. ft. NYC apartment before moving back to Utah during COVID-19 (11:32).

Entering Acquisition Entrepreneurship

• Switch to Entrepreneurship:
  After Gympass (where he scaled US operations 10x), Kyle read "Buy Then Build" and “hundreds” of podcasts, including Acquiring Minds.
  • "I found myself listening to dozens, and then soon hundreds of podcasts from this guy named Will Smith." (14:44)
• Why Not Stay Corporate?
  Always wanted to be an entrepreneur but found himself 15 years into a corporate career; a “challenging boss” crystalized that he wanted autonomy, control, and meaningful work (16:21).
• Financial Considerations:
  Had earned $600-700K per year in corporate but saved aggressively. He and his wife set a one-year timeline as a safe runway for searching for a business (22:32).

The Search Process and Early Deals

• Switch from Part-Time to Full-Time:
  Realized that he couldn't search for a business and due diligence properly while working full-time: "If I'm going to do this, I've got to go all in." (18:41-25:31)
• Broker Focus:
  Noted that while many start with proprietary search, most successful find their deals via brokers.
  • Developed relationships with 70 Utah brokers, built a professional buyer profile, and treated brokers as “most important clients.” (28:56)
• First Heartbreak:
  Lost out on an online business (The Non Clinical PT) "devastated... taught me you can't get too married to one deal." (29:36-31:10)

Discovering and Chasing Get Out Pass

• Finding Get Out Pass:
  Serendipitously met the founder of Get Out Pass at a BYU event; both were in similar “pass” businesses (Gympass/Get Out Pass), both lived 10 minutes apart, and Kyle was already a customer (31:29-34:12).
  • "It sounded too good to be true and too many things were aligning for this to work out." (34:42)
• Initiating the Deal:
  Met with the three founders; immediate alignment and mutual recognition of fit, but all had different exit goals. Not a standard SBA or seller-financed deal—would require outside investors. (35:53-37:53)
• Business Model:
  Annual passes to local attractions (zoos, museums, amusement parks, etc.)
  • Most venues don't get paid; payment is the marketing and incremental revenue Get Out Pass brings.
  • “The biggest feedback we get is this feels too good to be true. This sounds like it’s probably a scam!” (40:39)

Deal Structure and Heartbreak

• Deal Nearly Done—Then Dies:
  Kyle lined up diverse investors, had the LOI ready, when on signing day, one founder decided to buy out the other two ("I want to do what Kyle’s doing"), scuttling the deal (52:08-52:39).
  • "There were tears at the dinner table that night." (53:28)
• Resilience and Growth:
  Used setback as a credibility builder with brokers, immediately returned to sourcing other deals.
  • "Guys, what do skiers do? … We get back up." (54:54)

The Acquisition: Numbers, Model, and Competitive Landscape

• Scale & Economics:
  • ~$15M annual revenue, low-seven-figure EBITDA, 200,000+ members, ~2,000 venues, ~2,000 affiliate sellers (46:38-48:41).
  • “You can’t build that overnight… one of the biggest moats.”
• Market Landscape:
  • Main competitor was Pogo Pass, operating in overlapping but distinct markets; no real competitors at scale (48:51).

QofE, Valuation Shocks, and the Path to a Merger

• Quality of Earnings (QofE) Surprises:
  • During diligence, converting from “cash” to “accrual” accounting revealed EBITDA was only about a third of previous estimates due to fast growth and deferred revenue.
  • “When I saw those numbers, then I knew we didn’t have a deal.” (63:37)
• Pivot to Merger:
  • Through conversations, one Get Out Pass founder introduced Kyle to the private equity firm (Greybull) that owned Pogo Pass.
  • A three-way lunch led to creative dealmaking: combine Get Out Pass and Pogo Pass with Kyle as CEO, one founder rolling equity, and a new, larger combined company.
  • “Whoever it is that walks away, that’s who’s going to pay this [kill fee].” (57:34).
• Deal Structure:
  • Mostly equity, some seller financing; “not an LBO, it was almost all equity with a seller note.” (70:25)
  • Both parties saw that combined, these businesses were far more valuable.
  • “If you can combine these two, you have no real competition. This is a very valuable business to you.” (72:48)

Merging Rivals: Operational & Cultural Challenges

• First Day Shock:
  • Staff on both sides were stunned (“their faces were unbelievable... it was tough”) (91:43).
  • Assembled a blended leadership team, conducted an offsite to develop shared purpose, mission, and values ("to unite families by creating forever memories").
• Integration Complexities:
  • Combined 2,300 venues, 300,000 members, 32 markets.
  • Merging passes, contracts, tech: “Way longer than I thought it would... we have a new brand name: Get Out.” (91:43-96:35)
• Cultural Unification:
  • Some embraced merger immediately, others still refer to “them” vs “us”–still a work in progress.

Lessons on Resilience and Advice for Entrepreneurs

• Resilience as the Key:
  • “The most important thing for me was that I understood what I was getting into.” (102:13)
  • “Do as much research as you can before you jump all in. … Learn what it is … before you cut ties with the other options." (102:13)
• Ownership Evolves:
  • Shifted from expecting sole-ownership SBA deal to being CEO/co-owner of a larger, higher-potential company with less equity, but more upside and resources.
  • “It’s the perfect structure for me.” (88:33-90:21)

Notable Quotes & Timestamped Moments

• On resilience:
  • “Guys, what do skiers do? … We get back up.” – Kyle, on dealing with disappointment to his kids [53:33]
• On the moat:
  • “One of the biggest moats, is like someone wants to come in and do this themselves…2000 venues…that’s the real challenge.” [48:41]
• On numbers/scale:
  • “The business was doing around…close to $15 million of revenue…EBITDA in the…low seven figure range.” [46:38]
• On disappointment:
  • “There were tears at the dinner table that night.” [53:28]
• On merging rivals:
  • “When I said that, you should have seen the faces. They were just like…they’re the enemy. Like, they’re the worst. How could we?” [91:43]
• On aligning cultures:
  • “Our purpose is to unite families by creating forever memories.” [92:11]
• On evolution of goals:
  • “For me, all of these things on the pro side outweighed that one thing on the con side [owning 100%].” [88:33]
• Advice for searchers:
  • “Understand what you’re getting into. … Learn as much as you can before you cut ties.” [102:13]
• On happiness:
  • "Someone once defined happiness to me as being happy to go to work in the morning, then be happy to come home at night." [23:39]

Timestamps for Key Segments

• Kyle’s early background and value formation: 05:16 – 08:08
• Corporate career at LinkedIn & Gympass: 10:42 – 14:22
• Introduction to ETA & Acquiring Minds: 14:44 – 16:21
• Financial leap & transition to full-time search: 22:09 – 25:31
• Search process and broker relationships: 25:40 – 29:36
• Losing initial deals—learning resilience: 29:36 – 31:10
• Meeting the Get Out Pass founders: 31:29 – 35:07
• Business model & value prop explained: 38:02 – 43:49
• Deal dies, heartbreak, and bouncing back: 52:08 – 54:54
• QofE, shocking EBITDA revision, deal pivots: 60:22 – 67:32
• Merging with Pogo Pass and creative structure: 72:48 – 79:31
• Operational & cultural integration: 91:43 – 96:35
• Final lessons and advice: 102:07 – 104:29

Recap

Kyle Paul’s journey to buying, merging, and running two market-leading “family pass” businesses encapsulates the persistent optimism and resilience necessary in small business acquisition. His story is rich with strategic insights—how to search, how to deal with heartbreak, how to value and structure a growth business, and the real cultural work of integrating rivals.

For would-be acquisition entrepreneurs: This episode offers both tactical advice (build broker relationships, do QofE early, be flexible on deal structure) and honest truths about disappointment, perseverance, and evolution of goals.

For more episode summaries or to subscribe: Acquiring Minds Summaries