Sell-Side Advisory
Most of the value in a sale is created before the business goes to market.
Preparation is the work
Owners often approach a sale in the wrong order: find a buyer first, then discover what the business looks like under scrutiny. The result is a renegotiated price, a longer process, or a deal that collapses in diligence.
We work the other way round. Establish the range, close the readiness gaps that are worth closing, build a defensible information base, and only then approach the market.
Scope of a sell-side engagement
- Business valuation and indicative range
- Exit readiness review
- Vendor information preparation
- Information memorandum coordination
- Buyer universe development
- Confidential buyer outreach where appropriate
- Offer comparison and commercial assessment
- Due-diligence coordination
- Negotiation support
- Deal-structure assessment
- Completion support alongside legal and tax advisers
Comparing offers properly
Headline price is the least reliable way to compare two offers. What matters is how much is paid at completion, what is deferred and on what conditions, how the working-capital mechanism works, what warranties are given, and how likely the buyer is to actually complete.
| Test | Question to ask |
|---|---|
| Cash at completion | How much is certain on day one? |
| Deferred and earn-out | What must happen, who controls it, and how is it measured? |
| Working capital | What is the target, and how is the adjustment calculated? |
| Warranties and indemnities | What am I still exposed to after completion, and for how long? |
| Funding certainty | Is the buyer's funding committed, conditional or aspirational? |
| Ongoing role | Am I required to stay, for how long, and on what terms? |
A twelve-month view
Where there is time, a preparation period of six to twelve months usually pays for itself: reducing customer concentration, documenting processes, tidying contracts and records, and putting a second line of management in place all change how a buyer views the risk.
Start a confidential conversation
Whether you are preparing to sell, looking to acquire, raising capital or trying to lift the value of a business you already own, the first step is a short, confidential discussion about the situation.