Specialism
Business succession and M&A
Selling a company is a once-in-a-lifetime decision. The buyer has already done ten.
There is a structural asymmetry at the table of a sale: on one side, an entrepreneur living through it for the first time; on the other, a buyer with a dedicated team, a ready model and dozens of transactions on record. That difference in repertoire, and not the company's performance, tends to explain much of the final discount.
What reduces the discount is preparation, and preparation takes time: labour contingencies mapped and provisioned, client contracts without a clause that dies on change of control, a clean corporate structure, figures that survive due diligence without improvisation. Every issue the buyer finds becomes a discount or a holdback — and he will find them, because finding them is his job.
We prepare the company, conduct the transaction from valuation to negotiation and keep the discretion the subject demands, because a leak about an intention to sell unsettles staff, clients and suppliers in the same week. It applies equally to the buying side: the same rigour, from the other chair.
It is worth knowing what a buyer looks at first, and almost always in this order: client concentration, dependence on the founder, labour liabilities and contracts with change-of-control clauses. Each of those takes six to eighteen months to treat. Which is why preparation is not a stage of the sale — it is what precedes the decision to sell.
Preparation retainer and success on the transaction value, on a regressive scale: the larger the value, the smaller the percentage. The retainer exists so that preparation — auditing oneself, tidying the corporate structure, building the file — happens even if the sale does not, because a tidy company is worth more even to an owner who decides not to sell.
Official sources, at the exact point — the article of law, the service or the search you can use today. None replaces analysis of the specific case, which is our work.
Say in two lines what you need to resolve. An account manager replies personally, in business hours, and the conversation starts where it makes a difference.
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