Where this fits
Are you ready to sell your business? Sell-side readiness is about understanding what buyers will find — and what needs to be addressed before a sale process starts. Demand → Pricing → Cash → EBITDA → Network → Visibility → Value
Where this fits
Are you ready to sell your business? Sell-side readiness is about understanding what buyers will find — and what needs to be addressed before a sale process starts. Demand → Pricing → Cash → EBITDA → Network → Visibility → Value
What happens is the business looks strong internally, but under diligence the gaps become visible — and the buyer uses them to reprice the deal.
If this isn't controlled before exit, it won't be recovered in the deal.
Sell-side readiness cannot be created in the months before a sale process. Each element requires a track record that only time can build.
24+ Months Before
Transfer key customer relationships to commercial teams. Delegate operational decisions. Document institutional knowledge. Build management depth that can be demonstrated to buyers with a credible track record.
18 Months Before
Floor margins, exception approval processes, customer-level margin visibility. Buyers will perform a customer-level margin analysis. The pricing governance track record needs to be visible in at least 4–6 quarters of management accounts before diligence.
12 Months Before
Establish the working capital profile that will inform the peg. Improve management reporting to institutional quality — buyers will assess whether management information systems demonstrate operational control. Develop a conservative normalisation narrative.
6 Months Before
Adviser selection, information memorandum, data room preparation, management presentation. The document layer. Meaningful only once the operational foundation exists — because the documents describe a reality, not create one.
For accountants identifying clients approaching a sale event, there is a specific accountant referral pathway for business sale readiness.
A core output of sell-side readiness work is the operating evidence that protects valuation. Business valuation preparation covers the specific documentation and evidence required before a formal process begins.
For a focused briefing for M&A advisers on operational diligence and sell-side support, see the M&A adviser briefing in the Executive Briefing Engine.
Move the levers and see how founder independence, team depth and operating visibility shape the transferability of a business. No account required. Nothing stored.
I don't rely on opinion — I quantify value creation pathways. These tools are what I use in the first 30 days of every operating partner mandate.
The gap between how founders describe their business and how buyers interpret it is a consistent source of value destruction in transactions. The Founder vs PE Language translation addresses this directly.
Sell-side readiness assumes the decision to sell has been made. If the decision is still open — start here.
The operational preparation that makes sell-side readiness possible — disciplines must exist before buyer scrutiny.
Independent view before engaging advisers — what a buyer will find, what needs fixing, whether valuation expectations are defensible.
Reported EBITDA rarely equals buyer-underwritten EBITDA. Add-backs, reclassifications and quality adjustments change the number priced.
The lens buyers apply before accepting any EBITDA figure — understanding this before the process starts is a material advantage.
Related but not equivalent — the multiple applied depends heavily on what a buyer can confirm in diligence.
The operating evidence that supports valuation and withstands professional buyer scrutiny.
Management dependency, succession depth and delegation quality — all tested in the first week of diligence.
The ten categories a buyer will examine — built as operating evidence before the process begins.
Indicative enterprise value — understand the gap between reported and buyer-underwritten EBITDA before the process starts.
Embedded operating support — builds the evidence buyers require during the preparation phase.
Deployment architecture for operating partner interventions during sale preparation.
Sell-side preparation follows the same logic — diagnose the gaps, prioritise the fixes, build the evidence.
Operating evidence assembled during sell-side preparation directly affects post-acquisition continuity.
Gives M&A advisers the operating evidence to answer buyer diligence questions beyond the financial data.
Commercial explanation behind EBITDA normalisation, working capital movements and management cost adjustments.
Related reading: The Founder Thought They Were Rejecting An Offer →
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