Expert Guides

Preparation well in advance of launching a sale process is likely to be rewarded with increased buyer confidence and a higher-value outcome. Learn in easy to understand terms how you can best prepare your business for sale.

What’s in the guide?

• Important considerations regarding sale objectives, timing and sale terms to ensure transaction success
• Opportunities to maximise business value prior to sale
• Insights into key operational and financial preparation, including how to strategically align your team with the transaction process
• How to engage with potential buyers to lay a strong foundation for the upcoming sale process

This guide breaks down the complexity of the sale process into simple to follow steps and insights on how to achieve an optimal and timely deal.

What’s in the guide?

• Insights into the key stages of the sale process from preparation to closing
• Key documents and what to include in communication with potential buyers
• Tips on how to remain in control of the process, including critical strategic, financial and legal considerations

This versatile checklist is an organised way to ensure that all of the information which may be required by an acquirer or investor is provided, helping you to close a successful deal as well as avoid unnecessary time and cost.

What’s in the guide?

• Key due diligence considerations structured by category
• Practical insights into how to streamline the process
• Case studies of the due diligence process from previous successful transactions

This guide provides a close look into the business acquisition process and outlines important factors you should bear in mind to reduce the chance of over-paying.

 What’s in the guide?

• Insights into key stages of the acquisition process, from target identification to integration
• How to optimise the due diligence process
• Factors to consider in determining an offer price, including competition, synergies and sale timing
• Considerations regarding the process strategy and realisation of full synergy value

A critical step in the valuation of a company is determining normalised EBITDA. Learn how to make adjustments to reported earnings to gain a better picture of business performance.

What’s in the guide?

• How to use EBITDA in valuations as well as the associated limitations
• Key items that should be removed from Financial Statements in order to better forecast future financial performance
• ‘Red flag’ adjustments made by sellers of which an acquirer should be aware

Significant value can be extracted, saved or lost by negotiating a favourable Working Capital adjustment. This guide provides insight into Working Capital and its implications for the sale process.

What’s in the guide?

• Key Working Capital terminology and explanations
• What to include in Working Capital calculations, with illustrative examples
• Insights into the Working Capital adjustment process, including ramifications on seller proceeds and sale price

Conquest Capital advised on the sale of the private Tru Blu Beverages to global market leader Refresco. This guide includes valuable takeaways on this sale if a business is preparing for a merger or sale of its own.

What’s in the guide?

• Insights on how strategic assets still command attractive valuations;
• Practical tips on undertaking a rapid and efficient due diligence process and the preparation required; and
• The FIRB approval process.

There has been strong growth in the number of Search Funds looking to acquire private small to medium-sized businesses in the last 18 months, although there is limited public information regarding their activities.

What’s in the guide?

• Introduction and background on Search Funds;
• Typical investment criteria; and
• Benefits and disadvantages of engaging with Search Funds when looking to sell your business.

Exclusivity is a valuable asset in a sale process. Whether to grant exclusivity to a preferred bidder can be one of the most complex, pivotal and daunting decisions an owner will make in selling their business.

What’s in the guide?

• The issues to assess in deciding whether to grant exclusivity, or not;
• A decision-making framework to guide an owner through this thought process; and
• Practical commercial parameters to negotiate.

With the difficulty in matching owners' value expectations with those of potential investors, SAFE Notes can be used to bridge valuation gaps, particularly for early-stage businesses.

What’s in the guide?

• What are SAFE Notes and their typical commercial terms?;
• Pros and cons of using SAFE Notes; and
• Worked examples of how they are calculated in practice.

Earn-outs are increasingly being used by private equity to bridge valuation gaps in times of business uncertainty and potentially to increase vendor alignment.

What’s in the guide?

• Typical earn-out structures;
• Trends in earn-out usage; and
• Challenges in structuring earn-outs.