Insprie

Situation 17

We are preparing to sell the business.

A sale process will expose every part of the operating system, usually at the worst moment.

The situation

Shareholders have decided to test the market, or an approach has already been made. The business now has to be presentable, defensible and still trading well while the process runs.

Value is decided less by the story told in the information memorandum than by the quality of the numbers, the durability of demand and the depth of the management team underneath the founder.

What usually goes wrong

  • Preparation starts with advisers rather than with the operating facts.
  • Reporting cannot survive a buyer's own analysis of margin by channel and customer.
  • Growth is pushed hard in the final months and quality of earnings suffers.
  • The management team learns about the process late and key people leave.
  • Concentration risk in customers, suppliers or one market is left unaddressed.

What needs to be established first

  • What is the honest quality of earnings once one-offs and owner costs are normalised?
  • Where is revenue genuinely durable, and where is it a function of one customer or one promotion?
  • Can the business be run without the founder in every decision?
  • What would we fix if we had two years, and what can realistically be fixed in two quarters?
  • What will a buyer discount, and can that discount be removed or defended?

The next 30 to 100 days

  • Establish a clean, evidence-based view of trading, margin and working capital.
  • Fix the small number of issues that materially move value or reduce risk.
  • Strengthen the second line of management so the business is not a single-person dependency.
  • Build the operating narrative from the numbers rather than around them.
  • Support shareholders and the board through diligence without stalling the trading year.

Capabilities involved

Related intelligence

Other situations

Certain details have been withheld or generalised to protect client confidentiality.

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