top of page
White.png
Black.png
White.png
White.png

MENU

OXA FAQ's 

Your questions answered

FILTER BY TOPIC

General

Onboarding

Valuation

Deal Timeline

Legal and DD

Confidentiality

Fees

Valuation

  • The valuation of your company is based on a comprehensive analysis of several key factors, including historical and projected financial performance, competitive positioning, market trends, and the current M&A landscape. We employ a range of recognised valuation methodologies to establish a fair market value. These methods may include comparable company analysis (evaluating similar companies that have been sold), precedent transaction analysis, and discounted cash flow analysis (projecting future cash flows to determine a present value).

  • Certain qualities can significantly boost your valuation, such as sustained revenue growth, strong profitability, a diversified client base, and a distinctive competitive advantage. Businesses with a robust management team, proprietary technology, intellectual property, or a well-developed brand tend to attract higher valuations. Similarly, being in a high-growth industry or having strategic partnerships can make your business particularly attractive to buyers and positively impact its value.

  • The initial valuation serves as an informed guideline, establishing an expected range rather than a guaranteed outcome. Final sale price may vary depending on factors such as buyer demand, negotiation outcomes, and prevailing market conditions at the time of sale. While we strive for an accurate and realistic valuation, fluctuations in the M&A market or specific buyer interests could lead to either a higher or lower final transaction value.

  • The valuation process generally takes between 2-4 weeks, depending on the complexity of your business, the volume of financial data available, and the level of analysis required. During this period, we conduct a detailed review and analysis of your business, financials, and market position to produce a valuation report that reflects the company’s current and potential market value as accurately as possible.

  • For proactive planning, we recommend updating your company’s valuation every 12-24 months or following major changes in your business, such as acquisitions, significant shifts in revenue, or other material events. Regular updates are especially advisable for companies considering a sale, as they provide an accurate view of how recent performance or market changes may affect valuation.

  • Yes, broader market conditions are highly influential in the valuation process. Economic cycles, industry-specific developments, interest rates, and general buyer sentiment can impact the attractiveness of your business. For instance, in times of economic uncertainty, valuations may be more conservative due to perceived risks. Conversely, high demand in your industry can positively affect your company’s valuation. We always consider current market dynamics to ensure your valuation is both realistic and positioned competitively.

  • If your valuation is lower than anticipated, there are often steps you can take to enhance it over time. Strengthening revenue streams, optimising cost structures, exploring new markets, or building recurring revenue streams are a few areas that can positively affect valuation. We work closely with clients to identify the most impactful areas for improvement, helping to boost the company’s overall value and attractiveness in the market.

  • Buyers will often conduct their own assessments and valuations, which may result in an offer that aligns with, exceeds, or falls below our valuation range. Buyers take into account factors such as perceived risks, operational synergies, and potential post-acquisition costs. Throughout negotiations, we provide strategic guidance, supporting you in discussions to ensure your objectives are met and working to secure the most advantageous deal possible on your behalf.

Deal Timeline

  • he timeline for selling a business typically ranges from 6 to 12 months, depending on factors such as market conditions, the complexity of the business, and buyer interest. The initial preparation phase can take several weeks, while identifying and engaging buyers may take a few months. Negotiations, legal processes, and due diligence can add a few more months, especially if any unforeseen issues arise.

  • 1. Preparation and Valuation: Gathering necessary financials and documents, and assessing the business value.

    2. Marketing and Buyer Outreach: Identifying and contacting potential buyers, and providing them with information through an Information Memorandum.

    3. Offers and Negotiation: Receiving offers and negotiating terms with interested parties.

    4. Due Diligence and Legal Review: Buyers conduct in-depth assessments; lawyers draft contracts and agreements.

    5. Closing and Post-Sale Transition: Finalising the sale and managing any transition terms.

  • Yes, but this depends on factors like buyer readiness, regulatory requirements, and how prepared your business is for sale. If a quick sale is a priority, it may limit buyer options, so it’s best to discuss timing early on.

  • Delays often result from incomplete or inaccurate documentation, buyer financing issues, or extensive due diligence findings. Legal complications or regulatory requirements can also add time. Our role is to help anticipate and navigate these to keep the process on track.

  • Yes, though the level of involvement will vary by stage. In the initial and due diligence phases, we’ll work closely together to gather information and review findings. Once we reach negotiations and closing, your role may shift to decision-making on key terms, and we’ll handle much of the heavy lifting to ensure the process stays efficient.

  • Absolutely. At OX Advisory, we outline clear milestones, such as finalising the valuation, receiving initial offers, completing due diligence, and securing final agreement terms. These checkpoints keep you informed and ensure transparency throughout each phase.

General

  • We initiate engagements with all our clients under strict confidentiality, collaborating to identify, position, and maximise value.

    Our sales processes are overseen by qualified, experienced professionals who work closely with you to assess the underlying worth of your business, ensure its marketability, and manage negotiations on your behalf until completion.

    Our comprehensive approach includes pre-sale planning, valuation, creation of marketing materials, project management throughout negotiation phases, and due diligence until the transaction is concluded. We provide full end-to-end corporate finance support.

  • Whether you're a seasoned entrepreneur looking to sell your established business or a newcomer with a promising startup, we're here to help. Our expertise spans across various industries and business sizes, ensuring that we can assist clients at every stage of their entrepreneurial journey.

  • The duration of the sales process can vary depending on several factors, including the complexity of your business, market conditions, and the negotiation timeline.

    On average, the sales process typically takes several months, up to and in excess of a year, from initial engagement to the completion of the transaction. However, our team is dedicated to streamlining the process and maximising efficiency while ensuring that no corners are cut. We work diligently to keep you informed every step of the way and strive to achieve a timely and successful outcome.

  • We handle a limited number of carefully selected assignments. We meticulously appraise value, thoroughly identify credible matches for you and your business, and, most importantly, we operate with unwavering ethics.

    We do not undertake projects unless we are confident in their potential for success.

    Our outputs are of superior quality, setting us apart from the rest of the market.

  • We cherish long-standing and valued relationships across accounting, corporate finance, wealth management, and legal sectors, both locally, nationally, and internationally. These partnerships enable us to provide a comprehensive suite of advisory services, facilitating transactions for a diverse domestic and international audience.

    Our experienced team leverages these connections to navigate global markets effectively, ensuring our clients' offerings resonate in every corner of the globe. Through our extensive network and substantial proprietary database, we are uniquely positioned to access a wide pool of potential buyers, enhancing the depth and reach of our service provision.

  • The timeline for a sell-side M&A transaction can vary, typically taking 6 to 12 months. Initially, we spend 2 to 3 months preparing your business for sale, which includes financial analysis, valuation, and creating marketing materials. Once we go to market, identifying and engaging potential buyers, negotiating terms, and conducting due diligence can take another 4 to 9 months.

    We prioritise efficiency and transparency, keeping you informed at every stage to ensure a smooth process and the best possible outcome. While the exact timeline depends on factors like business complexity and market conditions, our goal is to help you achieve a swift and successful transaction.

  • We typically seek to engage with motivated sellers whose businesses have an EBITDA north of £500k. We focus on companies with protectable or contracted revenues and those with material intellectual property (IP). Our ideal clients are those with strong market positions and significant growth potential.

Onboarding

  • We take on new clients through a structured and personalised approach to ensure we fully understand your needs and goals. The process begins with an initial consultation, where we have an in-depth conversation to learn about your business, objectives, and any specific challenges you face. This allows us to determine if we are the right fit for your needs.

    Next, we conduct a preliminary assessment of your business to understand its market position, financial health, and potential value, helping us gauge the feasibility of a successful M&A transaction. Based on this consultation and assessment, we provide a tailored engagement proposal outlining our approach, services, and fee structure, ensuring all terms are clear and aligned with your expectations.

    Once you agree to proceed, we formalise our partnership with a detailed engagement agreement that outlines the scope of work, timeline, and mutual responsibilities. Finally, we hold a kickoff meeting to introduce our team, finalise the transaction strategy, and begin the preparation phase, including gathering necessary documents and setting milestones for the process.

  • Onboarding timelines can vary depending on the complexity of the engagement and the readiness of the client. Typically, the onboarding process includes several key stages. Initially, we conduct an initial assessment and consultation to understand your business, objectives, and specific requirements. This phase generally takes 1-2 weeks.

    Following this, we proceed with formalising our partnership through an engagement agreement, which outlines the scope of work, timelines, and responsibilities. This step ensures clarity and alignment between both parties and usually takes 1-2 weeks to finalise.

    Once the agreement is signed, we schedule a kickoff meeting to introduce our team, finalise the strategy, and begin the active onboarding process. This involves gathering necessary documents, conducting detailed analyses, and setting milestones for the project. The overall onboarding duration typically ranges from 4 to 8 weeks, depending on the complexity and readiness of the project.

    Throughout the onboarding process, we maintain open communication and provide regular updates to ensure a smooth transition and effective collaboration between our teams. Our goal is to streamline the onboarding experience and set a solid foundation for a successful partnership.

  • We typically require essential documents such as financial statements (balance sheet, income statement, cash flow statement), corporate governance documents (articles of incorporation, bylaws), customer contracts, supplier agreements, intellectual property records, and any other pertinent information related to your business operations. Our team will provide a detailed checklist tailored to your specific needs to ensure a smooth and efficient onboarding process.

  • Your involvement during the onboarding process is crucial to its success. While our team handles the detailed analyses and preparations, we rely on your input to provide accurate and comprehensive information about your business. This includes attending initial meetings, providing requested documents promptly, and collaborating closely with our team to address any questions or concerns that may arise.

    Your active participation ensures that we have a thorough understanding of your business objectives and can tailor our services effectively to meet your needs. We strive to make the onboarding process as streamlined and collaborative as possible, aiming for a successful partnership from the outset.

Legal and DD

  • Due diligence is an in-depth examination carried out by the buyer to verify all aspects of your business, from financials and operations to legal and compliance matters. This step is essential in ensuring that the buyer fully understands what they’re acquiring and that any potential risks are identified and mitigated. For sellers, it’s an opportunity to present the business transparently, often strengthening buyer confidence and contributing to a smoother transaction.

  • The length of due diligence varies depending on the complexity of the business and the specific requirements of the buyer. Generally, due diligence can take between 6-12 weeks, though larger or highly regulated companies may require more time. Efficient preparation and organisation on the part of the seller, such as having up-to-date records and documents ready, can help streamline the process.

  • Buyers typically request a wide range of documents, covering financial statements, tax returns, customer contracts, employment agreements, intellectual property registrations, and any ongoing litigation or legal claims. Operational records, supply chain information, and compliance with regulatory standards are also commonly reviewed. Each buyer’s checklist can vary, so having comprehensive records prepared is advisable.

  • Preparation is key to a successful due diligence process. Begin by gathering and organising all relevant documents, such as recent financials, legal agreements, and operational records. Addressing any potential red flags in advance, such as resolving outstanding legal issues or ensuring compliance with industry regulations, can improve buyer confidence. Many sellers find it helpful to set up a virtual data room to securely organise and share these documents.

  • Yes, having legal advisors is essential throughout the sale process, as they handle everything from drafting and reviewing documents to navigating regulatory requirements. An experienced M&A solicitor will guide you through complex legal terms, negotiate on your behalf, and protect your interests. Their expertise ensures that the transaction adheres to all legal standards and mitigates any potential liabilities post-sale.

  • Key legal documents typically include the Letter of Intent (LOI), confidentiality agreements, a sale and purchase agreement (SPA), and possibly warranties and indemnities. The SPA is the core contract governing the sale, detailing the transaction terms, purchase price, representations and warranties, and any indemnities. In some cases, an escrow agreement might also be established to hold part of the funds for a specified period after the sale.

  • Warranties are statements made by the seller to assure the buyer of certain aspects of the business, such as financial accuracy, asset ownership, and regulatory compliance. Indemnities, on the other hand, protect the buyer from specific liabilities that may arise after the sale. Both warranties and indemnities are part of the negotiations and can impact the overall terms of the sale, including the final price and any post-sale obligations.

  • Common challenges include unforeseen legal or compliance issues, discrepancies in financial data, and potential liabilities that were previously undisclosed. Additionally, buyers may request adjustments to the sale terms based on their findings. Proactive preparation, transparency, and having professional advisors on hand are essential to resolving these challenges swiftly and maintaining momentum in the transaction.

  • If issues are uncovered, buyers may request a price adjustment, additional warranties, or even withdraw from the deal if the issues are significant. However, minor issues can often be resolved through negotiation, such as by offering indemnities or setting aside funds in escrow. Experienced advisors play a crucial role in finding solutions that protect both the seller’s interests and the buyer’s confidence.

  • The sale concludes with the signing and exchange of the final sale and purchase agreement and any other required legal documentation. Once signed, ownership of the business is formally transferred to the buyer, and any agreed-upon payments are made. Post-sale, there may be additional steps, such as transferring licenses, notifying customers, and fulfilling any remaining contractual obligations or warranties.

Confidentiality

  • Maintaining strict confidentiality is a cornerstone of OXA’s approach. We implement robust protocols to ensure that sensitive information about your business is shared only with pre-approved parties and strictly on a need-to-know basis. We understand that discretion is key in M&A processes, and our methods are designed to protect your business’s privacy.

  • Yes, as is standard practice in M&A transactions, any potential buyer must sign a Non-Disclosure Agreement (NDA) before accessing confidential information. This agreement legally binds them to protect your business information and ensures that they handle it with the same level of confidentiality we apply.

  • Your opportunity will only ever be shared with a carefully selected group of pre-agreed potential buyers who align strategically or financially with your goals. This list is curated to minimise unnecessary disclosure, ensuring that only highly suitable buyers are contacted.

  • We have secure systems and processes in place to manage your information safely, including encrypted data storage and controlled access for all documentation. Sensitive data is carefully managed throughout the sale process, with regular checks to maintain our high standards of confidentiality.

  • M&A processes are designed to limit information sharing to essential parties only. We work with you to develop a strategic communication plan to control the flow of information to employees, customers, and suppliers. Our goal is to prevent disruptions to your business operations until the timing is right.

  • Confidentiality helps preserve your business’s stability and reputation throughout the sale process. Uncontrolled disclosure could lead to uncertainty among employees, customers, and suppliers, potentially impacting operations. We prioritise confidentiality to protect your business’s value and operational continuity as you move through this transition.

Fees

  • We charge an engagement fee at the outset of our partnership to cover the initial stages of the sale process, including research, market analysis, and preparation of marketing materials. The bulk of our fees, however, are contingent on successfully closing the transaction, aligning our interests with achieving your ultimate goal: a successful sale.

  • No, our approach does not involve a monthly retainer, despite the flexibility we offer for settlement of our engagement fees. We instead prefer a one-time engagement fee followed by a success fee only upon the completion of your business’s sale. This setup allows us to dedicate resources upfront while linking the majority of our compensation to the successful conclusion of the transaction.

  • The engagement fee enables us to allocate the necessary resources to prepare for the sale of your business, including comprehensive research, buyer outreach, and document preparation. It’s a foundational step to ensure that every aspect of the process is executed smoothly and effectively from day one.

  • Our success fee structure reflects our confidence in reaching a favourable outcome for you. By making the majority of our compensation contingent on closing, we share in your goal of securing the best possible deal. This approach ensures our motivations are aligned and fully dedicated to achieving an optimal outcome.

  • Absolutely. You retain full autonomy to review and respond to offers and decide on the timing and terms that best align with your interests. Our role is to provide guidance and support throughout, empowering you to make the decisions that will maximise value and achieve the desired outcome.

  • Your financial commitment to OXA is limited to the engagement fee, which funds the initial stages of our work. The remaining fees are success-based, meaning they are only due upon a successful sale. This flexible arrangement allows you to proceed with confidence, knowing that our interests are fully aligned with yours.

OXA blog

Access insightful articles to enhance your M&A knowledge and transaction strategies

OXA blog

Access insightful articles to enhance your M&A knowledge and transaction strategies

Stay up to date

© 2024 · OX Advisory Limited

icons8-linkedin-500.png
icons8-linkedin-500.png

Stay up to date

© 2024 · OX Advisory Limited

bottom of page