We are stewards of your legacy

Serious buyers consistently focus on: recurring or contracted revenue rather than project-based earnings; customer concentration (no single client over roughly 15-20% of revenue); a business that runs without dependence on the founder; defensible market position; ten or more years of trading history; and consistent free cash flow that doesn’t require constant capital investment.

For established Australian service businesses, current market reporting puts the typical multiple range between three and six times normalised EBITDA, depending on the quality of revenue, owner independence, scale, and defensibility of market position.

Permanent capital investors, owner-operators, family offices, and some specialist holding companies, are not bound to a fund cycle. Their economic case is the business continuing to compound across decades rather than being resold at a defined exit. The structural pressure to extract returns within a short horizon is absent.

Australian SME sales take an average of six to nine months from listing to settlement in the broader broker market. A direct buyer who already knows what they’re looking for can compress the timeline to 60 to 90 days from initial information through to settlement.

An NBIO is the first formal offer a buyer makes after reviewing initial business information. It covers the main commercial points: price, structure, key conditions, at a level of specificity a lawyer could anchor a contract to. A vague expression of interest is not an NBIO.

A clean sale typically moves through seven stages: an initial conversation; provision of basic information; a Non-Binding Indicative Offer (NBIO); signing of an NDA; due diligence run in parallel with legal drafting; commercial negotiation on final terms; and settlement.

Owners who achieve strong outcomes typically start preparing 12 to 24 months before going to market. Sale preparation is essentially the same work as good operational management: improving financial cleanliness, reducing owner dependency, documenting processes, and is valuable regardless of whether or when a sale happens.

Three areas consistently create friction: financial cleanliness (clean separation of personal and business expenses, well-documented earnings); operational independence (documented processes, capable management team, systems that don’t rely on tribal knowledge); and administrative tidiness (signed customer and supplier contracts, change-of-control clauses understood, current statutory employment obligations, formalised leases).

Yes – and it’s often the most useful framing. Sale-readiness work produces a more profitable, less-dependent, more resilient business regardless of whether a sale happens. The improvements are valuable on their own, even if the trigger never comes.

The core formula behind almost all SME valuations is: maintainable earnings (EBITDA) multiplied by a multiple, equalling a price. Maintainable earnings normalise for one-off costs and a fair-market salary for the owner; the multiple reflects the buyer’s view of how reliably those earnings will continue.

Maintainable EBITDA is the genuine, ongoing profit a new owner could realistically expect to inherit, calculated by normalising the reported EBITDA, removing one-off costs (legal disputes, redundancy payments, one-time consulting fees), and adjusting the owner’s remuneration to a fair-market salary for someone running the business.

An earn-out is an additional payment the buyer makes after settlement, contingent on the business performing to agreed metrics over a defined period (typically 12-36 months). Earn-out and deferred-payment structures have increased materially in Australian M&A. They carry meaningful tax complexity. Sellers can be liable for tax on the market value of an earn-out at the point of sale, regardless of whether the contingent payments are eventually received, so engaging tax advice early is important.

The single biggest determinant of post-sale outcomes for staff is the buyer’s economic model, specifically, whether their model requires productivity extraction within a short hold, or whether their model compounds through the same business continuing. Asking what the buyer’s model requires them to do, rather than what they intend to do, gives a clearer view.

Modern due diligence typically covers: detailed financial review (quality and sustainability of earnings, working capital cycles); commercial review (customer and supplier concentration, contract terms); operational review (management depth, dependencies, processes); and legal review (contracts, compliance, litigation history). Increasingly, buyers also examine the seller’s own succession plan.

A standard due diligence period runs 90 to 120 days, though some buyers may push for 60. Recent commentary on the Australian M&A market notes that diligence is generally taking longer than it did a few years ago, as buyers become more selective and the scope of investigation widens.