Sale Readiness
The buyer sees a business that passes due diligence without a discount for disorder
Sale readiness: we bring reporting and EBITDA to a state that holds up in the buyer's due diligence, reduce the business's dependence on the owner, and build the data room. The team runs the management framework, while decisions and signatures stay with you and your director. With a named buyer we work for 2 or 3 months, without a buyer for 12 months.
The first 30 minutes are free. We scope the work and name a range.
When you need this
You plan to sell the business or bring in an investor
A buyer is already named and their due diligence is ahead
The books in 1C are not closed, the numbers do not reconcile, and you are unsure the reporting will pass a review
The business depends on you: clients, payments, and decisions go through the owner
You worry the buyer will cut the price for disorder in the documents and for dependence on you
One-off expenses are mixed with operating ones, and EBITDA is hard to defend in negotiations
What's included
- Normalized EBITDA: one-off items shown separately, so the buyer sees sustainable profit
- Accounting under control: 1C period close, reconciled discrepancies, taxes and e-invoices with no surprises in due diligence
- Less dependence on the owner: a decision map, an authority matrix, a management rhythm
- A data room: documents for the buyer's due diligence collected and organized by section
- Monthly reporting and KPIs: revenue, margin, EBITDA, cash flow, turnover
- A measurement of owner hours spent on operations at the start and at the end of the program
Process
Business processes, finance and accounting, legal and tax risks, the team, and the owner's decision map. Output: a findings report and a program proposal. The cost of diagnostics is credited toward the contract.
An action plan with owners and deadlines, and KPIs with target values. Approved by the owner.
Monthly reporting and plan versus actual, EBITDA normalization, and handing decisions to the director and the team under the authority matrix.
The data room is ready and EBITDA is normalized as of the sale date. Vendor due diligence and valuation are done by independent firms.
Pricing
Preliminary pricing, excluding VAT, plus 1 to 2% of the deal price. There is no share of profit. With a named buyer the program lasts 2 or 3 months, without a buyer 12 months. The cost of diagnostics is credited toward the contract.
What the buyer gets
A buyer looks at two things: whether the numbers can be trusted and whether the business will run without the previous owner. If the answer is unclear, they build it into the price. The program settles both questions before the buyer starts due diligence.
We bring reporting and EBITDA to a state that passes a review: the books are closed, discrepancies are reconciled, and one-off items are shown separately. We reduce dependence on the owner through a management rhythm and clear authority: decisions that now go only through you move to the director and the team.
What is included
The base of the program is the same as for the operations team: finance and treasury, accounting under our control, internal control, taxes, and the management rhythm and KPIs. Three deal blocks are added on top.
- EBITDA normalization
- Reducing dependence on the owner
- A data room for the buyer's due diligence
How we measure the result
| Indicator | How we measure it |
|---|---|
| Owner hours spent on operations | at the start and at the end of the program |
| EBITDA | normalized EBITDA as of the sale date |
| Business value | the deal price |
| Timing | data room readiness |
What stays with you and with independent parties
- Decisions on the deal, money, and the team are made by you and your director
- Signatures and the company's electronic signature stay with you, and authority is fixed in a matrix in the contract
- Vendor due diligence is done by an independent firm, and we prepare the business for its review
- The business is valued by an independent appraiser
- Accounting recovery and automation are priced separately
FAQ
- Do you do the vendor due diligence or the valuation?
- No. Vendor due diligence and valuation are done by independent firms, and we do not replace them. We prepare the business for their review: accounting, reporting, EBITDA, and the data room.
- How long does preparation take?
- With a named buyer, 2 or 3 months. If there is no buyer yet, 12 months: in that time the business works under the new rules, and the buyer sees it in the numbers.
- How does payment work?
- In two parts: a monthly fee from 800,000 KZT excluding VAT and 1 to 2% of the deal price. There is no share of profit. Pricing is preliminary, we fix the terms in the contract after diagnostics, and its cost is credited toward the contract.
- Who makes decisions during the program?
- You and your director. The team runs the management framework: it prepares the numbers, keeps the rhythm, and follows through on execution. We have no signing authority and no access to the company's electronic signature.
- What if the books are not closed?
- Diagnostics shows where the discrepancies are and how much recovery is needed. Accounting recovery and automation are priced separately and are not part of the monthly fee.
Discuss your task
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