Prepare your business for a sale in today's M&A market
Many businesses include exit plans so shareholders can capitalise on the fruits of the company’s labours. While there are significant benefits to this, the overall sales process is not as simple as you might think.
Some aggregators estimate that there are more than 14,000 businesses for sale at any one time in the UK. Merely listing your business online and hoping for ideal timing may not guarantee success.
Notably, the mergers and acquisitions (M&A) landscape has changed in recent years. Buyers are becoming more selective and doing a lot more research than they ever did before, which has led to volatility in valuations. For mid-market companies especially, the gap between securing an average deal and enjoying a premium exit often comes down to how well the organisation has prepared its case in advance.
The current M&A landscape is a mix of opportunities and challenges
M&A activity is growing in terms of volume and average transaction. According to McKinsey, global deal value increased 12% in 2024 to reach $3.4 trillion, buoyed by stabilising interest rates. These volumes rose even further in the first half of 2025, with an estimated year-over-year bump between 15% and 27% in deal values, depending on the source. This is a clear sign that confidence has returned to the marketplace.
In Europe and the UK, the picture is good, if not spectacular. Deal volumes may have dipped by about 5% year-over-year in the first quarter of 2025, but the value of these deals shot up by 3.6% due to a rise in mid- and large-cap transactions, according to S&P Global.
So, while there may be fewer deals in the marketplace, investors are spending their capital on high-quality assets. Private equity firms are especially active, ploughing more than £63 billion into UK acquisitions last year according to the Times, which is near pre-pandemic highs.
In short, buyers have the capital to deploy, but they're very picky. They'll be looking for companies with scalable operations, strong financial performance, and some kind of competitive advantage.
Buyer priorities in 2025
Buyers today love to dive into the data. They tend to conduct rigorous due diligence to look for prospects that align strategically with their portfolios and are able to integrate well with few risks. They're also looking for businesses that can function perfectly well without having to rely implicitly on its owner.
If a company has a scalable model, it goes to the front of the queue, as its systems and processes can spur rapid growth under new ownership. In this scenario, clean and transparent financials are crucial, as are predictable revenue streams. All of this indicates long-term stability and strong customer retention rates.
Buyers are also happy when they find a company that:
When putting your business on the market, highlight qualities like this and get all your facts in order before speaking with a potential acquirer.
Lay the groundwork with financial preparation
The first step toward making your organisation saleable is to properly arrange your finances. Begin by providing accurate, clear, and verifiable financial information and removing inconsistencies, holes, or any level of opacity, as this reduces confidence and erodes value.
Financial statements must be audit-quality. Make sure that you get professionals to prepare your income statements, cash flow reports, and balance sheets rather than trying to do everything in-house.
This shows that you're serious about your business and makes the due diligence process a lot smoother and faster for the acquirer. If possible, get an external audit review at the end to give potential buyers additional assurance. Next:
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Prepare a normalised EBITDA.
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Get rid of any one-off expenses or owner-related costs.
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Be transparent and have documentation to support your work.
If you do have any red flags — like outstanding debts, unresolved tax liabilities, or off-balance-sheet commitments that buyers tend to hate — address them now, not later. Resolving these issues ahead of time allows you to steer the negotiations away from awkward questions toward more important topics.
Make sure your business can run without you
For a business to be truly saleable, it must be resilient and self-sufficient to a large degree. This means that systems, people, and processes are crucial, starting with a good leadership team. If a company depends heavily on its owner for operations, strategy, or major client relationships, it'll be far less appealing. Buyers will worry that when the owner leaves, big clients will make a mass exit as well.
To avoid this scenario:
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Craft a capable management structure, and delegate effectively.
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Make sure that you have the right systems in place.
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Document those systems well within your standard operating procedures across all functions.
This playbook for continuity will reassure prospective buyers about your company's saleability.
Concentrate on legal and compliance readiness
Before you enter the market, get your company's legal affairs in order. Otherwise, you could delay or derail a transaction. Instead, check these off your "to-do" list:
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Conduct a comprehensive review of all your contracts and agreements to ensure they're up to date and, crucially, transferable.
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Look for clauses that insist on third-party consent in the event of an ownership change, and address them.
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Verify compliance against all relevant regulations — from sector-specific licences to data protection rules under the General Data Protection Regulation.
The moral is: Don't leave any gaps or inconsistencies when the sale process begins.
Maximise your exit value with HLB
When you prepare your business for a sale, the process is just as much about foresight as it is about execution. You will make your business far more attractive to buyers and increase its inherent value if you build operational resilience, strengthen your financials, and ensure that you are legally ready.
HLB's Transaction Advisory Services team specialises in helping mid-market businesses in this area. Our experts can offer you tailored guidance across all stages of the sales process, drawing on insight from our 2025 transaction outlook.
Our advice? Start planning now, as early preparation is the most effective way to get what you want and secure the best valuation for your company. Explore how HLB can support you during your journey by getting in touch today.
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