Exit planning advisor for UK SME owners

An exit planning engagement covers four areas of the diligence pack a future buyer will run: financial reporting and EBITDA quality, customer concentration and contract tail, management team depth and founder dependency, and tax structure, IP, contracts and property. We work through it line by line, typically a six-month diagnostic phase followed by 12 to 18 months of structured remediation work alongside your accountants, lawyers and any specialists we bring in.

Financial reporting and EBITDA quality come first. We rebuild the EBITDA bridge from the management accounts, separate genuine adjustments from aggressive ones, identify line items that will be challenged in diligence, and produce a defensible version of the number before the buyer's accountants do. This single piece of work consistently saves owners more in re-trade risk than the entire engagement costs.

Customer concentration and contract tail come second. We map your top 20 customers by revenue, contract tail, length of relationship, contractual position, switching cost, and operational integration depth. Where concentration is high, we work with you to either broaden the book (where there is time) or document the depth of the anchor relationships properly so they can be defended rather than discounted.

Management team depth and founder dependency third. The most overlooked piece of pre-sale work in the lower mid-market. We diagnose where you are personally the load-bearing structure (buying decisions, customer relationships, technical judgement, supplier negotiations) and work with you on the senior team build-out that lets a buyer see a business that can run without you.

Tax structure, IP, contracts, property fourth. We coordinate with your tax advisors on pre-sale structuring (often substantial work in itself), with your lawyers on contract assignability and IP ownership clean-up, and with you on the property strategy where freehold sits in the business.

Exit planning works as structured coordination between you, your existing accountant and lawyer, and specialist tax and corporate finance counsel we bring in where needed. We sit in the middle of that constellation, running the workplan and keeping every piece of remediation focused on what will actually move the buyer multiple.

Your existing accountants generally do the heavy lifting on accounting clean-up, statutory positions, and tax compliance. Your existing lawyers handle contract reviews, IP ownership documentation, and corporate governance. We brief both, set the timetable, and identify where specialist counsel (transaction tax, specialist property, sector-specific regulatory) needs to be added.

Decisions sit with you. We make recommendations, walk you through the implications, and present the trade-offs honestly, including the trade-offs we have a commercial preference on. Where we think a different course of action serves you better than what we would commercially prefer, we will say so directly.

Exit planning typically produces a materially stronger headline price and substantially better deal terms (earn-out structure, working capital mechanism, indemnity caps, tax structuring efficiency) for owners who engage 12 or more months before a sale than for those running a process cold. The headline outcome is rarely a single dramatic uplift. It is the compound effect of doing six or seven things well that owners running a cold process tend to do badly or not at all.

For the full ordered checklist of what those six or seven things are, and why the order of return-on-effort matters, see our companion pillar guide: The 12 Months Before You Sell. It walks through the twelve items we work through in every readiness engagement, in the order we typically address them.

Owners who engage 12+ months pre-sale typically achieve materially stronger headline price and substantially better deal terms (earn-out structure, working capital mechanism, indemnity caps, tax structuring efficiency) than those running a process cold. The single most consistent observation across recent transactions is that deals which closed at or above the headline expectation were almost always preceded by structured preparation work; deals that re-traded at completion were almost always run cold.

Most engagements start with an Exit Readiness Assessment: a fixed-fee review that scores the business on 29 measures buyers test and checks each one against your data and interviews with your senior team. For a first read on your own, the free Exit Readiness Score takes about three minutes, and the thresholds for the core measures are published on how we score exit readiness.

If exit planning is the right next step, the contact page is where to start. Forty-five minutes, no obligation, and we will tell you honestly whether the work fits Mastella's model and what the engagement would look like.