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Mergers & Acquisitions Advisory

Independent advice for owners, sponsors, and corporate acquirers on the sale, acquisition, or combination of middle-market businesses.

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Overview

A disciplined process for a decision you make once.

For most owners, selling a business is a once-in-a-lifetime event. For acquirers, a single transaction can redefine a company’s trajectory. Both deserve preparation, market knowledge, and negotiation from advisors who have done it before.

We start with an honest assessment of value and readiness. We then prepare materials that hold up in diligence, approach qualified buyers or targets, and run a timeline that keeps our client in a strong negotiating position.

We represent sellers and buyers across full and partial exits, recapitalizations, buyouts, and strategic combinations, with senior advisors involved at every stage.

Advisory Services

Where we advise.

Each engagement is shaped around the client’s priorities, whether that is the highest price, the right buyer for the team, or completing a specific acquisition on good terms.

01

Sell-Side Advisory

Full or partial sales of a business, from valuation and preparation through buyer outreach, negotiation, and closing.

02

Buy-Side Advisory

Acquisition strategy, target identification, valuation, and negotiation for strategic and financial buyers.

03

Divestitures & Carve-Outs

Separation of non-core divisions or assets, including perimeter definition, shared services, and transition arrangements.

04

Management Buyouts

Guidance for leadership teams acquiring control of the business they run, including valuation, financing, and governance.

05

Sponsor-Backed Buyouts

Advisory on leveraged transactions, with a focus on capital structure, debt capacity, and financing terms.

06

Recapitalizations

Partial liquidity for owners while retaining an equity stake and a role in the business’s next chapter.

07

Mergers & Combinations

Structuring and negotiating combinations of complementary businesses, including governance and ownership terms.

08

Special Situations

Time-sensitive transactions such as distressed sales or alternatives to restructuring, balancing creditor and owner priorities.

The Sell-Side Process

From first conversation to closing.

A typical sale moves through six phases. We manage each one so that owners can keep running the business while the process runs.

  1. 1

    Readiness

    Objectives, valuation range, and the issues to address before going to market.

  2. 2

    Materials

    A confidential information memorandum, financial model, and data room.

  3. 3

    Outreach

    Discreet contact with a curated list of strategic and financial buyers.

  4. 4

    Indications

    Management meetings and initial offers, compared on value and terms.

  5. 5

    Diligence

    A managed diligence process and negotiation of the purchase agreement.

  6. 6

    Closing

    Final terms, coordination with counsel, and support through the transition.

What to Expect

How we run an engagement.

Senior-led execution

An experienced advisor leads the engagement personally, from the first meeting to closing.

Structured process

Clear milestones, regular updates, and an honest read of buyer interest at every stage.

Aligned incentives

Fees weighted toward a successful closing, so we are paid when our clients reach their goal.

Beyond the close

Support through transition planning, integration questions, and post-closing obligations.

Questions

Common questions from owners.

How long does it take to sell a business?

Most sell-side processes take six to nine months from engagement to closing. Preparation typically takes six to eight weeks, marketing and buyer meetings another two to three months, and diligence and documentation the remainder. Complex or highly regulated businesses can take longer.

How will my business be valued?

We assess value from several angles, including comparable transactions, the earnings and cash flow profile of the business, its growth prospects, and how specific buyers are likely to view it. The goal is a realistic range before going to market, and a process designed to reach the top of it.

Will my employees, customers, or competitors find out?

Confidentiality is built into the process. Initial outreach uses a summary that does not identify the company, every interested party signs a non-disclosure agreement before receiving details, and sensitive information is shared in stages with qualified buyers only.

How are your fees structured?

Engagements are typically structured with a modest retainer and a success fee paid at closing, so our compensation is tied to the outcome. Specific terms depend on the size and complexity of the transaction and are set out in a written engagement agreement.

Do you work with first-time sellers?

Yes. Many of our clients are selling a business for the first time. We explain each step, prepare owners for buyer meetings and diligence, and coordinate closely with their attorneys and accountants.

Contact

Start the conversation.

Every engagement starts with a confidential introductory meeting with a senior advisor. Tell us where the business stands and what you are considering, and we will give you a candid view of the options, the timing, and whether we are the right fit.

Prefer email? Write to info@thornburylane.co.