Phase 3 · Sale of the company and exit
That is where every transaction starts, and no amount of negotiating skill makes up for it. Only preparation does, together with a process that puts the cards in your hand.
Where you have landed. Work with 3connected starts with the position assessment: evidence-based findings on where your company really stands. This page describes one of the three phases that can follow from it.
It is deliberately detailed. If you have read this far, you want to know how the work is done, not whether it is worth reading on.
Who does the work. I lead every engagement myself. Where extra capacity or specialist knowledge is needed, I bring in experienced colleagues, and you will know beforehand who they are and why. When this page says “we”, that is what it means.
Each of them is understandable. Each of them has already cost someone part of their sale price.
Negotiating, yes. But this time you are up against someone who knows the process, runs the procedure and knows exactly when a seller starts to get impatient. You do this once in your life.
One bidder is not a market. The moment you grant exclusivity, you are negotiating without an alternative, and the other side knows it from the day you sign.
He is the right person for your accounts and probably the wrong one for a transaction. That is not a question of quality but of practice: a sale process is a craft of its own, with pitfalls of its own.
That is the wrong first question. The right one is: what makes it valuable to a particular buyer, and how much of that can still be put in place over the next twelve months?
What a buyer pays depends on factors you can influence beforehand and not afterwards: recurring revenue rather than project business, a customer base without concentration risk, contracts without change-of-control clauses, a management team that can run the company without the owner. Among mid-sized companies, experience shows that dependence on the owner and customer concentration take a noticeable bite out of the multiple.
The flaw itself is not what costs money. What costs money is the buyer finding it rather than being told. From the second surprise on, they stop negotiating about the substance and start negotiating about your credibility, and nobody pays a multiple for that.
Anyone who thinks it will run alongside everything else ends up with two problems: a process that does not run cleanly, and an operating business that delivers weaker figures in exactly the year the purchase price depends on.
A sale is not one negotiation. It is three phases with very different demands. The first is where the price is made, the second is where the competition for it happens. The third decides how much of it you actually end up with.
Ideally twelve to eighteen months before the process. We look at your company through a buyer’s eyes and work through the points that would later cost you discounts: dependence on individual customers, suppliers or on you personally, the profit structure, critical contract clauses, legacy tax and legal issues. Alongside this we build the equity story, the answer to why this particular company is strategically valuable to a particular acquirer. Then the documents: a reliable fact book and a data room that stands up to scrutiny.
We research and approach potential buyers and investors, in Germany and abroad, strategic acquirers as well as financial investors. Anonymous teaser, non-disclosure agreements, information memorandum, a structured process with deadlines and clear rules. We also prepare you and your management team for the interviews.
We run the due diligence phase, coordinate with lawyers and tax advisers, and prepare the negotiating points beyond the purchase price: warranties, indemnities, earn-out structures, transitional arrangements for you personally. These points often decide how much of the agreed price actually reaches you.
A sale needs several professions: a lawyer for the contracts, a tax adviser for the structure, possibly an auditor. I do not replace any of these roles.
What I cover is the business side: getting the company ready for sale, the equity story, running the process, and acting as the counterpart in the negotiations that are not legal questions. And the task most often underestimated in owner-led companies: making sure the operating business does not slump while the process is running.
The biggest lever lies in the twelve to eighteen months beforehand. If you only start once the interested party is already at the table, you negotiate with what is there. That is a different task, with much less room to move.
Diverging goals among the owners cost more in a live process than any weakness at the negotiating table. That question needs settling first. It is a separate assignment, not a preparatory step.
For a formal valuation report, auditors and specialist valuers are the right people. The question of what can still be done to influence the value is a different one, and it is a business question, not one for a valuer.
Even if the sale has not been decided yet. Especially then. The best time for a first conversation is before the decision, not after it.
Book an initial call Back to the position assessment
Prefer to write? info@3connected.de · +49 177 44 99 66 8
