Buying a Business

Pre-Negotiation Advice

Identifying acquisition needs and finding targets: we help you identify your strategic acquisition objectives, whether you're seeking to expand into new markets, acquire technology or intellectual property, consolidate market position, or diversify your business portfolio. We leverage our network and market knowledge to identify targets and assist with target screening, initial assessments, and introductions.

Calculating target value: comprehensive valuation services that go beyond accounts-based valuations, assessing quality and sustainability of earnings, market position and competitive dynamics, growth prospects and strategic value, asset values and working capital requirements, synergies and integration opportunities, and risk factors and potential liabilities.

Clarifying thinking and identifying synergies: our structured approach helps you define clear acquisition objectives and success criteria, identify operational, commercial and financial synergies, assess strategic benefits and competitive advantages, evaluate integration challenges and opportunities, and develop a clear business case for the acquisition.

Liaising with the due diligence team: we coordinate with your due diligence team to ensure comprehensive coverage of all relevant areas, from financial and tax due diligence through to operational, commercial, and legal assessments.

Negotiation Advice

Deferred payments and earn-outs: designing earn-out structures that incentivise desired behaviours, negotiating earn-out metrics and measurement methodologies, structuring deferred payments to manage cash flow and risk, and addressing potential disputes with clear documentation.

Identifying tax benefits for the seller: our tax expertise enables us to identify seller tax reliefs and exemptions, assess the impact of transaction structure on the seller's tax position, use tax benefits as negotiation leverage, and structure transactions to optimise tax outcomes for both parties.

Deal structure: we advise on percentage ownerships (including consideration of minority interests, joint ventures, and staged acquisitions), timeframes (structuring transaction timelines that balance speed with thoroughness, ensuring adequate time for due diligence and negotiation), and financial risk (allocating financial risk appropriately between buyer and seller, including consideration of working capital adjustments, completion accounts, and warranty claims).

Financial risk transfer: advice covers debt (senior debt, mezzanine finance, and vendor loans), your funds (equity injection, working capital funding, and reserves), private equity (equity structures, preference shares, and exit arrangements), seller's funds (upfront and deferred payments, vendor loans, and earn-outs), and suppliers (managing supplier relationships and credit terms).

HR issues: we advise on employment contract terms and obligations, pension scheme liabilities and transfer arrangements, key employee retention and incentive arrangements, redundancy obligations and employment law compliance, and share scheme arrangements and their treatment in the transaction.

Operational risks: our assessment covers systems and process dependencies, supplier and customer concentration risks, regulatory compliance and licensing requirements, IT infrastructure and cybersecurity risks, and operational efficiency and scalability considerations.

Warranties and guarantees: identifying key warranty areas and negotiating comprehensive coverage, assessing warranty limitations and exclusions, negotiating warranty caps and de minimis thresholds, structuring guarantee arrangements where appropriate, and ensuring warranty claims processes are clear and enforceable.

Financial and Funding Advice

Creating efficient funding structures: we help create efficient funding structures that enable funds to be raised more easily while optimising cost and risk — designing optimal capital structures balancing debt and equity, structuring funding to minimise cost and maximise flexibility, ensuring funding structures meet lender and investor requirements, and optimising funding structures for tax efficiency.

Raising capital: we assist with capital from debt (senior debt, mezzanine finance, asset-based lending), private equity (equity investment, preference shares, hybrid instruments), and hybrid debt/equity instruments (convertible debt, loan notes).

Optimising tax structures: structuring transactions to optimise tax reliefs and exemptions, minimising tax liabilities for both buyers and sellers, ensuring tax-efficient funding structures, and addressing post-transaction tax planning opportunities.

Restructuring: group restructuring to optimise structure and tax efficiency, asset and liability transfers, company reorganisations and demergers, and integration planning and execution.

Pensions: pension scheme liabilities and funding requirements, transfers and consolidation, compliance and regulatory requirements, and risks and opportunities.

Post-Acquisition Advice

Staff retention: identifying key employees and retention risks, designing retention bonuses and incentive arrangements, addressing employment contract terms and obligations, and managing cultural integration and employee engagement.

Systems integration: assessing IT infrastructure and system compatibility, planning systems integration and migration, managing data migration and system consolidation, and ensuring business continuity during integration.

Management incentive plans: we advise on creating management incentive plans, including Enterprise Management Incentive (EMI) schemes, that align management interests with business objectives — designing EMI schemes and other tax-efficient incentive arrangements, structuring incentive plans to align with business objectives, ensuring compliance with tax and employment law requirements, and addressing valuation and exercise arrangements.

Increasing post-purchase value: identifying and realising synergies, improving operational efficiency and profitability, expanding market position and revenue opportunities, and optimising capital structure and funding arrangements.

Your Helping Hand

Our supporting role includes strategic guidance (helping you maintain focus on strategic objectives), process management (coordinating with teams and advisors), risk management (identifying and addressing risks proactively), communication (facilitating effective communication between parties), and decision support (providing clear, actionable advice).

Real-World Expertise: Stuart Thomson

Our Partner, J Stuart Thomson, was previously a private equity principal, providing him with deep understanding of private equity investment processes, due diligence requirements, and transaction structuring. He has advised on some of the UK's most significant infrastructure transactions, including the Private Finance Initiative (PFI) of a hospital, advised on the debt restructuring of Croydon Tramlink (extensive experience in financial restructuring, creditor negotiations, and complex financing arrangements), and advised on the National Air Traffic Control System (NATS) privatisation, one of the UK's most significant privatisation transactions.

Why Choose Acumon

As a leading UK accountancy firm, we have the resources, expertise, and infrastructure to provide comprehensive advisory services for acquisitions of all sizes. Unlike many advisory firms, we have made multiple successful acquisitions ourselves, providing unique insights into the practical challenges and opportunities. Our partner's background as a private equity principal and advisor on major infrastructure transactions provides exceptional transaction expertise. We are a growing, full-service, mid-sized firm of Chartered Accountants with over 90+ UK-based professionals. Our integrated approach combines financial, tax, accounting, and audit expertise, and we provide practical guidance and support throughout the acquisition process.

What You Get With Acumon

• Target identification, screening and introductions
• Valuations that go beyond accounts-based methods
• Earn-out and deferred payment structuring
• Deal structure: ownership percentages, timeframes, financial risk allocation
• Funding from debt, private equity and hybrid instruments
• EMI schemes and management incentive plans
• Post-acquisition integration: staff retention, systems, value creation

Why Acumon for Buying a Business?

• Partner J Stuart Thomson: former private equity principal; advised on a hospital PFI, the Croydon Tramlink debt restructuring, and the NATS privatisation
• The firm has made multiple successful acquisitions itself
• Full-service, mid-sized firm of Chartered Accountants with over 90 UK-based professionals
• Only £37k short of the top 100 in the Accountancy Age 50+50 list for 2024; PIE audit licence holder
• Named concepts: EMI schemes, PFI, stamp duty, VAT, capital allowances, W&I insurance

Get a Fixed-Fee Quote

Tell us what you need and we'll come back within one business day with a clear scope and a fixed price — no hourly-rate surprises. Call 020 8567 3451 or use the form and we'll be in touch.