PRACTICE AREA 02 · M&A ADVISORY
Buy, build, or sell your services firm with cross-border rigor.
Thinking about selling?
The biggest determinant of your exit value is the 12-24 months before you go to market. We get your firm ready and run the process.
- Pre-sale readiness & financial clean-up
- SDE / EBITDA normalization for max valuation
- Defensible valuation & positioning
- Data room build & diligence management
- Buyer negotiation & deal structuring
Building by acquisition?
Roll-up strategy, target screening, and the financial rigor to acquire well — and integrate without value leaking out the back.
- Acquisition strategy & target screening
- IOI / LOI structuring & negotiation
- Quality of Earnings & financial diligence
- Cap-table, earn-out & deferred consideration
- Cross-border SPAs & post-close integration
M&A advisory for owners of IT services, staffing, and professional-services agencies — on both sides of the table. $10M+ of pipeline advised across four deals, with the SDE normalization, attrition diligence, valuation, and cross-border deal structuring that sub-$5M transactions rarely get from a boutique.
The value is in the people, not the P&L
Services firms live or die on talent stability. We run attrition diligence by practice area, tenure and role — surfacing the retention risk a clean income statement hides.
SDE normalization moves the multiple
Owner salaries, personal expenses, one-offs — normalizing earnings to show true transferable profit is often the single biggest lever on an owner-operated firm's valuation.
Sub-$5M deals, boutique-grade attention
Big banks won't look at your deal; generalist brokers don't know your economics. We sit in the gap — cross-border, services-native, hands-on through close.
How engagements work
Structure
A monthly retainer plus a success fee tied to deal completion, scoped to transaction size. The retainer funds the work regardless of outcome; the success fee aligns us with closing the right deal on the right terms.
Timeline
Sell-side readiness typically runs 3-6 months before going to market; a full process, 6-12 months to close. Buy-side depends on pipeline — from first screen to integration, we stay engaged throughout.
What you get
Direct senior involvement — US CPA, Indian CA, ADIT in progress — not a junior analyst running templates. The model, the diligence, the negotiation support: handled by the person you hired.
Where we work
Cross-border by default. We've structured services-agency deals spanning the US, UK and India — SPAs, deferred consideration, transfer-pricing implications and entity architecture, handled directly.
A multi-acquisition rollup toward a $1B revenue vision.
Advising a US-incorporated IT services group on a buy-and-build strategy: an anchor acquisition with a KPI-triggered earn-out, sister acquisitions across the UK and US, and a live pipeline of boutique targets — structured with cross-border tax architecture, cap-table mechanics and deferred-consideration formulas.
Two cross-border acquisitions with performance-linked consideration.
Led the financial and structuring work to acquire UK and US sister entities — executing the share purchase agreements, building the deferred-payment formula tied to revenue performance, and integrating the finance function post-close.
A workforce-attrition diligence that reshaped the deal.
For an anchor acquisition of an IT staffing firm, we ran a granular workforce-attrition and cap-table analysis that surfaced material retention risk in key practice areas — directly informing the valuation, the earn-out structure and the integration plan.
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A: Both. Sell-side, we prepare owners for exit — clean financials, normalized earnings, a defensible valuation, and a data room that survives diligence. Buy-side, we help acquirers screen targets, structure offers, run financial due diligence, and integrate post-close. Services-agency deals benefit from an advisor who’s worked both sides.
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A: Seller’s Discretionary Earnings normalization adjusts reported profit for owner-specific items — above-market salaries, personal expenses, one-offs — to reveal the true, transferable earning power of the business. For owner-operated services firms it’s often the single biggest lever on valuation. Done right and defensibly, it can move your multiple.
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A: Attrition is the hidden risk in any people-based business. We analyze it by practice area, tenure and role to surface where the revenue-generating talent sits and how stable it is. That shapes valuation, earn-out design and retention planning. A deal that looks clean on the P&L can carry serious risk in the org chart.
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A: Typically a monthly retainer plus a success fee tied to completion, sized to the deal. The retainer covers the work regardless of outcome; the success fee aligns us with closing the right deal at the right terms. We scope it precisely on a call.
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A: Yes — it’s a core strength. US CPA, Indian CA, ADIT in progress. We’ve structured acquisitions spanning the US, UK and India, including the SPAs, deferred-consideration mechanics, transfer-pricing implications and entity architecture. Cross-border is handled directly, not referred out.
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A: Now. The biggest determinant of your exit value is the 12-24 months of preparation before going to market — clean books, normalized earnings, reduced client concentration, documented processes, and a defensible growth story. Starting early is how you maximize the number.
Pre-Sale Readiness Checklist
The 12-24 month preparation framework that maximizes services-agency exit value. The exact items buyers scrutinize — and how to fix them before you go to market.
Get the checklistAcquisition Target Screening Framework
How we screen boutique services firms for a roll-up — the financial, talent, and integration signals that separate a good target from an expensive mistake.
Get the framework