M&A Advisory for Buyers

Deal Structuring & Funding

Every acquisition starts with structure. Whether you are purchasing shares or assets, leading a management buy-in, or expanding through a strategic acquisition, we help you design a structure that aligns with your goals and risk appetite.

We work closely with you to model how different transaction types impact cash flow, tax exposure, and control. Our team can also connect you with trusted legal and funding partners to explore financing routes — from bank lending and vendor finance to private capital or debt facilities. Establishing the right structure and funding mix early ensures your deal proceeds efficiently and on solid financial footing.

Valuation Analysis

Valuing a target business requires a blend of financial analysis and commercial judgement. We review the seller’s assumptions and test whether the proposed price is justified by underlying performance. Our analysis focuses on sustainable profitability, recurring revenue, debtor recoverability, and the capital requirements of the business.

We help you understand what the business is truly worth to you — factoring in integration costs, risk exposure, and potential synergies. By grounding negotiations in clear, data-backed insights, we enable you to make informed offers and avoid paying for inflated or non-recurring earnings.

Due Diligence – Assets, Liabilities & Financial Health

Due diligence is where a well-planned acquisition is either confirmed or reconsidered. At F9 Consulting, we undertake a structured, independent review of the target business to ensure that what you are buying aligns with what has been represented.

Our financial due diligence covers all key areas of the business:
• Assets – verification of tangible and intangible assets, ensuring ownership and valuation are properly documented.
• Liabilities – review of trade creditors, loans, contingent liabilities, tax exposures, and any off-balance-sheet obligations.
• Financial Health – analysis of historic and current performance, cash flow stability, debtor recoverability, and overall solvency.

Beyond the numbers, we assess commercial dependencies, customer concentrations, and operational risks that could impact future profitability. Every finding is clearly presented, highlighting both potential red flags and opportunities for negotiation or post-acquisition improvement.

Our goal is simple — to protect your investment, validate your assumptions, and give you complete confidence in your decision before you commit to completion.

Net Working Capital & Completion Accounts

Net Working Capital (NWC) and completion account adjustments are key to ensuring you don’t overpay for a business. We help you calculate a fair working capital “peg” based on the company’s trading cycle and test whether the balance sheet accurately reflects operational liquidity.

Our analysis ensures that cash, debtors, and creditors are properly adjusted at completion and that the final purchase price represents real, maintainable working capital. By defining completion mechanics clearly, we help prevent post-completion disputes and preserve deal value.

Coordination with Legal Teams

We work closely with your solicitors throughout the drafting and negotiation of the Heads of Terms, Share Purchase Agreement (SPA), and related documents. Our role is to translate financial findings into commercial and contractual protections — ensuring warranties, indemnities, and completion statements reflect the true financial position uncovered during due diligence.

By bridging the gap between financial insight and legal drafting, we streamline communication, reduce ambiguity, and keep the deal on track to a timely completion.

Stamp Duty & Transaction Taxes

We clarify the tax implications of your acquisition so that you can budget with confidence. For share purchases, Stamp Duty generally applies at 0.5% of the consideration, while asset purchases may involve differing rates depending on asset type. We also help identify deductible costs and coordinate with your accountants to ensure your transaction is structured for maximum tax efficiency.

Understanding your full acquisition cost — including transaction taxes — ensures there are no unexpected financial shocks once the deal completes.

Post-Acquisition Planning

Completion is just the beginning of ownership. We assist with financial integration to help you bring the acquired business into your existing structure smoothly and efficiently. This includes reviewing management reporting, aligning accounting policies, and modelling post-completion cash flow and working capital requirements.

Our goal is to ensure that from day one of ownership, you have full visibility over performance and can focus on growth rather than transition.

On the buy-side, our engagements are limited to acquisitions where the total deal value does not exceed £1.5 million. Within this range, our pricing scales with the revenue size of the target company, reflecting the level of due diligence, transaction testing, and analysis required for larger trading entities.

Every buyer-side engagement includes coordination with legal and tax advisors to ensure that due diligence findings flow directly into the Sale & Purchase Agreement and completion accounts. All fees are confirmed in writing before engagement following a short scoping discussion — giving you complete cost certainty from the start.