M&A Deal Advisory for Small & Micro Businesses (Under £1.5M)
At F9 Consulting, we specialise in guiding sellers and buyers through M&A transactions for deals under £1.5 million—including small and micro-company acquisitions, roll-ups, and exit strategies. With streamlined accounting and holistic transaction advisory, we empower you to navigate the market confidently, cost-effectively, and with maximum returns.
Why Now Is the Time to Act: Small Business M&A in the UK
Momentum in Small Business Sales
- The UK small business M&A market is rebounding. More owner-managed businesses are coming to market following the pandemic and cost-of-living pressures, while buyers are increasingly active in the sub-£1.5m space.
- The average UK small business sale price typically falls between £250,000 and £500,000, with most completed transactions sitting under £1m. This puts them firmly in the “micro and small” deal bracket where we specialise.
- Industry data shows that the volume of deals under £1m grew by nearly 15% in 2024, highlighting increasing liquidity and interest in this space.
Why Business Owners Are Selling
- Retirement and succession remain the number one driver, with many long-standing business owners now seeking to exit.
- Rising compliance and tax complexity is prompting some smaller companies to sell rather than continue scaling.
- With changes to Business Asset Disposal Relief (BADR) on the horizon, many owners are accelerating exit plans to secure the current 10% Capital Gains Tax rate before April 2025.
Why Buyers Are Active
- Small acquisitions are often the fastest route to growth for buyers seeking customers, contracts, and staff.
- Roll-up strategies are especially common in industries where margins improve significantly once businesses are combined.
- Many small deals are cash-funded or backed by bank lending, avoiding the complexity of private equity but still offering attractive returns.
Positive Outlook for 2025–26
- The UK is seeing a steady rise in micro-M&A activity, especially in deals below £1m where valuations are more affordable and competition is lower.
- Surveys suggest that over 50% of small business owners are considering a sale in the next 3 years, creating strong supply in the market.
- At the same time, the number of buyers actively searching for smaller deals is increasing — particularly accountants, consultants, and trade buyers building regional roll-ups.
In short: Small acquisitions and disposals are growing fast in the UK. For owners, this means more opportunities to exit on favourable terms. For buyers, it means access to motivated sellers and achievable valuations.
How We Support You Through the Entire Deal
Buying or selling a business isn’t just about agreeing a price — it’s about making sure the structure, timing, and terms are right. At F9, we combine our accountancy expertise with hands-on deal advisory to streamline the process, maximise your tax position, and protect your interests.
- Deal Structuring & Tax Efficiency
- Find alternative deal structures to maximise use of BADR and other tax allowances.
- Advise on share vs. asset sales, earn-outs, and staged payments to optimise your after-tax position.
- Ensure that sale proceeds or acquisition costs are structured in the most efficient way for your goals.
- Negotiation Support
- Help you negotiate payment terms, deal value, exit timelines, and warranties that protect you.
- Support you in discussions around earn-outs, clawback provisions, or vendor financing.
- Act as your sounding board throughout negotiations, ensuring no financial detail is overlooked.
- Coordination with Legal Teams
- Work seamlessly with your solicitors to draft or review SPAs and Asset Purchase Agreements, ensuring the numbers and tax implications are correctly represented.
- Prepare the necessary financial disclosures that form part of the legal documents.
- Funding & Valuation Advisory
- Access to our trusted legal and funding partners to facilitate seamless transactions, if required.
- Advise buyers on funding options, including bank lending, vendor finance, or private investors.
- Provide advice on valuation reports to ensure the purchase or sale price is fair.
- Support sellers in presenting their financials clearly to achieve stronger valuations.
- Due Diligence & Financial Analysis
- Conduct buyer-side due diligence, reviewing accounts, debtors, contracts, and key risks.
- For sellers, prepare your business for sale with a “vendor due diligence” pack that answers buyer questions upfront.
- Carry out debtor reconciliation to ensure working capital adjustments are fair.
- Stamp Duty & Transaction Taxes
- We help buyers and sellers assess potential Stamp Duty implications, whether for shares or assets, and factor this into the deal structure and payment planning.
- Our guidance ensures you understand how Stamp Duty affects your total transaction cost and helps identify legitimate planning opportunities to reduce tax where possible.
Note: Stamp Duty Land Tax (SDLT) generally applies to property transactions, but there can also be stamp duty on certain share or asset purchases. We advise on the impact in the context of your specific deal.
- Net Working Capital for an ongoing concern(firm/company)
- We help calculate the adjusted net working capital to reflect the cash, receivables, payables, and inventory needed for the business to operate day-to-day.
- For buyers, this ensures you don’t overpay by taking on liabilities or leaving behind working capital shortfalls.
- For sellers, we make sure the agreed price fairly reflects the business’s operational liquidity at completion.
- NWC calculations are particularly important in small businesses, where cash flow and debtors can materially affect deal value.
Example: If the agreed sale price is £500,000 but the business only has £30,000 in net working capital (instead of the £50,000 expected), we help adjust the purchase price or negotiate terms to reflect the shortfall.
- Exit Planning & Handover
- Advise on handover packages for directors, post-sale.
- Structure transition periods so buyers and sellers have confidence in continuity.
- Ensure your exit proceeds are optimised for both tax and cashflow.
Tax Planning Leverage: BADR (Formerly Entrepreneurs’ Relief)
Timing matters—especially when it comes to extracting value from your business:
- Business Asset Disposal Relief (BADR) reduces Capital Gains Tax on qualifying gains:
- 14% from 6 April 2025
- 18% from 6 April 2026
- BADR is available for individuals closing attractive businesses via a Members’ Voluntary Liquidation (MVL)—especially effective for cash-rich companies (with retained profits over £25,000), letting individuals treat distributions as capital, not income.
- Lifetime Relief Limit: £1 million qualifying gains per individual.
Implication: Acting before April 2026 can yield substantial tax savings. After that, rates climb and your window narrows.
Transparent Pricing Model
Our flat-fee approach ensures clarity and fairness:
| Deal Value | Advisory Fee |
|---|---|
| Up to £250,000 | £3,000 |
| £250,001 – £500,000 | £5,000 |
| Over £500,000 | £5,000 + £1,000 per additional £250,000 (or part thereof) |
This way, you always know exactly what you’ll pay — no surprises, no hidden commissions.
Full-Service Advantage
Beyond advisory, we deliver integrated accountancy excellence, including:
- Bookkeeping & Accounting
- Tax Optimisation & Compliance (including BADR/MVL structuring)
- Transaction Structure & Due Diligence Support
- Negotiation Strategy & Completion Support
We streamline your journey—giving you confidence, clarity, tax efficiency, and maximum value.
Why F9? Consulting
- Focused on the Underserved: Specialising in deals under £1.5M—where large advisory firms don’t go.
- Insight-Driven: We stay current with UK M&A trends, regulatory tides, and tax changes.
- Cost-Conscious, Transparent: Flat, easy-to-understand pricing with no hidden commissions.
- Accountancy + Advisory in One: From capturing financials to closing the deal, we cover it all.
Frequently Asked Questions (FAQ)
BADR (formerly Entrepreneurs’ Relief) is a tax relief allowing business owners to pay a reduced rate of Capital Gains Tax (currently 10%, rising to 14% in April 2025 and 18% in April 2026) when selling or closing a qualifying business.
Yes. We handle the financial, structural, and tax aspects of your transaction, but you’ll still need a solicitor for the legal documentation and contracts. We work hand-in-hand with your solicitor to make the process smooth.
A roll-up acquisition is when a business or investor buys smaller companies in the same industry to consolidate operations, increase market share, or achieve economies of scale. This strategy is particularly popular in fragmented industries.
For small and micro-businesses, deals can often complete within 8–16 weeks, depending on the complexity, quality of financial records, and speed of negotiations.
Without professional guidance, sellers often leave value on the table and buyers risk overpaying or missing key risks. Our role is to make sure your deal is tax-efficient, properly structured, and financially sound.
No. We operate on a flat-fee structure based on the size of your deal, so you know your costs upfront and keep more of your deal proceeds.
Yes. Because we are accountants as well as deal advisers, we can manage ongoing bookkeeping, payroll, compliance, and tax planning post-completion.
Ready to Streamline Your Deal?
Tax relief timelines are shifting—acting now can make a material difference to your bottom line.
📞 Call us:0800 169 3278
✉️ Email: admin@f9consulting.co.uk
4
Chartered Certified Accountants, Experienced and Regulated. Real People not Virtual
9,000+
Tax compliance is the cornerstone of our business, we provide support with both corporate and personal tax
Client reviews
Speak to the experts
F9 Consulting help businesses across a wide range of sectors.
Simply click the button below most relevant to you to find out more.
Switch Accountant
Switching to F9 couldn’t be easier! Complete the form opposite and one of our Chartered Certified Accountants will manage the entire process from start to finish, simples!
- Quick and easy to switch
- Affordable fees
- Full tax review to ensure you are not overpaying tax
- ‘Fee Protection’ Insurance included (covers fees in the event of HMRC enquiry)
- Dedicated Accountant
- HMRC Registered Agents
Free Consultation
If you want to speak in confidence to an Accountant or Tax Advisor, we offer a free initial consultation by appointment Monday – Friday.
This initial meeting is a great opportunity for us to discover what your requirements are and for you to understand who we are and how we work.
Although we cannot provide advice at this stage we can provide detailed insight into what is required and provide you with an indication of cost.
We are available from 8am to 6pm Monday – Friday.
Jake Ashworth-Jones
19 days ago
If you're shopping around for an accountant and are, as I was, uncertain about who to go for; I can put your mind at rest and say that F9 are definitely one of the good guys! ...More