M&A advisory for private companies
The best deals are won in preparation. We help owners and acquirers buy, sell and combine businesses with a clear view of value and risk.
When clients call us
Every transaction starts with a decision
Most clients come to us at one of these moments. Each calls for a different kind of preparation.
Selling the business
You want the best price and terms, and a process that protects the business while it keeps running.
Acquiring a company
You need to know what the target is worth to you, and what its numbers are not telling you.
An unsolicited offer
Someone has approached you. You need a view on value and on the buyer before you respond.
Bringing in a partner
A private equity firm, family office or strategic investor wants a stake, and the structure matters as much as the price.
Succession or a partner buyout
An owner is stepping back, and the transition needs a fair value and a structure the business can carry.
Preparing for a future sale
A sale is two or three years away, and the work done now decides what a buyer will pay then.
How we help
Advisory across the full life of a deal
Mergers and acquisitions advisory for owner-led and investor-backed companies in Vancouver and across Canada: sell-side and buy-side advisory, financial due diligence and quality of earnings. From the first valuation discussion to the first year after closing, the same team carries the analysis through.
Sell-side advisory
We prepare the business for market, set a defensible valuation range and build the materials buyers expect. We run a targeted process through our network of business owners, search funds, family offices and private equity firms, and negotiate alongside you through to closing.
Buy-side advisory
We screen targets against your strategy, value them on what they would be worth in your hands, and shape an offer that wins the deal without overpaying for it.
Financial due diligence
An independent review of historical results, the balance sheet and management’s projections. We identify the risks that matter to price and terms before you sign.
Quality of earnings
We normalize EBITDA for owner expenses, one-off items and related-party arrangements, and set the working capital target, so the earnings behind the price hold up under a buyer’s or lender’s review.
Deal design and structuring
Cash, shares, vendor financing and earn-outs each shift risk between buyer and seller. We model the options so the structure supports the price and the business after closing.
Post-merger integration
A deal only pays off if the synergies arrive. We set integration priorities, track cost and revenue synergies against plan, and build the reporting management needs to run the combined business.
Our view
Deals are won before the letter of intent
By the time a letter of intent is signed, most of what decides the outcome is already set: the price range, the terms and the issues the other side will press on. Those follow from the quality of the numbers behind the business and how well they are understood.
We start there. What does the business really earn, how durable are those earnings, and what will a buyer, a lender or an investment committee test? Clients who can answer those questions negotiate from evidence.
Watch: The Right Deal, Done the Right Way
How a sale process works
Five stages, one team from start to close
We run a sale as one project with one team, from the first readiness review to closing, so you can keep running the business while it is sold.
Buying a business? The work runs in the other direction: screening, valuation, offer, diligence and integration. Financial due diligence typically takes two to six weeks, depending on the size and complexity of the deal.
- ReadinessNormalize the financials, set a valuation range and fix the issues a buyer would find.
- PositioningBuild the equity story, the information memorandum and the financial model.
- OutreachApproach a targeted list of strategic and financial buyers under NDA.
- OffersCompare letters of intent on price, structure and risk, and negotiate the strongest.
- Diligence and closeRun the data room, answer buyer questions and work with your lawyer and accountant to closing.
Considering a sale or an acquisition?
What you receive
Work you can take into the negotiation
Every deliverable is built to be used in front of a buyer, a lender or your own board.
- A valuation range and the assumptions behind it
- Normalized EBITDA and quality of earnings findings
- An information memorandum and financial model for a sale
- A diligence report with issues ranked by their effect on price
- A side-by-side comparison of offers on price, structure and risk
- A closing checklist and an integration plan for the first year
Selected clients
Companies we have worked with
Frequently asked questions
Questions we hear most often
Do you advise buyers or sellers?
Both. We advise owners preparing for and running a sale, and acquirers evaluating, pricing and closing an acquisition, including private equity firms, search funds and family offices.
How long does financial due diligence take?
Typically two to six weeks, depending on the size and complexity of the deal.
What is a quality of earnings review, and do I need one?
A quality of earnings review tests whether reported earnings are real and recurring. It adjusts EBITDA for owner expenses, one-off items and related-party arrangements. Buyers and their lenders often rely on one before final terms, and sellers commission one to avoid surprises during diligence.
When should I start preparing for a sale?
Earlier than most owners do. Two to three years gives time to clean up the financials, reduce the business’s reliance on the owner and resolve the issues a buyer would discount for. We start with a readiness review.
How are fees set?
Fees depend on the scope and size of the transaction. We confirm them in an engagement letter after a first conversation, so the cost is clear before work begins.
Have a question that isn’t covered here? Start a conversation.
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