Sell-Side M&A Advisory
Selling a company is the most consequential transaction most shareholders will ever run. We take a selective number of sell-side mandates, at valuations we can defend, and run them through a competitive, confidential process to a close worth signing. $10m to $100m+ in enterprise value.
LePrince Group provides sell-side M&A advisory for mid-market companies globally: honest valuation, preparation, competitive buyer processes, and closing, on outcome-based fees tied to the result.
The number we give is the number we believe a buyer will pay.
Every sell-side relationship starts the same way: with an honest, evidenced valuation. Not the flattering number that wins a signature, the defensible one that survives diligence. If we take the mandate, we believe in the price. If we decline, you get the reasons and the work that would change our answer.
That discipline is what the rest of the process is built on. A sale run from an honest starting point keeps its momentum, its credibility with buyers, and its price.
How a sell-side deal runs, stage by stage.
A sale is won or lost long before the offers come in. This is the sequence, and where the value is made at each step.
Preparation: VDR, IM, and the materials that make buyers compete
Before a single buyer is approached, we build a clean virtual data room that lets serious buyers diligence quickly and without surprises, an information memorandum that tells the equity story and frames the upside, and the supporting materials, teaser, financial model, management presentation, that make the business legible to the buyers who matter. Done well, this stage is where valuation is set.
Field calls: buyer outreach and management meetings
We identify and approach the right universe of buyers, strategic acquirers, financial sponsors, family offices, and manage the outreach and management calls that follow. Running multiple credible buyers in parallel creates the tension that protects price. One conversation is a discount waiting to happen.
Negotiation and LOIs: from interest to the right terms
We drive buyers toward letters of intent and negotiate what actually matters: price, structure, earnouts, conditions, and protections. The headline number is rarely the whole story; the structure determines what you walk away with. We negotiate to the strongest terms the market will bear, not the fastest path to a signature.
Closing: through confirmatory diligence to done
A signed LOI is the start of confirmatory diligence, legal documentation, and the final negotiations where value is quietly lost. We hold terms and momentum through to a close that reflects what was agreed, on terms you would sign again.
Run quietly, by design.
Nothing damages a company like a leaked sale process: staff unsettle, customers ask questions, competitors talk. Every mandate runs on confidentiality discipline: tight, qualified buyer lists, staged disclosure, anonymized first materials, and control over when, and from whom, your team hears about the process.
We negotiate terms you can actually collect.
Earnouts are where sale outcomes most often disappoint: a large deferred component inflates the headline, then the structure makes it unreachable. We negotiate earnouts designed to be achievable, with metrics the seller can influence and protections against manipulation. And our alignment is structural: we do not take fees on earnout value you have not received.
When the answer is "not yet."
Some businesses are worth more than they would currently sell for. When that is the case, we say so, and the gap becomes the work: pre-sale value creation that lifts the valuation and brings the company to institutional, buyer-ready standard before the process ever starts. The same team does both, so nothing is lost between building the value and realizing it.
Frequently asked questions.
What is sell-side M&A advisory?
Sell-side advisory is guiding shareholders through the sale of a company: honest valuation, preparation of the data room and information memorandum, buyer identification and outreach, a competitively managed process, negotiation of letters of intent, and closing through confirmatory diligence and documentation.
What are the stages of a sell-side process?
Four stages: preparation of the VDR, information memorandum, and marketing materials; buyer outreach and management calls; negotiation and letters of intent; and closing, covering confirmatory diligence and legal documentation. Most processes run six to twelve months end to end.
How do you maximize the sale price of a company?
Mostly before the process: an honest starting valuation, preparation that removes the issues diligence would otherwise price, and a genuinely competitive field of buyers run in parallel. Negotiating tactics matter; preparation and tension matter more.
How do you keep a sale process confidential?
Tight and qualified buyer lists, staged disclosure under NDA, anonymized first materials, and managed timing for when employees and customers learn of the process. Confidentiality discipline is standard on every mandate.
How are you paid on a sale?
Outcome-based: our fee is tied to the close and the terms achieved, not billed hourly. And we do not take fees on earnout value the seller has not received, which keeps our incentive aligned with what you actually collect.
What if you don't think my company will sell?
We tell you why and what would change our answer. Often the gap can be closed through pre-sale value creation. A "not yet" with reasons is worth more than a flattering pitch.
You won't find our deals online. That is the point.
We do not publicise mandates, name clients, or announce transactions. The best outcomes are reached quietly, and confidentiality protects the seller, the process, and the price.
Confidential by default
A sale is the client's business, not our marketing. The market learns only what serves the client.
Selective by mandate
We take a limited number of companies and turn the rest down. Selectivity is the product, not a constraint on it.
Vetted and verified
If we represent a company, it is proven to be one of the best in its category, with a clear opportunity for the right buyer.
Preparing to sell, now or in a year or two?
Every conversation starts with the LePrince Read: an honest, evidence-based view of what your company is worth, whether it would sell, and what would change the number. Confidential, and yours to keep.
We take a limited number of mandates. Request a conversation if:
- Your company is in the $10m to $100m+ enterprise value range
- You operate in or adjacent to our four sectors
- You want an honest read, not a flattering one