Business Sales & Divestments

Strategic, financial and commercial advice for business sales, asset divestments, carve-outs and ownership transitions.

Interested in selling a business or asset and would like to learn more about our expertise?

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The problem we solve

Selling a business is rarely just about finding a buyer.

For many owners, a sale is the culmination of years of investment, risk and effort. For a corporate group, a divestment may instead be a strategic decision to release capital, simplify operations or exit a non-core activity. In either case, preparation can materially affect value, negotiating leverage and the likelihood of completing a transaction.

Businesses are rarely operated in a permanent state of sale-readiness. Financial information may not clearly demonstrate sustainable earnings. Contracts, intellectual property or licences may require attention. Owner dependencies may be significant. Information that is adequate for day-to-day management may not withstand buyer scrutiny.

A prospective buyer will typically assess considerably more than headline revenue and profit. Buyers may examine earnings quality, working capital, customer concentration, recurring revenue, key employees, contractual rights, liabilities, intellectual property, operational dependencies and the investment required after completion.

We help owners, boards and leadership teams identify and address these issues before they undermine value or create unnecessary transaction risk.

We help clients mitigate common risks in a business sale or divestment that include:

  • Going to market before the business and its financial information are ready

  • Setting price expectations without sufficient valuation evidence

  • Allowing emotion, urgency or transaction momentum to influence decisions

  • Discovering material financial, commercial or operational issues during buyer due diligence rather than before it

  • Providing incomplete or inconsistent information to prospective buyers

  • Focusing on the headline price without understanding the economic effect of payment terms, adjustments and conditions

  • Failing to plan for employees, contracts, licences, systems or assets that must transfer, or remain behind

  • Appointing an intermediary without properly considering the scope, exclusivity arrangements and fee structure

  • Losing momentum because responsibilities, approvals and decision rights have not been established

Our approach

We take an owner-side, end-to-end approach to preparing and managing a sale. The process is adapted to the business, the assets being sold, the likely buyer universe and the owner’s objectives.

Our apporoach is:

  1. Define the objectives
    We establish why the transaction is being considered, what is in scope and what a successful outcome means. This may include price, payment certainty, timing, continuity, legacy, employee outcomes, retained interests or the owner’s future involvement  

  2. Establish value and sale-readiness
    We assess the financial and commercial position of the business, including maintainable earnings, working capital, cash flow, customer and supplier concentration, contracts, assets, intellectual property, liabilities, key-person dependencies and areas likely to attract buyer scrutiny.

  3. Prepare for due diligence
    We strengthen the information supporting the transaction and organise it into a coherent buyer-ready position. This may include financial schedules, valuation analysis, an information memorandum, management presentations, a data room and a disciplined process for responding to questions.

  4. Determine market approach
    We help determine how the opportunity should be marketed and which buyer types are most relevant. Depending on the circumstances, this may involve a strategic buyer, competitor, management team, investor, broker-led campaign or controlled approach to selected parties.

  5. Evaluate and negotiate offers
    We assess the whole economic and commercial proposition, not just the headline price. This can include consideration timing, working-capital adjustments, deferred payments, earn-outs, vendor finance, escrow, warranties, restraints, transition obligations and conditions to completion

  6. Manage the transaction and completion
    We support the commercial work required to move from an agreed position to a completed and workable transaction, coordinating with legal, taxation and other specialist advisers. For carve-outs and asset sales, this can include planning for employees, contracts, intellectual property, systems, assets, shared services and the remaining business.

Independent advice

Auscorporate advises business owners on divestment: the financial, commercial and strategic decisions that determine what a business is worth, how it is best sold, and what the owner ultimately retains. We are a corporate advisory firm, and our engagement is focused on the owner’s objectives rather than on a listing.

Where a transaction involves shares or other financial products, the relevant financial services are provided by Australian Corporate Financial Services Pty Ltd (ACFS), AFSL 700205, to wholesale clients within the scope of its licence. Holding an Australian Financial Services Licence means our advice on financial products is regulated, and that we can act on transactions structured as a sale of financial products, not only a sale of assets.

Selling shares in a company?

A sale of shares involves securities and may require financial product and transaction advice.

Australian Corporate Financial Services Pty Ltd (AFSL 700205), a wholly owned subsidiary of Australian Corporate Advisory Pty Ltd, provides mergers, acquisitions and divestment services to wholesale clients.

Find out more.

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What we deliver

Our scope is tailored to the transaction. Typical services and deliverables include:

  • Sale-readiness assessments

  • Business valuation and transaction valuation analysis

  • Normalised earnings and transaction financial analysis

  • Financial modelling and scenario analysis

  • Sale strategy and transaction planning

  • Information memoranda and transaction materials

  • Data room strategy, preparation and management

  • Buyer and counterparty screening

  • Commercial due diligence preparation and response support

  • Deal structure and consideration analysis

  • Earn-out, escrow and vendor-finance modelling

  • Working-capital and completion-mechanism analysis

  • Commercial negotiation support

  • Broker and intermediary selection and engagement advice

  • Transaction governance and approval planning

  • Coordination with legal, taxation and other specialist advisers

  • Separation, handover and transition planning

  • Where a sale creates accounting, workforce, governance or operational requirements, clients can also access separately scoped support through the broader Auscorporate group.

Why engage us?

Because Auscorporate works with businesses across finance, strategy, commercial management, governance and operations, we understand where value actually sits and where a buyer is likely to find risk.

  • We understand businesses before we transact with them
    Because Auscorporate works with businesses across finance, strategy, commercial management, governance and operations, we understand where value actually sits — and where a buyer is likely to find risk.

  • Financial preparation is central to our approach
    We can interrogate earnings, working capital, cash flow, customer economics and forecasts before they are exposed to buyer scrutiny, helping management present a credible and internally consistent financial position.

  • Our advice is independent of a traditional brokerage model
    Our role is not driven by securing a listing or simply completing a sale. We help clients assess whether, when and how to transact, and can work with brokers and other intermediaries where their involvement adds value. Headline price is only one component of a transaction. Payment structure, working capital, deferred consideration, earn-outs, warranties, restraints, vendor finance and transition obligations can materially change the economic outcome.

  • We connect the transaction to what comes next
    A sale can reshape the owner’s role, the remaining business and the organisation’s capital priorities. Where separately engaged, the broader Auscorporate group can assist with the financial, governance, organisational and strategic consequences of the transaction.

Who we work with

We primarily advise owners, founders, boards and leadership teams of privately owned and mid-market businesses considering a full business sale, asset divestment, carve-out, franchise sale or other ownership transition.

Our clients typically operate businesses with annual revenue between approximately $2 million and $200 million. The appropriate advisory model depends more on the complexity and significance of the transaction than on revenue alone.

Clients often engage us when:

  • An owner is planning an exit or succession pathway

  • The business has received an unsolicited approach

  • Shareholders need an independent view on value or transaction options

  • A group is divesting a division, operating unit or portfolio of assets

  • A proposed sale requires stronger financial information or transaction preparation

  • Management needs support in coordinating advisers, buyers and internal stakeholders

  • A previous sale process has stalled or failed, and the position needs to be reassessed

Case Studies

  • Group of people dancing and having fun at a nightclub with colorful neon lighting.

    Case 1 | Canberra Hospitality Venue - Asset Sale

    A prominent Canberra hospitality venue reached a natural transition point as its owners considered the future direction of the business and the broader group. Operating in an increasingly competitive market with increasing overheads, the business had built a strong brand presence and consistently delivered trading performance, but required new investment and operational focus to support its next stage of growth. The owners made a strategic decision to explore an asset sale that would both preserve the venue’s identity and enable the group to reallocate capital to higher-priority initiatives.

    Auscorporate was engaged to support the divestment from initial preparation through to final negotiations. Our early work focused on establishing a clear commercial and financial position for the venue. This involved reviewing historical performance, clarifying cost structures, analysing trading patterns, normalising earnings, and identifying the most relevant value drivers for potential buyers. We prepared sale-ready financial schedules and supporting documentation that outlined performance, operating rhythms, key dependencies, and opportunities for future growth.

    With a comprehensive set of due diligence information in place, we guided the owners on buyer identification, positioning, and engagement. We engaged our legal partners as advisors via commercial briefs, supported the negotiation process, and helped align the transaction terms with the owners’ objectives. Our involvement ensured the sale remained structured, transparent, and well-sequenced commercially, reducing risks and maintaining value throughout the process.

    The venue was successfully sold to a purchaser aligned with its brand and operational vision. The transaction enabled a smooth transition for staff and customers, protected the venue’s market position and allowed the owning group to redeploy capital into strategic initiatives across its broader portfolio. The structured preparation and disciplined process contributed directly to an efficient sale and a positive outcome for all parties.

FAQs

How do I prepare for a business sale?

Preparation usually begins with clarifying your objectives, assessing value and reviewing the business through a buyer’s eyes. Financial information, contracts, customer concentration, intellectual property, employment arrangements, licences, liabilities and owner dependencies may all require attention. A sale-readiness review helps prioritise the issues that could affect value, timing or completion.

How do I know what my business is worth?

Value is informed by maintainable earnings, cash flow, assets, growth prospects, risk, market evidence and the terms on which a buyer is prepared to transact. A credible assessment generally requires more than applying a headline industry multiple. We analyse the financial and commercial drivers of value and consider how different transaction structures may affect the amount and timing of proceeds.

How far in advance should I prepare for a sale?

Preparation should ideally begin well before approaching buyers. The right lead time depends on the condition of the business and the owner’s objectives, but some issues, such as earnings improvement, contract renewal, management succession or reducing owner dependency, cannot be resolved quickly. Starting early preserves options and reduces the pressure to accept avoidable compromises.

Can I use addbacks to improve my profitability?

Addbacks might be useful for demonstrating a different financial picture, but you should expect most buyers to form a view on accounting profit vs. addbacks and other profit models. We can advise on how best to position and declare add-backs.

Do I need a broker to sell my business?

Not every sale requires the same market approach. A broker may add value where broad market coverage, sector access or a managed campaign is important. Other transactions are better suited to a controlled approach to selected buyers. We can help determine the appropriate route, advise on broker selection and engagement terms, and work alongside an appointed intermediary.

Can I sell a distressed business or asset?

Distressed asset sales involve the sale of a business or asset at a price below market value, typically undertaken when the owner is facing financial or operational difficulties. These transactions carry heightened legal and commercial risk.

If not structured correctly, a distressed sale may expose the seller to significant issues, including claims of a creditor-defeating disposition under the Corporations Act 2001 (Cth) or challenges relating to an inability to transfer a clear and unencumbered title.

It is important to determine whether there are legal or practical barriers to selling the asset, such as registered securities, liens, PPSA interests, or contractual restrictions that may prevent the transfer or grant another party priority rights.

In collaboration with our legal partners, we help clients navigate the complexities of distressed asset sales. Our advice covers regulatory compliance, creditor considerations, valuation impacts, and the structuring of sale terms to minimise risk and achieve the most commercially viable outcome in challenging circumstances.

Not all distressed assets can be sold.

Can I sell part of my business?

Yes. A transaction may involve a division, business line, selected assets, intellectual property, contracts or another defined part of an operation. Partial sales and carve-outs require careful consideration of what transfers, what remains and how shared employees, systems, contracts, overheads and liabilities will be separated.

Can I sell my business to management or employees?

A management or employee buyout can be a viable succession pathway, but it still requires a clear valuation, funding plan, governance arrangements and negotiated terms. The parties also need to manage conflicts and distinguish the current employment relationship from the proposed buyer–seller relationship. These types of transactions are more complex and are not suited to a broker.

Can you help respond to an unsolicited offer?

Yes. An unsolicited approach can create pressure before the owner has established value, objectives or alternatives. We can help clients assess the proposal, test its assumptions, identify missing terms, consider the buyer’s capacity and develop a response strategy before confidential information is released or expectations become anchored.


Can you replace my solicitor or tax advisor?

No. We provide strategic, financial and commercial advice and work with the client’s legal, taxation and other specialist advisers. Clear roles and coordinated instructions help each adviser focus on their area of expertise while the transaction remains aligned with the owner’s objectives.