Why Small Business Sales Still Need Specialist Corporate Finance Advice

Corporate finance advice for small business sales

If you're selling a business worth between £1 million and £5 million, you might be tempted to keep things simple. Founders often ask, “Do I really need corporate finance advice for a small business sale?” The answer is yes, because even modest transactions can carry complex financial risks.

In our experience, founders are often introduced to us late in the process, typically by their legal adviser, when issues have already started to emerge. These challenges are almost always avoidable with early financial input.

Here is why getting specialist advice matters when selling a smaller business:

1. The Numbers Are Still Complex

Even in lower mid-market deals, structures often include earnouts, completion accounts, working capital targets, or deferred consideration. Each of these can significantly affect the amount a founder actually receives. Small changes in how they are defined can cost hundreds of thousands.

2. Accountants Are Not Always M&A Specialists

   
   

Many founders rely on their usual accountant for advice. While excellent at tax and compliance, most do not specialise in M&A transactions. The skills and commercial instincts required are different, particularly when it comes to pricing mechanisms and deal structure.

3. Buyers Often Have More Experience

   
   

Buyers in this space may have completed multiple acquisitions before. That creates an experience imbalance. Without a specialist on the founder’s side, important points may be missed or agreed without fully understanding their implications.

4. There Is No Second Chance

   
   

Once Heads of Terms are signed, the core structure of the deal is effectively locked in. If those terms do not work in the founder’s favour, there is very little room to renegotiate later.

Corporate finance advice is not just for large exits.

It plays a vital role in protecting value, avoiding missteps, and ensuring founders walk away with the outcome they deserve, regardless of deal size.