We guide owners through the sale of their company, from valuation, through finding an investor, to signing.
Selling a company is one of the most important moments in an owner’s life. Most owners go through it once, buyers do it dozens of times a year. That gap in experience translates directly into the price and the terms of the deal.
We make sure the owner knows what is happening at every moment, understands every step and never makes a decision under pressure. No conversation with a buyer without us present. No document without discussing it first. This is not a slogan, it is a rule we keep without exception.
We handle both the sale of a company to a trade or financial investor and the raising of growth capital for companies that want to grow rather than sell. In both cases the owner leaves the process fully aware of what they signed and why.
You have an offer from a buyer and you are not sure what to do next.
Someone has made an offer. It sounds interesting, but you do not know whether it is a good proposal or a bargain for the buyer. You have no benchmark and no one to look at it from the outside.
You want to sell, but you are worried the price will land lower than you expect.
You have heard of price chipping, the price adjustments buyers introduce after examining the company. You want to know how to protect yourself and how to enter negotiations from a position of strength.
You do not want employees and competitors to find out about the sale before everything is certain.
A leak about a sale can destabilise the team and weaken your negotiating position. Confidentiality throughout the process is one of the key elements of good preparation.
Conversations with the buyer, under control.
These conversations can be difficult. We take part in them, defending your interests.
Owners who talk to buyers without an adviser unknowingly reveal information that later lowers the price. The buyer asks questions, the owner answers honestly, and suddenly the buyer knows more than they should at that stage of the process.
Every conversation with a potential buyer or investor takes place in our presence. Every question is discussed beforehand. Every answer is considered. That changes the dynamic of the whole negotiation, and it protects the price.
A company sale has three stages.
Every one of them is needed.
Selling a company usually takes nine to twelve months. That is not a short time, and that is exactly why it is worth planning properly before the first conversations with buyers begin.
Each stage has a different purpose and a different dynamic. Preparation decides the position you enter the talks with. The market process decides who makes an offer and on what terms. Closing decides what actually reaches your account after the agreement is signed.
We are there at every step. We explain what is happening, why, and what it means for you. The owner makes decisions in full awareness, not under pressure from the calendar or from emotion.
Stage 1: Preparation (months 1 and 2)
Before we contact any buyer, the company has to be ready for questions and analysis. We prepare the transaction valuation, the document describing the company for investors and complete documentation in a virtual data room. We also build a list of at least 30 potential buyers and investors matched to the company profile. You approve every document before it reaches anyone.
What is produced at this stage:
- Transaction valuation
- Teaser, a short document for first contact with buyers
- Information memorandum, a full description of the company for interested parties
- Virtual data room with financial and legal documentation
- A map of at least 30 potential buyers and investors
Stage 2: Market process (months 2 to 6)
We run confidential contact with potential buyers and investors, in Poland and abroad. We manage confidentiality agreements, answer questions from interested parties and make sure no sensitive information reaches a buyer too early. We receive indicative offers, shortlist 2 to 4 of the strongest candidates and run the negotiations. Every two weeks we report on the state of the process.
What happens at this stage:
- Confidential contact with trade and financial investors
- Management of confidentiality agreements (NDAs)
- Receiving and assessing indicative offers (LOIs)
- Shortlisting finalists and running negotiations
- A report for the owner every two weeks
Stage 3: Due diligence and closing (months 6 to 12)
The buyer and their advisers examine the company in detail. This is the stage where the most is lost without preparation, the buyer looks for reasons to lower the price, and an owner without support often gives way. We coordinate the entire review, answer questions from the buyer’s lawyers and analysts, and protect the owner from attempts to adjust the price after due diligence. We negotiate the sale agreement and take the transaction through to closing.
What happens at this stage:
- Coordination of due diligence (legal, financial, operational)
- Negotiation of the sale and purchase agreement (SPA)
- Protection against price adjustments by the buyer after due diligence
- Closing the transaction and handing the company to its new owner
+20%
above the buyer’s first offer
Medical centre: sold to a foreign group at a price 20% above the first offer.
above the buyer’s first offer
From the first conversation to the start of the sale process.
Introductory call
A 30 to 45 minute meeting by phone or online. We talk about the company, your situation and what you are looking for. We discuss whether and when a sale makes sense, and what the whole process looks like.
Free of charge, no obligation
Signing the mandate
We sign a mandate agreement. We set the scope, the timetable and the terms of working together. From that moment we are on your side at every step of the process.
Week 1
Preparation
We prepare the valuation, the information memorandum and the virtual data room. We build the list of potential buyers and investors. You approve every document before it reaches anyone.
Months 1 and 2
Process launch
We begin confidential contact with investors. Every two weeks we report on the state of the process. We are with you at every conversation with a potential buyer.
From month 2
What the owners we have worked with say.
2
The questions we hear most often before the first conversation.
How long does the whole sale process take?
Usually nine to twelve months from signing the mandate to closing. The timing depends on how ready the documentation is, how many buyers are interested and how complex the negotiations are.
How is confidentiality protected during the process?
We contact potential buyers only after a confidentiality agreement has been signed. No information about the company leaves without your consent. Employees and competitors do not know about the process until you decide otherwise.
Do I have to accept the first good offer?
No. The decision is always yours. Our role is to make sure you have enough information and time to make it consciously, not under pressure from the buyer or the calendar.
What about employees - when will they find out?
It depends on the structure of the transaction and on your preferences. In most cases employees find out just before or just after the agreement is signed. We plan the timing and the way it is communicated together.
How is the adviser remunerated?
We work on a model of a monthly fee for our time and involvement (a retainer) plus a success fee on the transaction value, payable after closing. The retainer is credited against the success fee. We discuss the details individually.
Can I sell only part of the company?
A 30 to 45 minute meeting by phone or online. We talk about the company, your situation and your goals. By the end you know what the whole process looks like and what the next step is. No offer, no presentation.
There are three approaches to selling a company. Here is how we differ.
Without an adviser
- No benchmark for the price
- Risk of disclosing confidential data
- Decisions made under emotional pressure
- No protection against price adjustments
Brzyski & Partners
- Specialisation: transactions of PLN 10-50 million
- Advisers who have been through an exit themselves
- We brief the owner on every stage of the process
- Full confidentiality protection throughout
A non-specialist adviser
- No active network of buyers and investors
- Weak preparation for due diligence
- No support during agreement negotiations
- No experience as an owner
See what a buyer will find in your company before they make an offer.
A list of 12 areas that buyers and their advisers check in every transaction. Download it and mark the ones that need attention in your company, before anyone makes an offer.