Sell-side and buy-side valuations for private company deals, so the price you name, or agree to, is one you can defend across the table and again at completion.
Indicative valuations from A$799. Certified Summary and Detailed reports from seven business days.
A valuation for a business sale or purchase in Sydney establishes normalised maintainable earnings, derives a multiple from comparable transactions, and tests the price mechanism, the working capital target and any earn-out. Vendors use it before they name a price. Buyers use it to fix the figure above which they walk away.
In most private company sales across Sydney the price is a multiple applied to an earnings figure, and both numbers are negotiated. The vendor's accountant presents one view of normalised EBITDA. The buyer's due diligence team presents another. Whoever has done the better analysis usually wins the argument, and the gap between the two views is routinely worth many times the cost of the valuation.
A valuation gives you a position that survives contact with the other side. For a vendor it sets a defensible range before any price expectation is fixed, because a number once spoken is very hard to raise. For a buyer it defines the price you are prepared to pay and, more usefully, the price above which you stop.
It also protects the people approving the deal. Directors of a company owe duties of care and diligence when they sell or buy a business, trustees hold assets for beneficiaries, and minority shareholders may later ask how the price was justified. A written opinion from a certified valuer with no stake in the outcome is the ordinary answer to that question.
We prepare valuations for vendors, buyers and boards across Greater Sydney, from owner-operated businesses in Parramatta and Penrith to professional firms in the CBD and North Sydney. We are not paid on completion. If the evidence does not support the price, the report says so.
Most of the money in a private company transaction changes hands in a handful of places, and they are rarely where the negotiation spends its time. The headline multiple gets the attention. The earnings base, the completion mechanism and the deferred consideration decide the outcome.
Owner remuneration reset to a market salary for the role, related-party rent adjusted to market, private expenses removed, and one-off items taken out in both directions. Vendors reliably find the one-off costs and rarely the one-off income. Every adjustment multiplies straight through the price.
Derived from comparable Australian transactions and from listed companies, then adjusted for size, growth, customer concentration, management depth and the share of revenue that is contracted or recurring. A multiple asserted from market impression does not hold once the other side asks where it came from.
A locked box fixes the price to a historical balance sheet. Completion accounts adjust it for actual net debt and working capital on the day. The working capital target is the least analysed number in private deals and should be built from monthly balances across at least a full year of seasonality.
An earn-out is worth its probability-weighted outcome, not its headline maximum, and the metric needs protecting from how the buyer runs the business afterwards. Shares in the acquirer are valued as the minority parcel actually received, often illiquid and escrowed, never at their issue price.
Sell-side, the work is done before you go to market: the range on evidence, the adjustments that support your position, and the adjustments a buyer will argue for, so that you meet them before you meet the buyer. Buy-side, the work overlaps with financial due diligence but answers a different question. Diligence confirms what the historical numbers were. The valuation tells you what they are worth, and whether the earnings survive the vendor's departure.
Where a director or a major shareholder sits on both sides of a deal, such as a management buy-out, an asset transfer between related entities or the buy-out of a departing founder, the board can commission an independent opinion on whether the terms are fair to the company. That is not the same thing as the independent expert report the Corporations Act prescribes for takeovers, schemes and certain shareholder approvals. Preparing that report is licensed work, so the statutory position needs to be settled with your lawyers before anything is commissioned.
The standard of value in a private sale is market value: the price that would be agreed between a buyer and a seller who are both willing, neither of them anxious, both informed and dealing at arm's length. Strategic value, the extra a particular buyer can create by combining the business with their own, is quantified separately. The vendor then knows what is genuinely on the table and the buyer knows what they would be paying away.
The income approach usually leads. For an established trading business, capitalising future maintainable earnings mirrors how buyers actually price it: a normalised earnings figure and a capitalisation rate or multiple that reflects the risk of those earnings continuing under new ownership. Where earnings are changing materially, the business is capital intensive, or there is a definable forecast period, a discounted cash flow is the more defensible method, with the vendor's forecast tested against history, capacity and the capital needed to deliver it.
The market approach provides the cross-check, and in sectors with an active sale market it provides the primary evidence. Comparable Australian transactions carry the most weight and take the most work to find. Private deal terms are seldom made public, and the multiples that do get published often leave out the earn-out or the working capital adjustment. The asset approach sets the floor, and it matters when the trading entity is carrying surplus assets or when the business runs separate divisions that are worth more apart than together.
These are the patterns we see most often when a Sydney transaction reaches us late, usually after a price has been named or a term sheet signed.
Purpose and review risk decide the depth. A vendor testing an unsolicited approach, or a buyer deciding whether to pursue an opportunity, needs a defensible internal range first. Once the price will be put to the other side, a lender, a board or a trustee, a certified report is the right instrument.
The report states the purpose, the standard and premise of value, the valuation date and the information relied on. It sets out the normalisation schedule line by line with the reason for each adjustment, derives the multiple or discount rate from named sources, applies each relevant approach, and reconciles the results to a range with the weighting explained in words. Where the price mechanism, an earn-out or scrip consideration changes the economics, each is valued separately so the whole bargain is visible and not just the headline.
Every report is signed by a certified valuer who will explain the conclusion to your advisers, brief you before the negotiation if you want that, and defend the opinion when the other side's adviser attacks it. The valuation informs the negotiation. Your corporate adviser or broker still runs it, and we work alongside them, your transaction lawyer and your tax adviser rather than around them.
Which single assumption in this valuation would the other side attack first, and what is the answer? If your adviser cannot tell you, the price is not yet a position.