Transaction & M&A Advisory
Buy well, sell well and finance the deal on terms that hold.
Buying or selling a business is the largest financial decision most owners will make, and it is usually made under time pressure with incomplete information. The difference between a good outcome and a costly one is rarely the headline price. It is the quality of the analysis behind it, the structure of the deal and whether the financing was arranged before the vendor lost patience.
Sapere Advisory acts for buyers and sellers of owner-managed and mid-market businesses across Canada. We bring transaction discipline, financial due diligence and, uniquely among smaller advisory firms, the capital advisory capability to finance the purchase within the same engagement.
Buy-side advisory
Target assessment and valuation
An independent view of what the business is worth to you, on normalized earnings, with the risks priced in.
Financial due diligence
Quality of earnings, working capital analysis, debt and debt-like items, customer concentration, and the accounting policies that affect the price.
Deal structuring
Share versus asset purchase, vendor take-back notes, earn-outs, holdbacks and working capital adjustments, coordinated with your tax and legal advisors.
Acquisition financing
Structuring and arranging the senior debt, government-backed loans, vendor financing and equity behind the purchase, run in parallel with diligence.
Negotiation and closing
Letter of intent, price adjustments, closing balance sheet and post-closing integration planning.
Sell-side advisory
Exit readiness
A pre-sale review of financial reporting, working capital, customer concentration and management depth, with the changes that improve value and reduce diligence friction.
Valuation and pricing strategy
Realistic value ranges based on comparable transactions and the earnings a buyer will finance.
Confidential information memorandum and data room
Professional presentation of the business and organized supporting documents that keep buyers moving.
Buyer outreach and process management
Approaching strategic buyers, financial buyers and management, and managing a competitive process to closing.
Vendor financing and structure advice
When and how much to accept in take-back notes or earn-outs, and how to secure them.
Our process
Scope
We define the objective, the timeline and the decision points, and we confirm what the financing market will support before you invest in a process.
Analyze
Valuation, diligence and financial modeling to lender and investor standards.
Structure
Price, terms and financing designed together, not sequentially.
Execute
Negotiation, lender management, legal coordination and closing.
Transition
Post-closing reporting, integration support and lender covenant setup.
Why Sapere Advisory
Financing and transaction in one team
Most deals in the owner-managed market fail on financing, not on price. Our capital advisory practice works alongside the deal team from day one.
Diligence with an accounting foundation
Our analysis is built by professionals who prepare financial statements for a living and know where earnings are overstated.
Right-sized for the mid-market
We bring the rigour of a large-firm process to transactions between roughly $1 million and $50 million.
Senior-led, start to finish
The advisor who scopes the engagement runs it.
Common questions.
Quick answers about deal advisory, based on current Canadian tax and accounting rules.
Do you help with franchise resales and single-location acquisitions?
Do you provide formal valuation reports?
How early should I involve you when buying a business?
Considering a purchase or a sale?
Talk to us before the letter of intent. A short conversation now can shape the price, structure and financing of the whole transaction.
Related advisory services
Capital Advisory
Term loans, operating lines, equipment and real estate financing, CSBFL and BDC programs, acquisition and growth capital. We prepare the credit package, run a competitive lender process and negotiate the terms, acting only for the borrower.
Valuations & Financial Modelling
Business valuations for transactions, shareholder matters and planning, together with bank-ready business plans and three-statement forecasts built to lender standards.
Risk Advisory
Internal controls, fraud and cash-handling risk, enterprise risk assessment, compliance readiness and the financial governance that lenders, insurers and buyers increasingly expect.