Everything You Need to Know Before Starting a Mandate

Acquiry is an M&A advisory firm specialising in the acquisition and sale of digital businesses globally. We run buy-side and sell-side mandates for technology, SaaS, fintech, blockchain, gaming, media, and content businesses ranging from USD $1M to $500M in transaction value.

We act as the intermediary and advisor throughout the entire transaction process, from initial valuation through to settlement. We do not take equity stakes in businesses we advise.

We focus exclusively on digital and technology businesses. Our core verticals include SaaS, fintech and payments, blockchain and digital assets, gaming and iGaming, digital media and content, e-commerce, and technology services businesses.

We do not advise on traditional brick-and-mortar businesses, real estate, or businesses without a meaningful digital component.

Acquiry operates globally. We advise on transactions across Australia, Southeast Asia, the United Kingdom, Europe, the Middle East, and North America. Our buyer network spans over 30 countries.

Digital businesses are inherently cross-border assets. We have experience navigating multi-jurisdictional transactions including regulatory approvals, tax structuring, and cross-border settlement.

Our minimum transaction size is USD $1M. Below this threshold, the economics of a full advisory mandate are not viable for either party. For businesses below this threshold, we recommend exploring self-directed sale platforms.

A business is ready to sell when it has clean, verifiable financials going back at least 24 months, a stable or growing revenue trend, documented processes that do not depend entirely on the founder, and a clear value proposition that a buyer can understand quickly.

Businesses that are not ready to sell typically have messy financials, heavy founder dependency, undocumented processes, or are in the middle of a significant operational change. Selling in these conditions compresses price and increases the risk of a failed process.

We can advise you on what to fix before going to market. An honest pre-sale assessment is often the most valuable thing we do.

No. Confidentiality is the foundation of every mandate we run. Buyers execute NDAs before receiving any identifying information about your business. We use anonymised teasers in initial outreach. Your business name, customer list, and staff details are never disclosed without your explicit approval.

The vast majority of our transactions complete without staff, customers, or competitors ever knowing the business was for sale until after settlement.

No. Buyers will ask why you are selling, and we will help you frame an honest, credible answer. Common reasons include wanting to pursue other opportunities, capital recycling, retirement, partnership restructuring, or simply receiving an attractive valuation at the right time in the market cycle.

What matters is that your reason is credible and consistent. Buyers become suspicious when the stated reason does not match the business trajectory.

You are not obligated to sell. You can withdraw from the process at any time before signing a binding agreement. However, withdrawing after entering exclusivity with a buyer can damage your reputation in the market and may expose you to a break fee depending on the terms agreed.

We recommend being certain about your decision to sell before launching a process. A half-hearted sale process is worse than no process at all.

Digital businesses are typically valued using one or more of the following methods: a multiple of annual recurring revenue (ARR) or monthly recurring revenue (MRR), a multiple of EBITDA or seller's discretionary earnings (SDE), or a multiple of revenue for high-growth businesses where profitability is secondary.

The appropriate method and multiple depend on your business model, growth rate, profitability, customer retention, and market conditions. We apply the methodology most relevant to your specific business and provide a defensible valuation range, not a single number.

Multiples vary significantly by business type, growth rate, profitability, and market conditions. As a general guide: bootstrapped SaaS businesses with strong retention trade at 3x to 6x ARR; high-growth SaaS can trade at 8x to 15x ARR; profitable digital media businesses trade at 3x to 5x EBITDA; fintech businesses with regulatory licences trade at 2x to 8x revenue depending on the model.

These are ranges, not guarantees. The actual multiple achieved depends on the quality of the process, the number of competing buyers, and how well the business is presented. A well-run competitive process consistently outperforms a single-buyer negotiation.

Yes. We provide indicative valuation assessments as part of our initial engagement process. This is a confidential conversation with no obligation to proceed. Many founders use this assessment to understand their options and decide whether the timing is right to sell.

The most common value-compression factors are: heavy founder dependency (the business cannot operate without you), customer concentration (one customer represents more than 15-20% of revenue), declining revenue trend, high customer churn, undocumented processes, messy or unverifiable financials, and unresolved legal or regulatory issues.

Most of these can be addressed before going to market. We advise on pre-sale optimisation as part of our mandate process.

We run structured buy-side mandates where we identify, approach, and qualify acquisition targets on behalf of the buyer. Most high-quality targets are not actively listed for sale. We approach owners confidentially to assess interest, which requires relationship capital and market access that most buyers do not have independently.

We also provide access to our proprietary deal flow, which includes businesses we are actively mandated to sell and off-market opportunities from our network.

After executing an NDA, buyers receive a Confidential Information Memorandum (CIM) containing detailed financial information, business description, customer and revenue analysis, technology overview, team structure, and growth opportunities. Buyers also have the opportunity to conduct management calls and submit questions before making an indicative offer.

Full due diligence access is provided after an indicative offer is accepted and exclusivity is entered.

Every business we bring to market is subject to an initial verification process. We confirm the existence of the business, verify key financial metrics against source data, and assess the credibility of the seller before accepting a mandate.

Detailed verification occurs during due diligence, which is conducted by the buyer's own team and advisors. We coordinate the due diligence process but do not replace the buyer's independent verification responsibility.

A typical sell-side transaction takes 3 to 6 months from mandate commencement to settlement. Simpler transactions with well-prepared sellers and motivated buyers can close in 8 to 12 weeks. Complex transactions involving regulatory approvals, licence transfers, or multi-jurisdictional structures can take 6 to 12 months.

The most common causes of delay are: slow due diligence responses from the seller, financing delays on the buyer side, regulatory approval timelines, and legal negotiation on transaction documents.

An earnout is a deferred payment component where part of the purchase price is paid after closing, contingent on the business achieving agreed performance targets. Earnouts are common in digital business transactions, particularly where the seller is staying on post-acquisition or where the business has significant growth potential that the buyer is not willing to pay for upfront.

We negotiate earnout terms carefully to ensure the targets are achievable, the measurement methodology is clear, and the payment timing is reasonable. Poorly structured earnouts are a common source of post-close disputes.

After settlement, there is typically a transition period where the seller assists the buyer in understanding the business. The length and structure of this transition is agreed as part of the transaction terms. We support both parties through the transition period and remain available to resolve any post-close issues that arise.

Acquiry operates on a success fee model for sell-side mandates. We do not charge upfront retainers. Our fee is a percentage of the total transaction value, payable on completion. We only get paid when you successfully complete a transaction.

For buy-side mandates, we may charge a monthly retainer for structured acquisition pipeline work, which is credited against the success fee payable on completion of an acquisition.

Our success fee percentage is agreed at mandate commencement and is tiered based on transaction size. We do not publish a standard rate publicly as it varies by mandate complexity, transaction size, and scope of work. Contact us for a specific discussion about your transaction.

Yes. Every transaction requires independent legal advice. Acquiry manages the commercial and advisory aspects of the transaction, but transaction documents including the Share Purchase Agreement, Asset Purchase Agreement, and related ancillary documents must be reviewed and negotiated by qualified legal counsel acting for each party.

We work alongside your legal team and can recommend experienced M&A lawyers in relevant jurisdictions if needed.