CommEx Consulting

Exit readiness for owner led businesses

Sell for more. Start before anyone knows.

A confidential, step by step pathway that shows what a buyer will find, closes the gaps that lower your multiple, and keeps the business performing until the day you complete.

Take the Exit Readiness Score CardBook a 30 minute call

Score Card: 2 minutes, 8 questions, no jargon.

No obligation. Your staff are not involved.

What buyers weigh

Buyers price what they can verify.

Earnings they can't trust.

Addbacks without documents get stripped in diligence, and the price follows.

A business that needs you.

If revenue, relationships and decisions sit with the founder, buyers discount for it.

A dip during the sale.

Earnings that slip while you are busy selling give buyers a reason to retrade.

How it works

Four phases, one pathway.

Fourteen programs sit across the four phases. CommEx leads the commercial and performance work; licensed partners own valuation, tax, legal and brokering.

  1. Phase A · Weeks 0 to 8

    Baseline

    Find out what the business is worth today and what a buyer will find.

    See the programs

  2. Phase B · 6 to 24 months

    Build

    Close the gaps that lower the multiple.

    See the programs

  3. Phase C · Before launch

    Go to market

    Turn the business into a story, a qualified buyer list and a confident management team.

    See the programs

  4. Phase D · Offers to completion

    Deal and close

    Protect the price once offers arrive and keep earnings strong to completion.

    See the programs

Phase A · Weeks 0 to 8

Baseline.

This phase tells the owner what the business is worth today, what a buyer will find, and whether to proceed, without alerting staff.

Quiet boardroom before dawn with a closed folder and a tablet on the table

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Program 1

Confidential Sale-Readiness Baseline

The Commercial Maturity Assessment, run quietly, with a buyer lens heat map and a ranked action list.

Lead: CommEx · Weeks 0 to 6

  • Sign an NDA with the owner alone, set a project code name and agree who may know.
  • Run the free Exit Readiness Score Card with the owner: board and governance, value creation, strategic positioning, customer concentration and management depth.
  • Deliver the Commercial Maturity Assessment over 3 to 5 weeks, scored on sales strategy, customer targeting and go to market execution.
  • Limit interviews to the owner and two or three trusted leaders under NDA; cover everyone else from CRM, pipeline and finance data.
  • Report a buyer lens heat map, a directional value gap and a ranked 6 to 24 month action list.
  • Close with an owner decision gate: proceed, delay or stop.

Program 2

Confidentiality and Staff Communication Plan

A need to know register, truthful framing and a plan for when and how to tell people.

Lead: CommEx with lawyer · Weeks 0 to 2, then ongoing

  • Build a need to know register and secure channels: separate email, access logged shared drive, no printed copies.
  • Agree a truthful description for visible activity, such as "a board level commercial review", so nothing said to staff later reads as deception.
  • Plan key staff retention with stay bonuses or phantom equity, drafted with an employment lawyer.
  • Write a leak response script for staff, customers and suppliers.
  • Sequence the eventual announcement: key staff first, then all staff, then customers and suppliers.

Program 3

Earnings Quality and Add-Back Review

A documented addback schedule that gets you to a defensible SDE and adjusted EBITDA.

Lead: CommEx with accountant · Weeks 2 to 8

  • Collect 3 to 5 years of financial statements, tax returns, BAS, payroll records and management accounts.
  • Interview the owner on discretionary spend, family wages, related party rent, one off costs and nonrecurring items.
  • Build an addback schedule with a document behind every line, because addbacks a buyer cannot verify get stripped in diligence.
  • Replace owner pay with a market rate manager salary to reach Seller's Discretionary Earnings (SDE) and adjusted EBITDA.
  • Normalise revenue by customer, plus working capital and capex.
  • Rank addbacks by challenge risk and prepare the answers; optionally commission a presale quality of earnings review from an accountant.

Program 4

Valuation Triangulation and Buyer-Lens Workshop

Several valuation methods, comparable multiples and how each type of buyer would see you.

Lead: CommEx with valuer · Weeks 6 to 10

  • Value the business by capitalised earnings, discounted cash flow, market multiples and asset base, then show the range, not a point.
  • Collect comparable multiples from transaction databases, broker reported sales and business for sale marketplaces.
  • Walk through how a trade buyer, private equity, a search fund and an owner operator would each value it, and what each would discount.
  • Build a value bridge from today's likely price to the target price, tied to the Program 5 actions.
  • Set the owner's walkaway number. CommEx's output is advisory; a formal valuation needs a qualified valuer.

Phase B · 6 to 24 months

Build.

This is CommEx's core strength: closing the gaps that lower the multiple, not just the price.

Glass spheres rising like a stepped chart on a dark navy surface

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Program 5

Value-Driver Improvement Program

90 day sprints on the commercial levers buyers price on.

Lead: CommEx · 6 to 24 months

  • Pick the three to five levers from the baseline: pipeline discipline, forecast accuracy, pricing, customer concentration, recurring revenue, CRM adoption and sales operations.
  • Run 90 day sprints with a named owner and a KPI for each lever.
  • Track the metrics buyers price on: gross margin, retention, top five customer share, pipeline coverage and forecast accuracy.
  • Report quarterly in board format, matching the Exit Readiness programme's quarterly cadence.
  • Rescore the Commercial Maturity Assessment every six months to show buyers a measured trend.

Program 6

Founder Dependency and Management Depth

Move relationships and know how off the founder and prove it with an owner absence test.

Lead: CommEx · 6 to 24 months

  • Map every decision, customer relationship and piece of know how that sits only with the owner.
  • Move key customer relationships to named second line leaders, with joint meetings before any handover.
  • Document core processes and pricing rules so the business runs without verbal instructions.
  • Run a 90 day owner absence test and record what broke.
  • Build the leadership team's ability to present forecasts a buyer will trust, feeding Program 10.

Program 7

Selective Data Room and Vendor Commercial Due Diligence

A tiered data room and commercial evidence ready before buyers ask.

Lead: CommEx with accountant and lawyer · 3 to 6 months before launch

  • Design the index across commercial, financial, tax, legal, HR, IP, IT, operations and property.
  • Release in three tiers: summary information before the NDA, detail after it, confirmatory documents only to the preferred buyer.
  • Gather and quality check documents, and list gaps: expiring contracts, change of control clauses, lease terms and licences.
  • Build the commercial evidence a buyer will ask for: customer cohorts, retention, price history, pipeline and market size.
  • Write a vendor commercial due diligence summary from that evidence.
  • Set access rules, an audit log and redaction of customer names until late in the process.

Phase C · Before launch

Go to market.

This phase turns the prepared business into a story, a qualified buyer list and a confident management team.

Container port at first light with a vessel leaving the quay

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Program 8

CIM, Teaser and NDA Pack

The story, the forecast and the legal cover, reviewed before anything is released.

Lead: CommEx with broker and lawyer · 2 to 3 months before launch

  • Draft a blind teaser: an anonymous one pager with headline numbers and the growth story.
  • Build the Confidential Information Memorandum (CIM): overview, market, customers, team, normalised financials from Program 3, growth plan and reason for sale.
  • Build a three year management forecast whose assumptions a buyer can test and which ties to the Program 5 KPIs.
  • Prepare a question bank of the toughest buyer questions, with agreed answers and the evidence behind each.
  • Have a lawyer draft a general NDA with no contact, staff and customer nonsolicit, and return or destroy clauses.
  • Have the broker and lawyer review the CIM before anything is released.

Program 9

Buyer Universe, Qualification and Multiple Benchmarking

Who to approach, how to qualify them and what multiple to expect.

Lead: Broker led, CommEx supports · Before launch, then live

  • Map buyer groups: competitors, suppliers, customers, private equity, family offices, search funds and owner operators, with the synergy case for each.
  • Set a qualification checklist: proof of funds, financing plan, track record, background and reference checks, and ability to close.
  • Tier the buyers and decide who is approached first and by whom, to limit leaks.
  • Benchmark multiples from listing networks and broker data, then set the owner's price expectation against them.
  • Keep a contact log and buyer scorecard; where state licensing requires it, the licensed broker runs the outreach.

Program 10

Management Presentation and Buyer Meeting Coaching

Rehearsed answers, meeting rules and site visit protocols.

Lead: CommEx · Before and during the process

  • Build the management presentation: story, numbers, the improvement plan and the case for why the business is worth more than a buyer first assumes.
  • Rehearse with a red team panel that plays a sceptical buyer, and record weak answers.
  • Set meeting rules: what each buyer tier may see, who answers financial questions, and when to stop and defer to the broker.
  • Plan site visits for out of hours or limited disclosure introductions.
  • Debrief after every meeting and keep a buyer feedback log.

Phase D · Offers to completion

Deal and close.

This phase protects the price once offers arrive and keeps earnings strong until completion.

Boardroom table at golden hour with a closed document and a pen

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Program 11

Deal Structure Workshop

Earnouts, rollover, vendor finance and transition terms compared on after tax value.

Lead: Lawyer and tax adviser, CommEx models · When offers arrive

  • Model structures side by side: cash at completion, deferred payments, vendor finance, earnouts, equity rollover and escrow or retention.
  • Design earnout terms the owner can influence: the metric, the measurement period, the accounting rules and protection against buyer changes to the business.
  • Set rollover terms: percentage, valuation basis, governance rights and exit rights for the second sale.
  • Scope the transition or consulting agreement: duration, hours, handover deliverables and pay.
  • Work with the tax adviser to compare after tax proceeds, and discount earnouts for risk.
  • Write a term sheet playbook: red lines, tradeoffs, and how to compare offers on total value and certainty to close.

Program 12

Retrade Defence and Mock Due Diligence

A rehearsal of buyer diligence and a prepared response to every likely price chip.

Lead: CommEx with lawyer · Before launch, refreshed at LOI

  • Run a mock diligence with a realistic buyer request list across commercial, financial, tax, legal and HR, and time the team's responses.
  • Log every gap found, then fix it or decide how to disclose it before launch.
  • List the likely price chipping points: customer loss, margin dips, working capital and addback challenges, with a prepared response to each.
  • Prepare disclosures with the lawyer so known issues are raised early, on the seller's terms.
  • Set exclusivity limits and keep a second buyer warm to preserve leverage.
  • Refresh the mock at letter of intent stage using the real buyer's request list.

Program 13

Sale-Period Performance Assurance

Weekly performance tracking and fractional commercial leadership while you run the sale.

Lead: CommEx · Launch to completion

  • Run a weekly dashboard of sales, pipeline, margin and cash, with agreed alert thresholds.
  • Hold pricing discipline and key account cover while the owner is tied up in meetings.
  • Issue a monthly forecast versus actual note buyers can rely on.
  • Provide fractional commercial leadership of 2 to 4 days a month so the owner can focus on the deal.
  • Rule out window dressing such as pulling revenue forward; buyers detect it and it erodes trust.
  • Brief key staff on targets in line with the agreed announcement plan.

Program 14

Completion and Transition Support

Completion checklist, handover plan and earnout reporting.

Lead: CommEx with lawyer · Completion plus 3 to 12 months

  • Run the completion checklist with the lawyer: conditions, third party consents and the working capital true up.
  • Deliver the handover plan: customer introductions, supplier handovers and documented processes.
  • Report earnout performance against the buyer's agreed metric.
  • Write a 100 day commercial plan with the buyer so transition and earnout targets are realistic.
  • Refer the owner to tax and wealth advisers for postsale planning.

Three ways to start

Each one ends in your decision.

Fees are scoped to your business and agreed up front.

Programs 1 to 4 · About 6 to 10 weeks

Sale-Ready Baseline

The confidential assessment, addbacks and valuation range. Ends with your decision to proceed, delay or stop.

Talk to us about this

Programs 5 to 7 · 6 to 24 months

Sale-Ready Build

The improvement work that lifts the multiple, reported quarterly in board format.

Talk to us about this

Programs 8 to 14 · Launch to completion plus transition

Sale-Period Assurance

Coaching, deal support and performance cover, delivered with your broker, lawyer and accountant.

Talk to us about this

Quiet by design

Your staff, customers and competitors don't need to know yet.

  • We sign an NDA with you alone and give the project a code name.
  • Interviews are limited to you and two or three trusted leaders. Everything else comes from your data.
  • We agree a truthful description for any visible activity, so nothing you say to staff later reads as deception.
  • Data room access is tiered and logged. Customer names stay redacted until late.

Who does what

CommEx leads the commercial work. Licensed partners approve the rest.

Valuation opinions, tax, legal and selling are regulated or need professional approval, so we coordinate them rather than replace them.

AreaCommEx roleWho signs off
ValuationTriangulate methods, benchmark multiples, run the buyer lens workshopQualified valuer for any formal opinion
Addbacks and earnings qualityInterview, build the schedule, gather evidenceAccountant for a quality of earnings review
Tax and deal structureModel scenarios and compare offersTax adviser
NDA, disclosures, sale contractBrief the lawyer and coordinateLawyer
Selling and buyer outreachBuyer mapping, qualification checklist, coachingLicensed business broker or agent; check state licensing rules
Advice on sale proceedsReferral onlyLicensed financial adviser

Why CommEx

Buyer first. Capability second.

Buyer first, capability second: we start from what your buyer will pay for.

Two decades of P&L accountability across Asia Pacific.

The same senior person who diagnoses the business stays to install the improvements.

Free, self serve diagnostics before you spend anything: the Exit Readiness Score Card and the Commercial Maturity Assessment snapshot.

Take the Exit Readiness Score CardSee the Commercial Maturity Assessment

For brokers, accountants and lawyers

Referring a client who is not ready to list?

Use the Baseline as their prelisting step. We work alongside you, and you stay in charge of the sale process.

Start a conversationPartners

Questions owners ask

FAQ

CommEx Sale-Ready Pathway

Let's find out what a buyer would see.

Take the Exit Readiness Score CardBook a 30 minute call

CommEx Consulting provides commercial advisory services. We do not provide valuation opinions, tax, legal or financial advice, and we do not act as a business broker or agent. Where those services are needed, we work with qualified, licensed professionals. Outcomes depend on the business and market conditions.