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Sell-Side Advisory

Yoda Capital is a specialist sell-side advisory firm helping Australian business owners maximise enterprise value and protect deal terms before going to market.

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Protect Enterprise Value Before You Sell

We work with founder-led and mid-market businesses generating $1M+ EBITDA who want more than a broker process. Our structured three-stage advisory model prepares your business the way a serious acquirer would underwrite it before negotiations begin.

Why Most Business Sales Lose Value

When businesses sell, the headline multiple is rarely the final outcome.

Enterprise value is typically reduced during:

Financial due diligence
Customer and contract review
Key-person risk assessment
Working capital adjustments
Debt and covenant review
Systems and governance scrutiny

Buyers negotiate on risk. If those risks are not addressed in advance, price and terms get reset.

Our sell-side advisory process is designed to eliminate those leverage points before a buyer ever sees them.

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Our 3-Stage Sell-Side Advisory Process

Stage 0 – Buyer-Lens Assessment

We assess your business the way a sophisticated private equity firm, strategic acquirer, or capital provider would underwrite it today.

Stage 0 identifies:

Earnings quality issues
EBITDA normalisation risks
Customer concentration exposure
Contract and revenue defensibility
Key-person dependency
Systems and reporting weaknesses
Capital structure and debt sensitivity
Likely buyer objections

You receive:

A structured sell-side readiness report
Indicative market valuation range
Identified enterprise value uplift opportunities
A prioritised Fix / Evidence / Frame strategy
Clear pathway to sale readiness

This is not generic consulting.

It is transaction-focused preparation.

Stage 1 – Value Protection & Exit Preparation

Stage 1 addresses the highest-impact leverage points identified in Stage 0.

We work alongside your:

CFO or finance team
Accountant
Legal advisors
Board or shareholders

This stage may include:

Strengthening management depth
Formalising reporting systems
EBITDA normalisation documentation
Governance structuring
Data room preparation
Information Memorandum (IM) drafting
Target buyer list curation
Capital structuring scenarios

The objective is simple:

Enter the market from a position of strength, not defence.

Stage 1 is capped and disciplined and not an open-ended consulting approach.

Stage 2 – Controlled Sale Process

Once the business is properly prepared, we run a structured sale process.

We:

Engage qualified strategic and financial buyers
Manage buyer NDAs and information flow
Control diligence sequencing
Lead negotiations
Protect valuation and deal terms
Structure clean exit outcomes

Unlike traditional business brokers, we do not simply market businesses.

We protect enterprise value and negotiate from preparation, not hope.

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Who We Work With

We specialise in:

Founder-led and owner-managed businesses
Construction & industrial services
Energy & renewables
Manufacturing
Infrastructure & engineering
Trade services groups
Lower mid-market companies ($5M – $150M+ EV)

Typical engagement profile:

$1M+ EBITDA
Considering exit within 6–36 months
Receiving inbound buyer interest
Exploring partial or full sale
Seeking private equity partnership
Succession planning

Why Yoda Capital Is Different

Most brokers focus on selling businesses.

We focus on:

Protecting enterprise value
Eliminating retrade risk
Strengthening negotiation leverage
Preparing management for diligence
Reducing earnout exposure
Creating competitive tension

We bring institutional sell-side discipline to the SME and lower mid-market space.

Frequently Asked Questions

You have a question? We have an answer.

What is the difference between a broker and a sell-side advisor?

A broker primarily markets a business. A sell-side advisor prepares, structures, and controls the transaction to maximise value and terms.

What is the best time to start exit planning?

At least 6–24 months before a sale process begins. Enterprise value is created (or lost) before buyers engage.

Do you work with existing accountants and advisors?

Yes. We operate alongside your current advisory team.

What is your fee structure?

Stage 0 and Stage 1 are fixed-fee and credited against the Stage 2 success fee if a sale proceeds.

Can you provide buyer financing?

Yes. We can provide pre-approved funding (subject to buyer underwriting) for business acquisitions via our subsidiary Yoda Finance.

Ready to Assess Your Exit Position?

If you are:

Receiving buyer interest
Considering a sale in the next 1–3 years
Unsure how buyers would assess your business
Wanting to protect valuation before negotiations

Book a confidential discussion.

Schedule a Meeting