Exit planning: Is your company ready to sell?

Prepare your company for sale: maximise the price, minimise the risks

We help you prepare for the sale of your technology company, anticipating and avoiding value leakage, mitigating risks, and ensuring a smooth, secure process with no surprises.

Get ready to sell and maximize the value of your company
with the “Be Ready” approach

Ensure success in the sales process with these 4 steps

You have already created value in your company. As Tech M&A advisorswe help you avoid losing it when you decide to sell, anticipating risks and preparing everything so that the sale is quick and successful.

 

R

Detection of key points

We provide you with a checklist or scorecard to carry out an initial self-assessment, aimed at identifying critical factors that influence value.

R

Transformative actions

You will receive practical suggestions for optimising your company's operations and structure, while eliminating risks before going to market.
R

Protective measures

We identify all legal, fiscal, labour, technological and administrative obstacles and offer you the best solutions.

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Exit the market

We provide you with essential suggestions on how to prepare the management team and documentation to facilitate the sales process.

Readiness assessment

Te proporcionamos un checklist o scorecard para que realices autoevaluación inicial, orientado a identificar factores críticos que restan valor

Customised action plan

You will receive practical suggestions for optimising your company's operations and structure, while eliminating risks before going to market.

Risk management

We identify all legal, fiscal, labour, technological and administrative obstacles and offer you the best solutions.

Orderly transition

We provide you with essential suggestions on how to prepare the management team and operational documentation to facilitate the buyer's process.

Detect and anticipate anything that could detract from value before putting your company up for sale

We offer a specialized service to prepare for M&A processes, in which our specialist advisors will carry out a comprehensive diagnosis assessing these 10 steps with the aim of eliminating factors that detract from the value of your company.

1

Comercial

Top-10 concentration, revenue retention, pipeline, and traction tests.

2

Finance

Profit quality, standardization, and net debt.

3

Legal

Key contracts, litigation, licenses, and legal pre-due diligence.

4

Shareholders

Agreements, drag-along and tag-along rights, non-competition, and shareholder alignment.

5

Strategy

Value proposition, positioning, and synergies.

6

Product & technology

Architecture, technical debt, roadmap, and scalability.

7

Human Resources

Turnover, retention plans, and contracts for key employees.

8

Intellectual property and data

Ownership, records, and GDPR.

9

CYBERSECURITY & IT

Vulnerabilities, copies, access, and security plans.

10

Operations

Critical processes, service levels and continuity, and operational scorecard

Present investors with a company that is ready to grow. We help you organise key information and strengthen each critical areaso that buyers see a solid, well-managed company with clear value.

 

Would you like to know if your company is ready to be sold?

Find out if your company is ready for a successful sales process by answering a short questionnaire and get a clear picture of how well prepared you are to sell at the best value.

Take the self-assessment now:

    COMERCIAL (SALES & MARKET)

    Question 1: Diversification and visibility of contracts
    My company has a diversified customer base without dependence on large accounts (no customer >10–15% of revenue). I have visibility into key contract renewals with customers and partners.

    Question 2: Predictable revenue / ARR (if SaaS)
    Clear definition of ARR in the case of a SaaS model, with predictable revenue.

    Question 3: Unit economics, churn, and retention
    Monitoring of customer acquisition cost (CAC) and customer lifetime value (LTV), with a favorable ratio (e.g., LTV/CAC > 3). Well-measured customer loss and retention (customer churn, revenue churn/NRR).

    Question 4: Brand, positioning, and pipeline
    Strong brand and positioning, with high brand value and thought leadership. Consistent generation of business opportunities and achievement of sales targets.

    Question 5: Sales process and conversion
    Effective sales process with measured conversion rates and manageable sales cycles.

    Question 6: Go-to-market and differentiation
    Go-to-market strategy (channels, pricing, marketing) that delivers efficient growth.

    FINANCIAL

    Question 1: Audited accounts (≥ 3 years)
    At least 3 years of audited financial statements with an audit report with a favorable opinion.

    Question 2: 3-year financial model
    Three-year financial projections model based on realistic assumptions.

    Question 3: Income quality
    Clarity on revenue quality (recurring vs. one-off, annual recurring revenue (ARR) vs. services)

    Question 4: Monthly closings and reconciliation
    Monthly accounting closings performed in a timely and accurate manner, with account reconciliation within the deadline.

    Question 5: Expenses, cash flow, and working capital
    Well-controlled expenses and cash flow, with no personal expenses mixed in. Standard accounting policies and no off-balance sheet liabilities. Working capital requirements, debt, and cash generation factors documented.

    LEGAL

    Question 1: Contracts and change-of-control
    Material contracts compiled and reviewed (customers, suppliers, leases, loans) to identify change of control clauses or required consents.

    Question 2: Litigation/investigations
    Identified pending litigation, disputes, or regulatory investigations, with their exposure and documented resolution plans.

    Question 3: Labor compliance
    Compliance with labor regulations (no bogus self-employment, consistent with HR compliance).

    Question 4: Corporate governance and cap table
    Up-to-date corporate and governance documentation (articles of association, books, and minutes). Updated shareholder agreements—for example, rights of first refusal or preference. Correct and signed cap table, with all issues, options, and warrants duly documented.

    Question 5: Regulatory/licensing
    Compliance with industry-specific regulations and licenses (data protection, export control, etc.).

    SHAREHOLDER PREPARATION

    Question 1: Accurate and fully diluted cap table
    Identified pending litigation, disputes, or regulatory investigations, with their exposure and documented resolution plans.

    Question 2: Alignment in the sales decision
    Founders/major shareholders aligned: decision to sell, % to sell, and transition timeline.

    Question 3: Valuation expectations
    Clear valuation expectations.

    Question 4: Founder transition
    Transfer of responsibilities from the founder to the team.

    PRODUCT & TECHNOLOGY

    Question 1: Modern, scalable, and secure stack
    Modern cloud infrastructure and resilient, secure architecture capable of supporting 2-5x growth, with layered design, redundancy, and robust security practices.

    Question 2: Performance, SLAs, and development processes
    Performance/uptime issues resolved; monitoring and compliance with SLAs; robust processes (version control, CI/CD, testing).

    Question 3: Code quality and technical debt
    High quality code (reviews/audits), documentation (architecture/APIs), and technical debt management.

    Question 4: Team and continuity of knowledge
    Key technical roles identified; single points of failure mitigated and continuity of knowledge ensured.

    Question 5: Roadmap, compliance, and licenses
    Roadmap 12–24 meses alineado a mercado y comprador; derechos/compliance de terceros y componentes licenciados verificados.

    HUMAN RESOURCES

    Question 1: Leadership and succession
    Management team beyond the founder; clear roles and succession plan. Business can operate without the current owner.

    Question 2: Talent retention and contracts
    Key employees identified and with appropriate contracts (confidentiality, assignment of inventions, non-competition where applicable). Stable turnover. Plans to retain critical talent during the operation.

    Question 3: Employment documentation
    Employment files and agreements in order (contracts/offers, consultants, equity granted). Relevant clauses identified (golden parachutes, substantial severance payments).

    Question 4: Compensation, benefits, and compliance
    Competitive compensation/benefits with documented plans/policies. Compliance with labor regulations (overtime, contractor classification, immigration regulations). HR incidents resolved.

    Question 5: Culture and organization
    Clear organizational structure (updated organizational chart). Strong corporate culture, with employee engagement measured through surveys and feedback.

    IP & DATA

    Question 1: IP assets and registrations
    Complete list of IP assets (patents, trademarks, copyrights, domains, trade secrets), with all registrations made in the relevant jurisdictions.

    Question 2: Ownership and allocation
    The company owns its products and source code; employees and contractors have signed invention assignment agreements. Early collaborators and freelancers have intellectual property agreements.

    Question 3: Use of third parties and open source
    Inventory of third-party and open source IP with associated licenses and accredited compliance (audits/scans).

    Question 4: IP disputes and risks
    Identified and addressed IP risks/disputes (cease and desist letters, claims, ownership challenges).

    Question 5: Data and privacy (GDPR/CCPA)
    Compliance in the processing of personal data in accordance with the General Data Protection Regulation (GDPR) and, where applicable, the CCPA. Privacy policy and consent obtaining system in place. Defined processes for responding to requests from data subjects. Security breaches or complaints resolved. Responsible and lawful use of data.

    STRATEGY

    Question 1: Business model and opportunity
    Well-defined business model and competitive advantage. Knowledge of total available market (TAM), current penetration level, and expansion plans.

    Question 2: Competitive position and growth drivers
    Performance compared to competitors (market share, sales success rates, and differentiating factors). Growth levers that a buyer can activate—channels, upsells, international expansion. Demonstrable future growth potential.

    Question 3: Planning and forecasting
    Solid 3–5-year strategic planning, with realistic forecasts backed by market data and the company's historical performance.

    Question 4: Synergies and exit options
    Fit with potential buyers, with identified cost and revenue synergies. Exit options have been evaluated, including a possible initial public offering (IPO), and the company has been structured as if it were publicly traded.

    Question 5: Alignment and risk management
    Alignment between founders and shareholders on strategy and exit objectives. Strategic risks (competition, regulation) identified along with response plans. Prepared to answer key questions, such as “What keeps you up at night?”

    SECURITY (IT & CYBERSECURITY)

    Question 1: Security policies and governance
    Formal information security program/policy; written policies (access, data management, incident response). Prudent practices commensurate with size.

    Question 2: Risk and incident management
    Riesgos/vulnerabilidades IT identificados y gestionadas. Registro de incidentes y brechas con gestión adecuada. Planes de respuesta a incidentes y recuperación ante desastres.

    Question 3: Controls, testing, and training
    Regular testing (vulnerability scans, penetration tests) documented. Basic controls implemented (firewalls, encryption, backups, anti-malware, patches). Training (phishing). Access management based on the principle of least privilege and agile decommissioning.

    Question 4: Data protection and certifications
    Customer data security with encryption at rest and in transit. Compliance with customer security requirements and preparation or certifications such as SOC 2 or ISO 27001.

    Question 5: Product and third-party safety
    Secure product infrastructure; cloud properly configured and without known critical vulnerabilities. Third-party risks assessed; vendor/cloud security verified; contractual protections in place.

    OPERATIONS

    Question 1: Key processes and documentation
    Are there documented and standardized processes for the main operations that drive the business (software deployment, customer onboarding, incident resolution, procurement)? Are all these processes formally documented in written operating procedures (SOPs) and not just informal knowledge? Are IT systems (CRM, knowledge base, ERP) fully integrated, avoiding reliance on manual processes?

    Question 2: Performance and service levels
    Is operational performance regularly measured using indicators such as support response times, delivery times, and quality metrics? Are service level commitments to customers consistently met? Are there operational bottlenecks or single points of failure, such as only one person being able to run the billing system?

    Question 3: Scalability and efficiency
    Could the current support, infrastructure, and processes handle a 100% increase in sales? Have opportunities for cost savings or efficiency improvements (“quick wins”) been identified and implemented? Are physical operations, if any, well maintained and have sufficient capacity to grow?

    Question 4: Stability of suppliers and supply chain
    Are relationships with key suppliers and vendors stable, contracted, and diversified? Are there backup or contingency plans in place in case of failure of a critical supplier? Is inventory or the order backlog managed effectively, where applicable?

    Question 5: Continuity and Resilience
    Is there a business continuity plan covering critical systems and offices, including disaster recovery and backups? Would operations be resilient in the event of disruption, providing a stable system for a buyer's integration team?

    Fill in the following fields so that our advisors can assess your company's level of preparedness:





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    Webinar:
    Is your company
    ready to be sold?

    Our advisors hosted a specialized webinar where they shared ideas on how small and medium-sized businesses can leverage acquisition opportunities to grow strategically and sustainably, avoiding common mistakes and maximizing return on investment.

    Below is a form to request access to the webinar replay.

    We are the area specialising in technology sector

    belonging to Baker Tilly's global network.

    M&A transactions

    advised by BT globally

    operations

    for technology companies

    people

    dedicated to M&A in EMEA

    13

    in the world ranking

    of M&A companies in 2023

    Own M&A Data Analytics: Intelfin

    Our proprietary Intelfin platform provides us with comprehensive and up-to-date information on technology companies and the sector.

    Tailor-made Market Research

    Our consultantsthrough our technology and sectoral analysis, examines data to understand opportunities and the competitive environment.

    Training & Methodology

    The experience and expertise of the whole team is the result of advising on hundreds of transactions, leading sales with high quality standards.

    Exit Readiness

    Own M&A Data Analytics: Intelfin

    Our proprietary Intelfin platform provides us with comprehensive and up-to-date information on technology companies and the sector.

    Exit Readiness

    Tailor-made
    Market Research

    Our consultantsthrough our technology and sectoral analysis, examines data to understand opportunities and the competitive environment.

    Exit Readiness
    Training &
    Methodology

    The experience and expertise of the whole team is the result of advising on hundreds of transactions, leading sales with high quality standards.

    Success cases

    Successful M&A deals completed by Baker Tilly

    Opinions about our work

    Exit Readiness

    “We hired Baker Tilly Tech M&A to prepare for the sale of our company, and the experience has been excellent. They helped us streamline internal processes, review our finances, and identify areas for improvement that we hadn't considered. Thanks to their work, when it came time to talk to investors, we were able to convey much more confidence. Without a doubt, it was an investment that made all the difference.”

    JAVIER MARTÍN

    Exit Readiness

    “Thanks to the preparation we did with Baker Tilly, we were able to present a much stronger company to potential investors. They helped us anticipate potential objections, organise our documentation and improve the presentation of our figures. All of this generated much more confidence in the transaction and facilitated a successful closing.”

    CRISTINA TORRES

    Exit Readiness

    “Working with Baker Tilly Tech M&A in preparing for the sale allowed us to take a huge leap forward in professionalising the company. They reviewed not only financial aspects, but also operational and management issues. Their efforts resulted in a company that was ready to be presented with confidence to investors. The peace of mind their support gave us was priceless.”

    ANDRÉS GUTIÉRREZ

    Would you like to know if your company is ready to be sold?

    If you want to buy or sell a company, or need more information about our services, do not hesitate to contact us through the form.

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