If you are trying to sell a business in Australia, the first question is whether the buyer universe is broader than the obvious local buyers. That answer affects valuation, CGT planning, FIRB or ACCC risk, confidentiality, and whether a structured M&A process is likely to outperform a local broker route.
For a small local business where the buyer will probably be another owner-operator nearby, an Australian business broker, accountant, lawyer, or direct owner-to-owner sale may be the better path. That includes many local cafés, small retail shops, single-location service businesses, and trades businesses where the buyer value is mainly local relationships.
Lyndon Advisory is more relevant when the company has a buyer universe that needs to be researched and approached deliberately: private equity, PE-backed consolidators, Australian strategic acquirers, US buyers, Japanese or Korean strategic buyers, Southeast Asian groups, family offices, or sector platforms looking for acquisitions.
“Australian sellers need to separate headline value from executable value. CGT, FIRB, ACCC, working capital, and founder transition can all change what shareholders actually receive.” - Daniel Bae, Founder and CEO of Lyndon Advisory, with over US$30 billion of transaction experience
Quick Answer for Australian Owners
To sell an Australian business well, prepare normalised financials, resolve diligence issues, review CGT structuring, map the buyer universe, protect confidentiality, run staged outreach, compare offers on certainty as well as price, and negotiate the sale agreement carefully.
| Owner question | Practical answer |
|---|---|
| Who is the likely buyer? | Domestic strategic buyers, Australian PE, PE-backed roll-up platforms, family offices, management, US corporates, Japanese or Korean strategics, or APAC acquirers. |
| What drives value? | Normalised EBITDA, recurring revenue, management depth, customer diversification, growth, sector consolidation demand, and credible buyer competition. |
| How long does it take? | Usually six to twelve months for a prepared mid-market sale; longer if FIRB, ACCC, sector approvals, or complex tax structuring are involved. |
| What should I prepare first? | Three years of accounts, monthly management accounts, customer and contract analysis, employment records, leases, licences, tax records, and a clear owner transition plan. |
| When is Lyndon useful? | When the likely buyers include institutional, strategic, cross-border, PE-backed, or sector-specific acquirers that require a confidential structured process. |
When a Structured Process Is Worth It
Australia has one of the deepest mid-market advisory ecosystems in Asia Pacific, but the market is segmented. Business brokers serve many smaller local transactions well. M&A advisors are more useful where confidentiality, buyer quality, competitive tension, and deal structuring matter.
The case for a structured process is stronger when the business has:
- A$1 million or more of maintainable EBITDA
- Enterprise value above roughly A$5-10 million
- A capable management team beyond the founder
- Recurring, repeat, or contracted revenue
- Sector consolidation demand in healthcare, business services, financial services, education, food, technology, logistics, or industrials
- Cross-border appeal to US, Japanese, Korean, Singaporean, or other APAC buyers
- Regulatory approvals, licences, significant customer contracts, or complex earnout/rollover issues
The case is weaker when the business is very small, owner-dependent, local-only, or likely to transact with a nearby buyer who does not need a formal M&A process.
What Buyers Look For
Buyers pay for transferable cash flow and a credible plan for what happens after the owner exits.
| Value driver | What buyers want to see |
|---|---|
| Earnings quality | Clean accounts, a credible normalised EBITDA bridge, limited personal expenses, and explainable margins. |
| Revenue durability | Repeat revenue, contracted revenue, diversified customers, and limited exposure to one client or project. |
| Management depth | A team that can operate the business without the founder personally holding every key relationship. |
| Sector relevance | Exposure to consolidating sectors, defensible niches, regulatory licences, data, IP, export channels, or attractive customer segments. |
| Clean diligence | ASIC records, shareholder history, employee files, leases, IP ownership, tax records, customer contracts, supplier terms, and compliance documents ready for review. |
For many Australian sellers, the biggest controllable issues are owner dependence, customer concentration, tax structure, and weak financial normalisation. Fixing those before buyer outreach can matter more than waiting for a better market.
Australian Sale Process
1. Valuation and Readiness Review
The first step is to estimate maintainable earnings. Most Australian private-company buyers start with normalised EBITDA: reported earnings adjusted for owner salary above market, personal expenses, one-off costs, non-recurring income, and accounting items that do not reflect ongoing operations.
This is also the moment to decide whether going to market now is worth it. If accounts are messy, management depth is thin, key contracts are unsigned, or the tax structure has not been reviewed, a six to eighteen month preparation period may produce a materially better result.
2. Tax and Structure Review
Tax planning should start before a buyer is selected. The ATO’s small business CGT concessions can be valuable for eligible Australian sellers, including the 15-year exemption, 50% active asset reduction, retirement exemption, and small business rollover.
Eligibility depends on factors such as asset use, ownership period, turnover, net asset value, age, retirement status, and entity structure. A seller should not assume the concessions apply without specialist advice.
3. Positioning and Materials
The advisor prepares a short teaser and a confidential information memorandum. The teaser tests buyer interest without identifying the company. The information memorandum explains the business model, financial performance, customer base, management team, growth opportunity, and transaction rationale.
For Australian businesses, positioning often needs to explain whether the company is a domestic cash-flow business, a sector consolidation asset, a platform for offshore buyers, or a strategic capability acquisition.
4. Buyer Mapping
The buyer list should be built from strategic fit, precedent deals, sector consolidation logic, financial capacity, mandate relevance, and regulatory feasibility. Lyndon uses proprietary company data, investor mandate research, precedent transaction work, and senior review to build buyer lists for owner-led Australian businesses.
The goal is not to contact everyone. The goal is to contact the buyers most likely to understand the business, move under confidentiality, and pay for its specific value.
5. Confidential Outreach
Qualified buyers are approached under a controlled process. Interested parties sign NDAs before receiving detailed information. Information flow is staged to protect confidentiality with employees, customers, suppliers, competitors, and lenders.
6. Offers, Diligence, and Negotiation
Indicative offers should be compared on more than headline price: cash at completion, earnout exposure, financing certainty, regulatory approvals, required management rollover, tax impact, warranties, indemnities, and cultural fit all matter.
Shortlisted buyers enter diligence through a virtual data room. The advisor manages questions, coordinates buyer communication, and preserves alternatives until a preferred buyer earns exclusivity.
7. FIRB, ACCC, and Closing
Foreign buyers may need FIRB approval depending on buyer type, sector, asset class, and monetary thresholds. Foreign Investment Australia states that monetary thresholds are indexed annually on 1 January, so sellers should check current thresholds before granting exclusivity to a foreign buyer.
Competition approval also matters. The ACCC states that from 1 January 2026, businesses must notify certain acquisitions and wait for ACCC approval before proceeding. The ACCC also publishes notification thresholds, including tests based on Australian revenue and transaction value.
These approvals are often buyer-led, but they affect seller risk. A higher headline price is less useful if the buyer cannot obtain approval, fund the transaction, or complete on the agreed timeline.
Buyer Universe for Australian Businesses
Australian Strategic Buyers
Domestic acquirers include ASX-listed companies, private corporates, family-owned groups, and PE-backed consolidators. They understand the local market and may have strong synergy logic, especially in fragmented sectors.
Private Equity and Consolidators
Australian PE and PE-backed platforms are active in healthcare, business services, accounting, education, logistics, food, industrial services, and software. They usually focus on businesses with management depth, scalable margins, and clear add-on acquisition opportunities.
US, Japanese, Korean, and APAC Buyers
Cross-border buyers can be important where the business offers Australian market entry, export channels, technical capability, food provenance, healthcare exposure, software capability, or regulated infrastructure-adjacent services. A local-only sale process can miss these buyers entirely.
Family Offices and Management Teams
Family offices can be attractive buyers for profitable businesses with long-term cash-flow characteristics. Management buyouts can work where the team is strong and financing is available, but seller financing and transition terms need careful negotiation.
Fees for Selling an Australian Business
Advisory fees vary by firm type and deal size. Global investment banks usually only make sense for larger transactions. Mid-market advisors and boutiques often charge retainers plus a success fee.
Lyndon charges a success fee only: 2% of enterprise value, capped at US$300,000. There is no retainer, no monthly fee, and no expense recharge. The cap is a cap, not a minimum fee.
If your Australian business may attract Asian strategic buyers, regional PE, or family offices, read Asia M&A Advisory for Business Owners to decide whether a regional buyer process is worth running.
What to Include in a Valuation Inquiry
Because Lyndon manually reviews each inquiry, the most useful submission is specific:
- Business location and legal entity structure
- Industry and description of products or services
- Annual revenue, EBITDA, and recent growth
- Customer concentration and recurring revenue profile
- Management team depth and the founder’s role
- Shareholder objectives and preferred timing
- Whether the business has interstate, export, Asia Pacific, US, Japanese, Korean, or other international revenue
- Any licences, FIRB-sensitive assets, ACCC-sensitive market concentration, property assets, or unusual transaction constraints
That information helps determine whether the right path is a Lyndon-led M&A process, additional preparation, or a more local route.
Getting Started
If you are an Australian business owner considering a sale, submit a confidential valuation inquiry. Lyndon will review the details and assess whether a structured M&A process is likely to be worth the time and effort.
References
- ATO: small business CGT concessions
- Foreign Investment Australia: monetary thresholds
- ACCC: mergers and acquisitions
- ACCC: thresholds for notifying acquisitions
Related Reading
- Business Valuation Australia: What Owners Need Before a Sale
- How to Sell a Business in Australia: A 2026 Guide
- Selling Your SME in Australia: 2026 Guide
- Sell Your Business in Singapore: M&A Advisor Guide
- Sell Your Business in Hong Kong: M&A Advisor Guide
- Sell Your Business in Malaysia: M&A Advisor Guide
- How to Choose an M&A Advisor in Australia
- M&A Advisors in Sydney: What Owners Need
- Australia M&A 2026: Trends, Sectors, and Outlook
- EBITDA Multiples in Australia 2026
- Capital Gains Tax When Selling a Business in Australia
Related Guide
For the broader framework behind this topic, see Lyndon Advisory’s guide to selling a business.
About the Author
Daniel Bae
Co-founder & CEO, Lyndon Advisory
Daniel is an investment banker with 15+ years of experience in M&A, having advised on deals worth over US$30 billion. His career spans Citi, Moelis, Nomura, and ANZ across London, Hong Kong, and Sydney. He holds a combined Commerce/Law degree from the University of New South Wales. Daniel founded Lyndon Advisory to solve the pain points in M&A, enabling bankers to focus on what matters most — delivering trusted advice to clients.
About Lyndon Advisory
Lyndon Advisory is an M&A advisory firm built for Asia Pacific. We help business owners sell their companies and investors make strategic acquisitions with senior-led execution, disciplined process management, and structured buyer research. For owners, the first step is a confidential review of valuation range, likely buyer universe, and whether a structured sell-side process is justified.
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