How advisers maximise value during a divestment, beyond just finding a buyer

Many business owners assume advisers add value mainly by introducing buyers. This article explains how value is maximised during execution; through process control, negotiation discipline and risk management. 

How advisers maximise value during a divestment, beyond just finding a buyer

If there’s one thing I wish more owners understood before they enter a divestment process, it’s this: value isn’t won when a buyer shows up, it’s won in how the process is executed once they do.  

Finding interested parties matters, of course. But in my experience, outcomes swing on what happens after interest is established: how the process is run, how negotiations are handled, and how issues are managed when a buyer starts pushing on price, terms or timing.

Execution is where value is protected (or leaks)

When a process moves into a formal go‑to‑market phase, the risk profile changes. Owners go from “exploring options” to being in a live environment where messaging, timing and discipline all affect what happens next. That’s why, as advisers, we approach go‑to‑market carefully, confidentially, because it’s very easy for value to leak through avoidable missteps or uncontrolled disclosure.

Buyers are not only assessing the business, they’re assessing the process. If they sense uncertainty, poor sequencing, or gaps in how information is being presented, they will use it.

Competitive tension isn’t accidental, it’s engineered

People talk about “competitive tension” as if it’s something that naturally appears when two buyers are interested. It doesn’t. Competitive tension is built deliberately.

In our work, we create and maintain momentum by how we structure interactions with multiple parties and how we signal optionality in the process; including by implying we’re in conversation with more than one interested party and encouraging engagement from buyers who may need persuading on strengths or strategic fit.

Commercial reality is buyers behave differently when they think they’re competing. They move faster, they take fewer liberties on terms, and they focus on winning.

Negotiations aren’t just about price, they’re about net outcome

This is the part owners don’t always see early enough: price is only one lever.

Yes, we negotiate the acquisition price in the run‑up to non‑binding offers. But the more important work is defending the overall outcome through the commercial and financial terms that sit around that number. In practice, value can be lost quietly through adjustments, conditions, or structure, even if the headline price looks strong.

That’s why advisers stay close to negotiations on the key financial and commercial terms and conditions, not just the “top line”.

Due diligence is where buyers try to re-trade, unless it’s managed

Once due diligence begins, the leverage can shift quickly. Buyers gain access to information, they start building a case for risk, and they test whether they can re-open points that felt “settled” a week earlier.

That’s why we’re big believers in two disciplines during this phase:

First, controlling access and sequencing. Allowing one or more parties into the data room prior to exclusivity can raise deal value, because it keeps the competitive dynamic alive for longer.

Second, preventing late surprises. We sustain momentum from go‑to‑market into this phase specifically to prevent “late adverse surprises” in due diligence that can be detrimental to pricing.

In other words: if diligence is unmanaged, it becomes a discounting tool. If it’s managed properly, it becomes a confirmation tool.

My role (and our role) is to be the buffer

One of the most important parts of adviser value is invisible. It’s the 'in‑between'.

The corporate finance team actively manages exclusive financial and tax due diligence, as well as the Q&A process. We also provide commercial and financial input in finalising legal documentation prepared by the business’s legal advisers, because those documents hard‑code value outcomes, they don’t just record them.

And, just as importantly, we act as the interface between owner and buyer.

This separation allows tough commercial discussions to take place without emotion, enables owners to remain focused on running the business, and helps preserve relationships where ongoing interaction post‑completion is expected.

That buffer matters because deals are emotional. Buyers push. Sellers get tired. People take things personally. Our job is to keep the process commercial, structured, and moving, without damaging relationships that may need to exist after completion.

Execution doesn’t end at signing

Owners often feel relief when they reach “agreement.” But agreement isn’t completion.

As advisers, we stay involved through the parts that can still erode value late in the process; including reviewing transaction documentation terms tied to commercial and accounting matters (like working capital, completion adjustments and earn‑outs) and supporting completion mechanics.

PKF’s corporate finance team remains involved through the finalisation of transaction documentation, the management of completion mechanics and adjustments, and the handling of post‑completion interactions to reduce the risk of claims.

Because the final stage is where “small” things: a definition, a clause, an adjustment mechanism, can change real dollars.

A buyer showing interest is only the start

If you want the honest version: a buyer showing interest is only the start.

The reason owners engage advisers is not just to create opportunity, it’s to secure outcome. And securing outcome comes down to disciplined execution: building tension, defending value through terms, managing due diligence pressure, and getting the transaction over the line without giving away what you’ve worked for.