Key considerations when selling a company in 2025
It´s not simply a transaction, it´s a transformative process for both the owner and the business. In 2025 having a clear strategy, a precise understanding of the market and impeccable execution will be essential requirements. From Confianz, we would like to share the key steps to achieving a successful sale, based on our experience and the latest sector trends.
1. The importance of an accurate initial valuation
Your company´s valuation is the starting point. Valuing the business does not mean simplyputting a price tag on it, it entails understanding its real value from the market´s perspective. This step is not only necessary to manage your own expectations, but also to build a solid foundation for negotiations with investors.
● Key factors in the valuation: These include the assessment of the equity bridge, which measures net cash, operating assets and any excess or lack of working capital with reference to normal levels. This can be turned into cash or debt at deal closing, directly affecting the final price.
● The role of goodwill: This intangible asset, which reflects the reputation and potential of your business, is a determining factor in buyers´ perception of value.
A valuation is not limited to figures. It is a strategic tool which will allow you to decide whether to proceed with the transaction or change your objectives.
2. The structure of the deal tells us what, how much and how to sell
Once a valuation has been reached, it is crucial to structure the sale in accordance with your objectives and with market characteristics. Do you want to sell 100% of the company or would you prefer to keep a share? This will depend not only on your expectations but also on the type of buyer that you seek.
● Financial versus industrial investors:
● Private equity funds tend to acquire between 60% and 80% of the company, leaving the owner a minority stake to allow them to continue in a management role. This involves the negotiation of shareholders agreements and guaranteeing a harmonious coexistence.
● Industrial buyers, on the other hand, tend to acquire the entire business, which often includes an earn-out, i.e. a part of the price linked to the attainment of future objectives.
● The role of the business plan: A solid, well-structured plan is not only a basis for the valuation, but it also supports the negotiations, especially when there are variables such as revenue targets or future EBITDA.
● Business documents: The preparation of an attractive Information Memorandum is essential. This document must highlight both the strengths and possible areas of improvement of your company, presenting it as a unique opportunity for buyers.
3. Investor search and effective negotiations
The success of a sale does not only hinge on price, but also on finding the right buyer and managing the negotiation process strategically.
● Keeping options open: Even if you´re certain about your preference for a financial or industrial buyer, don´t rule out any options at the beginning. A wide range of interested buyers increases competition, and therefore the chance to obtain better conditions.
● Q&A session and indicative offers: Initial interactions with investors are key. This process, which includes Q&A sessions, allows interested parties to gain a thorough understanding of your company and make indicative offers. Ideally, you should receive between three and five offers to generate competition.
● Due Diligence: Once investors have been selected, the due diligence becomes the next critical step. This exhaustive analysis reviews the financial, legal, tax, employment and environmental aspects of the company, ensuring that the information provided is accurate and complete.
M&A Market trends for 2025
Company sales in 2025 will be influenced by several trends which owners must bear in mind:
- A greater presence of international investors: Private equity funds and industrial buyers from countries such as the US and the UK will continue to regard Spain as an attractive market, especially in the technology, energy and service sectors.
- The impact of sustainability: Buyers increasingly value sustainable strategies and corporate social responsibility as differentiating factors in transactions.
- Technology and digitalization: Companies which have invested in digital transformation are particularly attractive, since they are better prepared to compete in a globalised environment.
- Regulatory and fiscal context: Recent reforms, such as the new Insolvency Law, have introduced more flexible mechanisms for corporate restructurings. This facilitates the viability of distressed companies, which can be an opportunity for both buyers and sellers.
Planning and execution
Selling a company is not a process which should be rushed. Advance planning and a well-designed execution are essential to maximise the value of the deal and guarantee that both the seller and buyer are happy. At Confianz, we recommend working with M&A experts who can guide you at every stage, from the initial valuation to contract signing.
In a complex market with 2025 variables, taking a strategic approach and having an experienced team will make the difference. Whether you are searching for an investor who can boost your growth or whether you wish to leave control in good hands, the key is being prepared, informed and surrounded by the best possible advisors.
