Question 1

What does it cost?

Accepted Answer

There is no retainer, no work fee, and no monthly minimum. A success fee of 1.4%–2.9% of enterprise value is payable at close and only at close, scaled so that larger transactions carry a lower percentage. If the transaction does not complete, this desk earns nothing.

Question 2

Why no retainer? Most banks charge one.

Accepted Answer

A retainer pays an adviser to run a process regardless of whether it should be run. Without one, we only make money by closing a transaction at a good price. That gives us a direct financial reason to tell you when the right answer is to wait two quarters and fix retention first, and that advice is worth more than the retainer would have been.

Question 3

What size transactions do you take?

Accepted Answer

$50M to $500M enterprise value. Below that, mandates are referred to FIH's core advisory desk, which runs the same process at smaller scale on the same terms. Above it, we will tell you honestly whether a bulge-bracket process would serve you better.

Question 4

Is the mandate exclusive?

Accepted Answer

Engagements are typically non-exclusive at the outset. We would rather earn continued involvement than contract for it.

Question 5

What is the relationship with FIH.com?

Accepted Answer

Divestitures.com is FIH's technology divestiture practice. Same advisors, same terms and the same confidentiality standard, pointed specifically at software and SaaS separations. When you make contact here, an FIH advisor responds.

Question 6

Do you represent buyers as well as sellers?

Accepted Answer

This desk is sell-side. Acquirers are welcome to register interest and will be included in relevant processes, but we act for the seller and our fee comes from the seller's side of the table.

Question 7

How long does preparation actually take?

Accepted Answer

Eight to twelve weeks for a division that has never been separated, assuming your finance team can commit real hours to it. The work is standalone financials, perimeter definition, a data room, and the confidential information memorandum. It cannot be shortened by much. The time either goes in before launch or comes out of the price during diligence.

Question 8

We do not have standalone financials. Is that a problem?

Accepted Answer

It is the most common starting point and the single most important thing to fix. Buyers will not underwrite an allocated P&L; they will build their own model, and their model will be more conservative than yours. Producing credible standalone accounts is the highest-return preparation work available to a corporate seller.

Question 9

What does 'defining the perimeter' actually mean?

Accepted Answer

Writing down exactly what transfers: which products, contracts, engineers, IP, domains and data go with the asset, what stays with the group, and what the group will provide temporarily under a transition services agreement. Grey areas discovered during diligence are the most common cause of a price re-trade.

Question 10

Our engineering is shared with other divisions. Can we still sell?

Accepted Answer

Yes, but it changes the buyer field and the timeline. Deeply shared codebases narrow you toward strategic acquirers who can absorb the technology, and lengthen the transition services period. It is workable, but it needs to be planned rather than discovered.

Question 11

Should we fix retention before selling, or sell now?

Accepted Answer

If net revenue retention is below 100%, fixing it usually returns more than selling early. Retention is the strongest single predictor of the multiple a software asset achieves in this size band, and it is very hard to improve during a live process, because buyers model it directly from your raw data.

Question 12

How do we keep this from leaking to our own staff?

Accepted Answer

Preparation is run through a small, named working group under NDA. Outreach is anonymous until a buyer signs. The wider organisation is told at a point you choose, usually near signing. Most leaks come from uncontrolled internal circulation of preparation documents rather than from buyers.

Question 13

How are technology divisions valued?

Accepted Answer

Predominantly on a multiple of recurring revenue for growing software businesses, and on EBITDA for mature ones. Which applies depends on growth rate and margin profile. The multiple is then adjusted for retention, concentration, contract quality, and how cleanly the asset separates.

Question 14

What moves the multiple most?

Accepted Answer

Net revenue retention, then customer concentration, then the credibility of the standalone cost base. Sector matters less than sellers expect. The largest single factor of all is how many credible bidders are competing, which is a function of process design rather than of the asset.

Question 15

Are your published multiples real transaction data?

Accepted Answer

They are compiled from technology transactions with publicly disclosed terms in our size range, and are labelled as illustrative benchmarks throughout. They are not a proprietary deal database and they are not an appraisal. Any individual asset can transact well outside them.

Question 16

How accurate is the online valuation tool?

Accepted Answer

It produces a supportable range from the inputs you give it, which is useful for orientation and for internal conversations. It cannot see your contracts, your churn cohorts, or which acquirers are live this quarter, and those are what determine the actual number.

Question 17

We received an unsolicited offer. Is it a good one?

Accepted Answer

It is a data point, not a price. An acquirer approaching you directly has already concluded they can buy without competition, which is exactly when a buyer does not need to bid well. The way to find out is to test it against a curated field, which usually takes a few months and frequently moves the number by double digits.

Question 18

What is a quality of earnings review and do we need one?

Accepted Answer

An independent examination of whether reported earnings are sustainable and correctly stated. Buyers run one on you; a vendor-side review means you find the adjustments first. For assets above roughly $75M it usually pays for itself in preserved price.

Question 19

Who actually buys technology carve-outs?

Accepted Answer

Strategic platform acquirers with a product or customer adjacency, sponsor-backed consolidators, growth equity, large-cap private equity, family offices and permanent capital, and international strategics buying market access. Each values a different thing, and the gap between the highest and lowest credible bid is commonly thirty percent or more.

Question 20

How do you build the buyer list?

Accepted Answer

From evidence of who has transacted at your size, in your vertical, recently, rather than from personal relationships. You approve every name before any contact is made, and you can exclude anyone: competitors, customers, partners, whoever you choose.

Question 21

Should we approach our largest competitor?

Accepted Answer

Rarely, and never bilaterally. Competitors who are not going to buy still learn your pricing, your churn and your roadmap. Where a competitor is a genuine buyer they are included late, once the process has momentum and the information flow is controlled.

Question 22

How long from launch to close?

Accepted Answer

Four to eight months for a prepared asset. Roughly four to six weeks of marketing, three to four weeks to indications, then diligence and documentation. Regulatory approvals or a complex carve-out can extend it.

Question 23

What is the difference between an IOI and an LOI?

Accepted Answer

An indication of interest is a non-binding early expression of price range and structure, submitted by several parties on the same date. A letter of intent is the more detailed agreement with a single party, usually carrying exclusivity, that precedes definitive documentation.

Question 24

Should we grant exclusivity to the highest bidder?

Accepted Answer

Not early, and not on price alone. Indicative bids are free to make and easy to withdraw. A bidder wants exclusivity because it removes competition. Grant it late, briefly, and in exchange for something.

Question 25

Why do carve-out deals fall apart?

Accepted Answer

Most often on separation complexity discovered late, standalone costs that turn out higher than presented, key people leaving, or contracts that cannot be assigned. Every one of those can be found during preparation, which is why preparation decides the outcome.

Question 26

Should we accept an earnout?

Accepted Answer

Prefer not to, in a competitive process. An earnout converts a certain payment into a claim against a business you no longer control, measured by metrics the buyer computes. Where one is unavoidable, the metric should be as close to gross revenue as possible and the measurement period as short as possible.

Question 27

What happens to the information I submit on this site?

Accepted Answer

It is stored against a lead record visible only to the advisory team, and emailed to an FIH advisor. It is not shared with acquirers, not sold, and not used to enrol you in a marketing sequence without your agreement.

Question 28

Will my name be attached to anything before I decide?

Accepted Answer

No. Initial outreach uses an anonymous teaser describing the asset without identifying it. Your identity is disclosed only after a counterparty executes an NDA and you have approved them individually.

Question 29

Can I explore this without my board knowing yet?

Accepted Answer

Yes. A first conversation is confidential, free, and creates no record anywhere else. Many of these conversations happen well before a board decision, so that the board decision can be an informed one.

Question 30

What if we start a process and change our mind?

Accepted Answer

You withdraw. With no retainer and a success-only fee, stopping costs you nothing beyond your own time. It is not free of reputational cost. The market notices assets that are shopped and pulled, which is a reason to be sure before launching rather than a reason to carry on.

Questions, answered directly.

The vocabulary, without the mystique.

Ask the question that is actually on your mind.

Every mandate startswith one conversation.