I founded a PR agency and I am thinking of selling. Who can advise me?
You need four people around you, and only one of them belongs in the room before you have decided anything: a sector M&A adviser who knows what communications firms are actually worth and who is buying. I do that work in the UK, sell-side for founders. The lawyer, the accountant and, if the deal warrants it, a corporate finance house all come later. Bringing the lawyer in first is the commonest and most expensive mistake I see.
The four people, and what each one is actually for
The sector adviser. Someone who knows this specific market: who is acquiring, what they pay for, and what they quietly discount. Their job is to tell you whether to sell at all, what the business is genuinely worth as opposed to what a multiple table suggests, which buyer is the natural fit, and what to change before anyone looks at you. This is the person you want a year before a sale, not a month.
The corporate finance house. They run a process: approach many buyers, create competitive tension, manage the mechanics. That suits a larger business, or a founder who wants a full auction and is prepared to pay for one. It suits a smaller or highly specialised agency less well, and it suits a situation where one particular buyer is obviously the right home hardly at all. The wrong assumption is that a process is always worth what it costs.
The corporate lawyer. Essential, and essential later. They draft and negotiate the sale agreement, the warranties you will give and the disclosures that limit them. They are not the people to tell you whether the price is right or whether this is the right year, and asking them to is unfair to everyone.
The accountant. Structure and tax, which between them can move what you actually keep by more than a percentage point on the headline price. Worth involving early enough to shape the deal rather than late enough only to report it.
The order matters more than the list
Most of the value in an agency sale is decided before the process starts. Client concentration, whether the management team can run the business without you, how much revenue genuinely recurs, and how much of the relationship capital sits in your own head rather than in the firm. Every one of those takes a year to change and none of them can be fixed once a buyer is looking. By the time a founder is ready to talk to buyers, the price has largely been set. What happens afterwards is negotiation around a number that was determined earlier.
For what buyers actually price, see selling a PR agency: what buyers actually price. For the valuation question specifically, see what is my PR agency worth.
A note on being approached
If a buyer has already come to you, take advice before you reply, and take it quickly. An unsolicited approach is rarely accidental. The buyer has usually formed a view on what they want to pay before making contact, and a founder negotiating alone against a company that does this several times a year is at a structural disadvantage. Waiting a week costs nothing. Answering warmly, in detail, and on your own, can cost a great deal.
How I work on this
I act for one side on any given deal. With my partners I have also been the principal, having sold a company and bought others, so I have read these deals from the other seat as well as this one. Behind the counsel sits an M&A intelligence platform that sharpens the view on who is acquiring and how deals in this sector are being priced. The data sharpens the call. The judgement is what you are paying for.
For how that unfolds in practice, see how I work with agency owners, and who helps PR agency owners sell their agency in the UK.
or email tim@timsuttonpr.com
Common questions
When should I start talking to an adviser about selling?
Earlier than most founders do, and usually a year or more before a sale, because most of what determines the price is built before the process begins.
Do I need a corporate finance house?
Not always. A run process suits a larger business or a founder who wants an auction. A smaller or more specialised agency, or one with an obvious natural buyer, is often better served by senior counsel and a targeted approach.
What is the difference between an adviser and a broker?
A broker introduces buyers and is paid on completion. An adviser should be willing to tell you that this is the wrong year to sell. The difference is what each is incentivised to conclude.
How much does advice cost?
Corporate finance houses generally work on a retainer plus a percentage. Senior individual counsel is more often a fixed fee for a defined piece of work. Ask how any adviser is paid before the first substantive conversation.
Should I talk to a buyer who has approached me directly?
Take advice first, and quickly. The approach is rarely accidental and the buyer has usually already decided what they want to pay.
Tim Sutton is a senior reputational adviser to boards in their hardest moments and counsel to PR-agency principals on both sides of a transaction. timsuttonpr.com · LinkedIn · Privacy · Legal