Whether you are the vendor naming the price or the buyer deciding where to stop, we give you an evidence-based figure for a Melbourne private company that holds through negotiation, due diligence and completion.
Indicative valuations from A$799. Certified Summary and Detailed reports from seven business days.
When a Melbourne business changes hands, the valuation sets a normalised earnings base, builds the multiple from comparable transaction evidence, and prices what shifts value at completion: the working capital target, net debt, any earn-out and any scrip. Vendors use it to set the range before going to market; buyers use it to fix the walk-away price.
Almost every private company sale we see in Melbourne comes down to two negotiated numbers: the earnings figure and the multiple applied to it. When a Dandenong South fabricator goes to market, the vendor's accountant will present normalised EBITDA one way and the acquirer's due diligence team will present it another. The side with the better analysis usually prevails, and the distance between the two views is often worth many times the fee for the valuation that settles it.
An independent opinion gives you a position that holds when the other side pushes. A vendor with a range built on evidence knows where the floor is before any expectation is fixed, and never has to try to lift a number after it has been spoken. A buyer knows the price worth paying and, more importantly, the price at which to stop. A Cremorne software business on annual contracts and a Box Hill practice that depends on its principal deserve different multiples, and the report explains why.
The opinion also protects the people who sign off. Company directors owe a duty of care and diligence under the Corporations Act 2001 when they buy or sell a business, trustees answer to beneficiaries, and a minority shareholder can later ask how the price was arrived at. A signed report from a certified valuer who has no stake in completion is the standard answer, and it is the document a lender funding the purchase will ask to see.
We act for vendors, buyers and boards across Greater Melbourne and regional Victoria, from family-owned manufacturers in the south-east to professional firms along Collins Street and hospitality operators on the Mornington Peninsula. Our fee does not depend on the deal completing, and where the evidence will not carry the asking price the report says that plainly.
Negotiations spend most of their time on the headline multiple, yet most of the value in a private transaction is decided elsewhere: in the earnings base, in the completion mechanism and in whatever part of the price is deferred or paid in shares. Each of the four below is tested on every engagement.
Owner and family wages restated to what the roles would cost on the market, rent paid to a related entity brought to market terms, personal expenses stripped out, and non-recurring items removed whether they helped or hurt the result. Vendors tend to find every one-off cost and none of the one-off income. Each adjustment flows straight through the multiple into the price.
Built from identified Australian transactions and listed company evidence, then adjusted for the scale of the business, its growth, how concentrated its customers are, the depth of management below the owner and how much revenue is contracted or recurring. A multiple picked from market impression falls over the moment the other side asks where it came from.
Under a locked box the price is fixed to a historical balance sheet and the buyer takes the trading from that date. Under completion accounts the price is adjusted for actual net debt and working capital on the day. The working capital target is the least examined number in most private deals; it should come from monthly balances over at least a full seasonal cycle, not from one balance date.
A payment tied to future performance is worth the probability-weighted outcome after discounting, not the cap in the contract, and the metric needs protecting from how the acquirer runs the business afterwards. Shares in the buyer are valued as the parcel the vendor actually receives, usually a minority holding, often escrowed and hard to sell, never at the issue price.
On the sell side the work happens before the business goes to market: a range on evidence, the adjustments that support it, and the adjustments a buyer will argue for, so you deal with them before they are put to you. On the buy side the valuation sits alongside financial due diligence but answers a different question. Diligence confirms what the historical numbers were; the valuation says what those numbers are worth and whether the earnings will still be there after the vendor has left.
In a management buy-out, a transfer of assets between related entities or the buy-out of a founder who is also a director, the board may want an independent opinion on whether the terms are fair to the company. That is a different document from the expert report the Corporations Act 2001 requires for takeovers, schemes of arrangement and certain shareholder approvals, which is licensed work. Have your lawyers settle the statutory position before anything is commissioned.
In a private sale the standard of value is market value: what a willing but not anxious buyer would pay a willing but not anxious seller, both properly informed and dealing at arm's length. Any extra a particular acquirer could create by folding the business into their own, for example a Laverton North transport group buying a competitor's depot and contracts, is strategic value and is quantified separately, so the vendor knows what is really on the table and the buyer knows what it would be paying away.
The income approach leads in most cases. For a trading business with a history, capitalising future maintainable earnings reflects how acquirers price it: a normalised earnings figure and a capitalisation rate or multiple that carries the risk of those earnings continuing under new ownership. Where earnings are moving materially, the business is capital intensive or a definable forecast period exists, a discounted cash flow is the better tool. The vendor's forecast is tested against history, capacity and the capital needed to deliver it before any of it is relied on.
The market approach is the cross-check, and in sectors where businesses change hands often, such as Melbourne cafes, pharmacies and allied health practices, it can supply the primary evidence. Australian transaction evidence carries the most weight and takes the most work to find, because private deal terms are rarely published and the multiples that do circulate usually omit the earn-out and the working capital adjustment. The asset approach sets the floor and comes into its own when the trading entity holds surplus assets, such as the freehold under a Moorabbin workshop, or runs divisions worth more separately than together.
These are the patterns that recur when a transaction reaches us after the price has been named, a heads of agreement signed or the due diligence report already delivered.
The depth of report follows who will read it and how hard they will push back. A vendor weighing an unsolicited approach, or a buyer deciding whether an opportunity is worth pursuing, needs a defensible internal range. Once the figure is going to a counterparty, a bank, a board or a trustee, a certified report is the instrument to use.
Every report opens with the purpose, the standard and premise of value, the valuation date and the information relied on. The normalisation schedule is set out line by line with the reason for each adjustment. The multiple or discount rate is traced to named sources. Each relevant approach is applied and the results are reconciled to a range, with the weighting explained in plain words rather than left to a table. Where a locked box, an earn-out or scrip changes the economics of the deal, each element is valued on its own so the whole bargain is visible, not just the headline number.
The report is signed by a certified valuer who will walk your advisers through the conclusion, brief you before the negotiation if that helps, and defend the opinion when the other side's adviser tests it. The valuation informs the deal; it does not run it. Your corporate adviser or business broker still leads the process, and we work with them, your transaction lawyer and your tax adviser, not around them.
Which single assumption in this valuation would the other side go after first, and what is our answer? If your adviser cannot say, you have a number, not a position.