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M&A services for UK SMEs: what good finance support actually looks like

Deal volume is rising and inward investment into the UK is at a four-year high. But for most SMEs, mergers and acquisitions remain unfamiliar territory — and the finance support available to them varies considerably. Here is how we think about it.

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Niall O'Driscoll FCMA, CGMA — Founder & Managing Director, OD Accountants
1 June 2026 7 min read

Mergers and acquisitions are no longer just the preserve of listed companies and private equity houses. According to ONS data for Q4 2025, inward M&A investment into the UK reached £27.4 billion — the highest figure since Q2 2021. Worldwide deal values climbed nearly 50% year-on-year in 2025, topping $4.5 trillion. That activity filters down, and SMEs — as acquirers, sellers, and merger partners — are increasingly involved.

The problem is that most SME owners approach M&A services without a clear idea of what they actually need from a finance adviser. They often focus on the headline number and underestimate the financial groundwork that determines whether a deal succeeds or fails once the ink is dry.

We have supported clients through acquisitions, disposals, and restructures across a range of sectors. The pattern we see most often is not a shortage of deal appetite — it is a shortage of financial preparation. This post covers what robust M&A finance support looks like, and where the gaps typically appear.

The deal environment is genuinely active right now

It is worth grounding this in reality before getting into the mechanics. UK dealmaking has been in a prolonged upturn. Four takeover offers worth £5.3 billion were recorded in November 2024 alone. By Q4 2025, domestic M&A stood at £1.8 billion, with outward disposals adding a further £2.5 billion. The TMT sector led acquisition activity in 2024, but the deal flow extends well beyond technology.

For SMEs, this environment presents opportunities on both sides of the ledger. If you are looking to acquire, valuations in some sectors remain accessible and trade buyers are active. If you are looking to exit or merge, strategic buyers are in the market and the appetite for quality businesses is real.

What has also changed is the expectation of rigour. The success rate for M&A transactions has reportedly risen to around 70% — but that still means nearly a third of deals fail to deliver what was intended. Leadership incompatibility and financial misalignment are consistently cited as the primary reasons. The businesses that land in the successful 70% are, almost always, the ones that did the financial preparation properly before they entered heads of terms.

That preparation is precisely where specialist M&A finance support earns its place — and where the difference between a transactional accountant and a commercially oriented one becomes very visible, very quickly.

What M&A finance support actually involves

When SME owners ask about M&A services, they are usually thinking about one narrow thing: help with the numbers on the deal itself. The purchase price, the structure, the tax treatment. Those things matter, but they sit at the end of a process that has several earlier stages where the quality of financial input is arguably more consequential.

Financial due diligence

On the buy side, due diligence is the process of verifying that what you are buying is what it appears to be. That means reviewing historic accounts, understanding normalised EBITDA, stress-testing revenue quality, and identifying contingent liabilities that are not visible on the face of the balance sheet. A chartered management accountant who has seen this in practice — across sectors and deal sizes — will ask different questions than one working from a standard checklist.

Vendor preparation (sell side)

If you are selling, the financial presentation of your business has a direct bearing on achievable valuation. Buyers and their advisers will scrutinise management accounts, cash conversion, deferred revenue, and working capital trends. We regularly help business owners tidy up their financial reporting in the 12 to 24 months before a planned exit — not to inflate the numbers, but to ensure the real performance of the business is clearly legible to a buyer.

Deal structure and tax

Whether a transaction is structured as an asset purchase or a share purchase has significant tax implications for both parties. The treatment of goodwill, earn-outs, and deferred consideration all require careful structuring. This is a specialist area and one where early input from a chartered management accountant with M&A experience can materially affect the net outcome for a seller.

The deals we have seen struggle post-completion are almost always the ones where the integration budget was an afterthought rather than a line item in the original financial model.

The numbers most SMEs underestimate before signing

There is a category of financial issue that appears only after a deal completes — and it is a costly category. Working capital is the most common example. The agreed purchase price is often struck on a normalised basis, with an assumed level of working capital left in the business at completion. If the actual working capital position at the date of transfer differs materially from the assumption, price adjustment mechanisms kick in. SME buyers and sellers who have not modelled this carefully are routinely surprised.

Integration costs are another area that tends to be underbudgeted. Bringing two businesses together — even relatively simple ones — involves systems consolidation, payroll harmonisation, supplier renegotiation, and often a period of duplicated overhead. The deals we have seen struggle post-completion are frequently ones where the integration budget was an afterthought rather than a line item in the original financial model.

Cash flow in the immediate post-completion period is also worth stress-testing. Acquisition finance, if used, creates debt-service obligations from day one. If the acquired business has lumpy revenues or a long debtor cycle, cash can get tight quickly. A realistic cash-flow forecast covering the first 12 months post-acquisition is not a luxury — it is a basic risk-management tool that any credible M&A finance adviser should be producing as standard.

We tend to build these models before a client commits to heads of terms. It is easier, and considerably less expensive, to identify a structural problem at that stage than after exchange.

Where chartered management accounting adds most value

The distinction between a compliance-focused accountant and a chartered management accountant becomes particularly clear in an M&A context. Statutory accounts tell you what happened. Management accounting tells you why it happened, whether it is likely to recur, and what a realistic forward-looking view looks like. In a transaction, the forward-looking view is almost everything.

Niall O'Driscoll founded OD Accountants on the back of 10-plus years of freelance restructure and turnaround work — including engagements with listed companies in the UK and overseas. That background shapes the way we approach M&A finance support. We are not processing the paperwork; we are assessing the commercial logic of the transaction and making sure the financial model reflects reality rather than optimism.

For clients who want ongoing support through a transaction, our virtual finance director service can step in as the internal finance resource for the deal process — attending management meetings, liaising with lawyers and corporate finance advisers, and keeping the financial narrative coherent from initial approach through to completion. For an SME that does not have a full-time FD, this is often the most cost-effective way to access that capability at the point when it is most needed.

The other thing worth noting is that good M&A finance support does not end at completion. The first year post-acquisition — particularly around integration, KPI alignment, and lender reporting — is where the real value of having a commercially oriented accounting firm becomes apparent.

Our take

M&A services for SMEs cover considerably more ground than most business owners realise when they first start looking at a deal. The headline number matters, but the financial preparation — due diligence, vendor readiness, deal structuring, working capital modelling, and post-completion integration planning — is what determines whether a transaction actually delivers what it promised.

The market conditions are favourable for well-prepared buyers and sellers alike. The risk is entering that market without the financial groundwork in place.

If you are considering an acquisition, planning a disposal, or simply want to understand what your business might be worth to a strategic buyer, this is the kind of work we do regularly. A discovery call is a sensible starting point — no commitment required, and it tends to clarify very quickly whether the deal you are thinking about makes commercial sense.

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Written by

Niall O'Driscoll

FCMA, CGMA — Founder & Managing Director, OD Accountants · [TODO: confirm registered legal name (likely 'OD Accountants Ltd' or similar) — also confirm Probusiness's own legal entity and how it sits relative to OD post-acquisition (2023)]

Common questions about M&A services

What does an M&A accountant actually do for an SME?

An M&A accountant helps with financial due diligence, deal structuring, tax treatment, working capital modelling, and post-completion integration planning. For SMEs without an in-house finance director, they often act as the internal financial resource throughout the transaction process — liaising with lawyers, lenders, and corporate finance advisers.

When should I bring in M&A finance support during a deal?

As early as possible — ideally before heads of terms are agreed. The financial issues most likely to derail a transaction or reduce net proceeds (working capital adjustments, tax structure, contingent liabilities) are much easier to address before you are committed. Bringing in support late typically increases cost and reduces options.

What is the difference between a share purchase and an asset purchase?

In a share purchase, the buyer acquires the company in its entirety — including all liabilities. In an asset purchase, the buyer selects which assets and liabilities to acquire. The tax treatment differs significantly for both parties. Which structure is preferable depends on the specifics of the deal, and specialist advice is essential before agreeing the structure.

How do I prepare my business financially before selling?

The most effective preparation happens 12 to 24 months before an intended sale. It typically involves cleaning up management reporting, normalising earnings to remove one-off or owner-specific costs, resolving any outstanding compliance issues, and ensuring the financial story of the business is clearly legible to a buyer and their advisers.