Most first-time acquirers ask the wrong question. They ask "which business should I buy?" long before they have decided what they are actually looking for, and then they sit back and wait for a broker to email them a deal. The result is predictable: they see the same widely-marketed businesses every other buyer sees, they bid in a competitive auction, and they pay a full price for an average asset.
The operators who buy well work the other way round. They define narrow acquisition criteria, then go and find targets that fit — including businesses whose owners have never thought about selling. This guide sets out how to find a business to buy: how to define your criteria, which channels actually produce deals, how to build proprietary deal flow so you are not always the second-best-informed bidder, and how to qualify a target quickly before you commit real time to it. It is written for owners and operators of UK businesses who intend to grow by acquisition.
Deal origination is the process of sourcing and generating acquisition opportunities — and it starts long before you look at a single business. If you begin by browsing listings, you let the market set your strategy. If you begin with a written brief, you filter the market against your strategy. The brief is the single most useful document a buyer can own, and most buyers never write one.
A good acquisition brief pins down four things.
| Axis | The question it answers | Why it matters |
|---|---|---|
| Sector & business model | What do they do, and how do they make money? | Keeps you inside your circle of competence and makes synergies real |
| Size | Turnover, EBITDA, and the cheque you can actually write | Filters out deals you cannot fund and deals too small to matter |
| Geography | Where must they operate? | Drives integration cost, management travel, and channel overlap |
| Strategic fit | Why is this business worth more to you than to another buyer? | This is where you can pay a fair price and still win |
Strategic fit is the axis that separates disciplined acquirers from opportunistic ones. A business that simply adds revenue is worth roughly what any financial buyer would pay. A business that plugs a gap in your capability, gives you a channel you lack, or removes a competitor is worth more to you specifically — and that difference is what lets you win a deal without overpaying. Write down, in one sentence, why each type of target is worth more in your hands than in a stranger's. If you cannot finish the sentence, it is not a target.
A written brief turns deal origination from a passive stream of whatever-arrives into an active search against fixed criteria. Buyers with a brief say no quickly and yes with conviction; buyers without one drift toward whatever the market happens to be marketing.
The brief also protects you from the most expensive mistake in acquiring: buying because a deal appeared, not because it fit. Deals will always appear. The discipline is in ignoring the ones that do not match, however attractive the numbers look in isolation.
Once your criteria are fixed, you work the channels that produce targets. There are broadly four, and they differ sharply in competition, cost, and the quality of what they surface. Most acquirers rely almost entirely on the first — which is exactly why the first is the most crowded.
| Channel | How it works | Competition | Best for |
|---|---|---|---|
| Brokers & M&A advisers | Businesses listed for sale; you register and receive teasers | High — everyone sees the same deals | Speed and volume; a baseline, not a strategy |
| Networks & referrals | Accountants, lawyers, wealth managers, sector contacts introduce owners | Low–medium | Warm, pre-qualified introductions |
| Direct / proprietary outreach | You approach owners who are not marketing a sale | Low — often no other bidder | Finding value before the auction forms |
| Off-market intermediaries | Deal originators and search agents source privately on your mandate | Medium | Buyers who want proprietary flow but lack the time to build it |
Brokers and M&A advisers are where most people start, and they have their place: they give you volume, and a business genuinely for sale through a good adviser is a real, motivated opportunity. But everything a broker markets is, by definition, a competitive process. You will be one of several buyers, the price will be set by the auction, and the seller's adviser is working to maximise their client's outcome, not yours. Register with the brokers and aggregators that cover your sector and size — but treat them as your baseline channel, not your whole strategy.
Networks and referrals are where the quality lifts. The accountant who does a target's year-end knows the owner is tiring years before any business goes to market. The corporate lawyer, the wealth manager planning an owner's retirement, the trade body, the supplier who hears things — each sits on information that never reaches a listing. Referred deals arrive warm, partly pre-qualified, and often before a competitive process forms. Building this network is slow, but it compounds: tell your professional contacts, precisely, what you are looking for, and remind them, because a vague "let me know if you hear of anything" is forgotten by lunchtime.
The single highest-yield referral source for most SME acquirers is the accountancy profession. Accountants see owners' financials, their tax planning, and their retirement horizon — they often know a business will sell before the owner has fully admitted it to themselves. A specific, standing brief with two or three accountancy firms in your sector will out-produce any number of broker registrations.
Direct and proprietary outreach is where disciplined acquirers find their best deals — and it is the subject of the next section, because it is the channel that changes your position from bidder to sole conversation.
Proprietary deal flow means acquisition opportunities you have generated yourself, that are not being marketed to anyone else. It is the difference between competing for a business and being the only buyer at the table. When you are the only conversation, you can move at the owner's pace, structure the deal to suit both sides, and pay a price the accounts — not an auction — justify.
Building it is systematic, not lucky. You are constructing a buyer universe in reverse: instead of a seller identifying likely buyers, you identify likely sellers before they have decided to sell, and you begin a relationship early.
Use Companies House, sector directories, trade bodies, and filed accounts to compile every business that matches your brief. For a UK long-list, filed accounts give you turnover bands, employee counts, and director ages — the raw signals of both fit and readiness.
Rank the long-list by strategic fit, then by signals that an owner may be open to a conversation: an ageing founder, no obvious succession, flat recent growth, or a sector consolidating around them.
Reach the owner with a specific, personal, credible message — not a mass mailshot. The goal of the first contact is a conversation, not a deal. Most say no; a proprietary process lives on the few who say "not now, but talk to me next year."
Keep in touch with the maybes. Owners' circumstances change — health, family, a bad year, a partner wanting out. The buyer who has been in polite contact for eighteen months is the one who gets the call when the moment arrives.
This is unglamorous work, and it is precisely why most acquirers skip it and pay auction prices instead. But proprietary flow is durable: once you have a scored long-list and a nurturing habit, it produces opportunities year after year, and it is the foundation of any serious buy-and-build. If a repeatable acquisition programme is your aim, this is the engine that feeds it — see grow by acquisition for how the wider strategy is built around it.
Do not confuse proprietary outreach with a spray of impersonal emails. Owners can tell the difference in one line, and a generic approach burns the relationship permanently — you rarely get a second first impression. Fewer, better, genuinely tailored approaches beat volume every time in origination.
Origination produces more prospects than you can pursue, so the skill that saves you most is fast, honest qualification: killing the wrong targets early and concentrating on the right ones. You are not doing full diligence here — that comes later, and is covered in the acquisition due diligence checklist. You are deciding, in an afternoon, whether a target is worth serious time.
Qualify across three lenses.
Financial signals. Is the revenue real and repeatable, or a few big projects dressed up as a run-rate? Are margins stable? Is the reported profit distorted by owner-specific costs — a founder's salary, a family member on the payroll, a car — that a buyer would strip out? You are not valuing the business yet; you are checking that the numbers are the kind that survive scrutiny.
Strategic signals. Does it still fit the brief now you can see inside it? Are the synergies you imagined actually there, or did they evaporate on contact with reality? Is the owner's reason for a possible sale one you can work with — retirement and succession are clean; a business in quiet decline that the owner wants out of is a very different proposition.
Intangible-asset signals. This is the lens most buyers miss, and the one that most often decides whether a target is under- or over-valued. The accounts show tangible assets and last year's profit. They do not show the brand, the customer relationships, the proprietary process, the data, or the registered intellectual property — the intangibles that actually produce the earnings, and that a set of SME accounts almost always understates.
A business "worth about four times earnings" on a broker's teaser might hold a registered methodology, a decade of customer data, long-dated contracts, and a brand that dominates its niche — none of which appears as an asset on its balance sheet. Two targets with identical profit can be worth very different amounts once you can see what each actually owns. The lens for reading this is The Opagio 12: twelve intangible value drivers that determine the hidden value in a business. Run a candidate quickly against them and the questions that matter surface at once.
| Opagio 12 driver | The qualifying question | What it tells you |
|---|---|---|
| Brand & Reputation | Does the brand transfer, or walk out with the founder? | Whether you are buying an asset or renting a person |
| Customer Capital | Contracts, concentration, churn — how real is the revenue? | The quality of the earnings you would underwrite |
| Technology & Content/IP | Is the tech and IP owned outright, with clean title? | What you actually acquire versus what is licensed |
| Organisational Capital | Are the processes documented, so it runs without the owner? | Whether it is integratable, and how fast |
| Human Capital | Who must you retain, and how hard will that be? | The key-person risk behind the profit |
A target that scores well here — a transferable brand, contracted and diversified revenue, owned IP, documented processes — is one whose real value the accounts understate, and where a disciplined buyer can pay a fair price and still be buying below intrinsic worth. A target that scores badly — value that walks out with the founder, concentrated revenue, licensed technology, everything in the owner's head — is one where the headline multiple flatters a fragile business. Seeing this early, at the qualification stage, tells you where to spend your diligence budget and where to walk away before you have spent anything.
Opagio Intangibles applies this lens to a real target. It identifies and classifies a business's intangible assets across The Opagio 12, values them with recognised methods, and produces a Value Drivers Register and a Normalised P&L — so you can see the value the accounts miss and the risks a competitive process hides, before you commit to a price. See a target's intangibles before you pay for them — book a demo of Opagio Intangibles.
The approach is where many first-time acquirers lose a good target through impatience. An owner who has spent twenty years building a business is not selling a used car; they are contemplating handing over their life's work, their staff, and their reputation. Treat the first contact as the start of a relationship, not the opening of a negotiation.
Keep the first approach short, specific, and human. Say who you are, why you are credible, and why this business specifically caught your attention — a mass "I buy companies" message reads as exactly that and gets deleted. Ask for a conversation, not for their numbers. And be honest about your intentions: owners talk to each other, and a reputation for straight dealing is an origination asset in its own right, opening doors that a sharper reputation closes.
When the conversation warms, three documents structure what follows, and getting their sequence right protects both sides.
| Document | What it is | When it appears |
|---|---|---|
| NDA | A mutual confidentiality agreement so information can be shared safely | Before any sensitive detail changes hands |
| Teaser | A short, often anonymous summary that lets a buyer decide whether to engage | Early, sometimes before the NDA (broker-marketed deals) |
| Information memorandum | The detailed pack on the business — financials, operations, customers | After the NDA, to a qualified, interested buyer |
The non-disclosure agreement comes first: no owner should share real financials, customer names, or trade secrets without one, and no serious buyer should ask them to. In a broker-run process the teaser usually comes before the NDA — an anonymised one-pager that lets you decide whether the business is worth pursuing before either side commits. The information memorandum is the fuller pack that follows, once you have signed the NDA and shown you are a genuine, qualified buyer.
In a proprietary approach you often have none of these at the start — which is the point. There is no teaser because the business is not being marketed, and no information memorandum because no adviser has written one. You are building the picture yourself, from a relationship, which is slower but leaves you far better informed than a buyer handed a polished pack designed to present the business in its best light.
An operator spent a year on a scored long-list of twenty targets in an adjacent sector. Nineteen said no or not now. The twentieth — an owner two years from retirement with no succession plan — agreed to talk. Eighteen months of patient contact later, they transacted off-market, with no competing bidder, at a price the accounts supported. The intangible review at qualification had already flagged the target's real value: a registered process and a decade of contracted customer relationships the balance sheet never showed.
Finding a business to buy is not about waiting for the right deal to arrive. It is about deciding precisely what you want, working every channel — brokers for volume, networks for warm introductions, and above all your own proprietary outreach for the deals no one else sees — and qualifying hard so your time goes only to the targets that fit. The acquirers who win consistently are the ones who source their own opportunities and can read a target's real, intangible-weighted value before they ever sit down to negotiate.
If you are building a repeatable acquisition programme, start with the full buy-a-business hub and grow by acquisition. When a target reaches the point of serious evaluation, work the acquisition due diligence checklist, and to see a real target's intangibles the accounts miss, book a demo of Opagio Intangibles. If you want to understand the diligence lens in more depth first, see how Opagio Intangibles reads what a business actually owns.
For the common questions buyers ask at this stage, see how to find a business to buy.
Ivan Gowan is Founder and CEO of Opagio. He spent twenty-five years in fintech, including at IG Group, before building Opagio to help operators see and evidence the intangible value in the businesses they buy and build. Meet the team.
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