Transitional Services Agreement (TSA)

A 100-day plan is the structured programme an acquirer follows in the first roughly three months after completing an acquisition to stabilise the business and begin realising the value it paid for. It sequences the priorities: securing the key people and customers, communicating with staff, connecting essential systems and controls, and starting on the synergies that justified the deal — without disrupting what already works.

A change of control occurs when ownership of a company passes to a new party, as it does on an acquisition. The term matters in M&A because many of a business's contracts contain change-of-control clauses that are triggered by the sale: a customer or supplier contract, a lease, a licence or a loan may allow the other party to renegotiate or terminate if the company changes hands.

The accumulated knowledge, processes, systems, and culture that enable a firm to operate effectively. Organisational capital includes management practices, internal processes, proprietary methodologies, quality systems, and the institutional knowledge that persists beyond individual employees.

The Opagio 12 is Opagio's framework of twelve intangible value drivers that determine a company's hidden enterprise value: Brand & Reputation, Customer Capital, Technology & Innovation, Data & Intelligence, Network Effects & Platforms, Human Capital, Organisational Capital, Ecosystem & Partnerships, Content & IP, Regulatory & Compliance, Switching Costs & Lock-In, and Culture & Ways of Working. Because roughly nine-tenths of a modern private company's value sits in intangible assets, and most of it never appears on the balance sheet, a buyer effectively prices a business through these drivers whether they name them or not.

The practice of designing and optimising input instructions (prompts) to elicit desired outputs from large language models and other generative AI systems. Effective prompt engineering can significantly improve AI output quality and consistency, and documented prompt libraries are emerging as a form of organisational knowledge capital.

A classification framework for intangible investment developed by economists Carol Corrado, Charles Hulten, and Daniel Sichel. The CHS framework identifies three broad categories of intangible capital: computerised information (software, databases), innovative property (R&D, design, new products), and economic competencies (brand equity, organisational capital, firm-specific training).

The intangible value embedded in an organisation's systems, processes, policies, databases, and intellectual property that remains after employees leave. Structural capital is a subset of intellectual capital and represents the codified knowledge infrastructure that enables repeatable, scalable operations.

The skills, knowledge, and expertise that are uniquely valuable within a specific organisation and less transferable to other employers. Firm-specific human capital is a critical intangible asset that grows through on-the-job training, institutional learning, and experience with proprietary systems and processes.

How to Buy a Business: Grow by Acquisition

The buy-side hub: finding, diligencing, financing and integrating an acquisition.

What is a 100-day plan?

A 100-day plan is the structured programme an acquirer follows in the first roughly three months after completion to stabilise the business, retain its people and customers, and begin realising the synergies that justified the deal.

What is acquisition due diligence?

Acquisition due diligence is the structured verification of what you are buying — financial, legal, commercial, tax, people and, crucially, the intangible assets that make up most of the value — before you commit.

How do I buy a business?

Define your acquisition thesis, build a target list, approach owners, agree heads of terms, run due diligence, finance and structure the deal, then complete and integrate it with a 100-day plan.