Richard Holt is 62. Twenty-eight years ago he founded Holt Precision Engineering, a specialist manufacturer supplying the aerospace and automotive supply chains. The business now turns over £14 million with EBITDA of £2.3 million, and Richard believes it is worth £20 million. He owns 100% of the shares through a holding structure that has not been tidied up since a reorganisation in the early 2000s, and both of his adult children work in the business: Tom, 29, runs operations after eight years there, and Sophie, 27, leads client relations after three. He has not yet asked either of them whether they want the business to remain part of their future.

Two live approaches sit on the table — a mid-market private equity house wanting to use Holt as a platform for a roll-up of smaller precision manufacturers, and a trade buyer, a larger listed engineering group, seeking an outright acquisition for capacity and customer access. Both have come in below Richard's expected valuation.

This composite scenario, discussed on a recent episode of the HNW Advisor podcast, gave Chris Etherington, Private Client Partner at RSM, and Tom Vernon, Head of Private Clients at Sarasin & Partners, the chance to talk through how they would actually advise a client like Richard.

A familiar client, arriving at a familiar moment

Both guests agreed this is a client they see often, and increasingly so. Etherington pointed to sustained private equity appetite and a wave of clients "triggered by all the tax changes we've had over the last couple of years" into thinking seriously about succession — whether that means a third-party sale, a sale to management, a sale to family, or an employee ownership trust. Vernon added the wealth management perspective: business owners in their early 60s are typically still decades from the end of their planning horizon, which changes the calculus considerably. The fact that Richard's children are already in the business, he noted, "adds a family dynamic" that has to be managed alongside the financial one.

Structure before speed

Etherington's central message was that pre-sale planning works best years, not months, before a deal materialises — though it is "not impossible with an offer on the table." The single most important decision, he argued, is whether to use a trust, because business property relief allows a family trust to be funded far more tax-efficiently before a sale than after one. Beyond that, much of the advice is shaped by the moment: current uncertainty over capital gains tax rates means clients are focused on preserving flexibility rather than locking into a structure that could prove costly if rates move.

On the two live offers, Etherington drew a clear contrast: a trade sale tends to be a cleaner exit, generally taxed straightforwardly as a capital gain, while a private equity deal often involves an earn-out — proceeds paid over time depending on performance — which raises a genuine choice between paying tax upfront for certainty or deferring it and accepting the rate risk that comes with waiting.

What Richard actually needs, not just what he's offered

Vernon's contribution centred on cash flow planning: understanding what lifestyle Richard actually wants funded, rather than assuming every additional million on the valuation matters. Etherington agreed, warning against "leaving a bird in the hand" for an uncertain future deal, and both were emphatic that corporate finance advisers earn their fee helping founders separate ego from the real economics of a transaction. Vernon also flagged the risk of over-gifting: with a long life expectancy still ahead of him, Richard should think about a phased approach to passing wealth to the next generation rather than a single large transfer, keeping enough back to protect his own long-term security.

Both guests returned to the same point when asked what they would raise with Richard first: talk to the right advisers early, understand the road ahead for tax rates before reacting to it, and have the difficult family conversation about his children's roles sooner rather than later. As Etherington put it, echoing a familiar principle, "don't let the tax tail wag the dog." For a founder holding two imperfect offers and a business built over almost three decades, the message from both advisers was the same: slow down enough to work out what he actually needs, and let that — not the headline number — drive the decision.

Richard Holt and Holt Precision Engineering are a composite scenario, used for illustrative purposes only.