The illustrative proposal is a sale of 100% of shares, including trading assets, goodwill and records, subject to agreed exclusions and definitive documentation. No price, valuation or financing commitment is provided.

Cash, debt, working capital and deferred income require transaction-specific definitions and completion treatment. No cash-free/debt-free assumption in this sample should be taken as an agreed mechanism. Founder handover of up to six months would be separately agreed.

This document is a fictional example of Sale Prospectus document preparation. It is not an invitation to acquire this business. Enquiries about the preparation service may be directed to hello@saleprospectus.co.uk.

Planned maintenance represents £1,225,000, or 50%, of FY2026 revenue. The service consists of scheduled commercial electrical and building-services maintenance, billed monthly under annual or multi-year site agreements. Its illustrative gross margin is 45%.

Reactive and follow-on repairs represent £735,000, or 30%, of revenue. They arise from inspections and service calls but require separate customer orders. Installation projects contribute £490,000, or 20%. Both categories have an illustrative 35% gross margin. The weighted service margins reconcile to the overall 40% gross margin.

Pricing is reviewed annually for contracts and individually for installation quotations. No exclusive rights, proprietary technology or protected territory is assumed. Maintenance is relatively even through the year; project scheduling creates monthly variability.

The fictional business has 80 active customers. Customer A contributes £343,000 (14%); B £245,000 (10%); C £196,000 (8%); D £147,000 (6%); and E £122,500 (5%). The remaining 75 customers contribute £1,396,500 (57%). All concentration figures relate to the year ended 31 March 2026.

Written maintenance agreements account for £1,225,000 of historical revenue, separate from £735,000 of repeat-order work and £490,000 of projects. Twenty agreements cover 60 sites. Contract value, future receipts and historical revenue are not interchangeable.

Illustrative agreement expiries include Customer A in March 2028, Customer B in September 2027 and Customer C in March 2027. Ninety-day termination provisions and change-of-control requirements require review; customer continuity is not guaranteed by the presence of a contract.

At 30 September 2026, accepted installation orders total £360,000. A further £600,000 of unweighted quotations is a separate, uncommitted pipeline. No pipeline is added to historical revenue or normalised earnings.

There are 15 employees excluding owners: one operations manager, one contracts manager, nine qualified engineers, two apprentices and two administration/finance staff. Their combined annual employment cost is £640,000. The role costs are respectively £65,000, £60,000, £405,000, £50,000 and £60,000; each multi-person amount is a group total.

The founder approves estimates, manages selected commercial relationships and provides oversight. The operations and contracts managers run delivery, but the founder’s duties do not disappear after sale. FY2026 adjusted EBITDA therefore deducts £55,000 for an incremental commercial estimator/account manager.

The founder’s £80,000 FY2026 employment cost includes the salary, employer costs and pension charged to reported profit. No additional personal-benefit adjustment is assumed. Dividends are not a P&L expense and are not added back. The non-working shareholder receives no P&L remuneration.

Retention of the operations and contracts managers, practical handover and continuity of estimating are important. The illustrative six-month founder handover does not replace the ongoing management requirement.

The business operates from a fictional 2,400 sq ft third-party leased office and stores in Scotland’s Central Belt. Annual rent is £36,000, included in reported operating expenses and retained in adjusted earnings. Lease expiry is 31 March 2029, with a tenant break on 31 March 2028 subject to six months notice. No street address or real landlord is used.

No freehold is owned or included. Continuation of the lease and any required consent remain matters for transaction review. Relocation is potentially feasible but no saving is assumed.

Ten service vehicles and field equipment have a combined FY2026 net book value of £110,000, which is not an independent market valuation. Vehicle finance totals £60,000. Consumables stock is £45,000 and no work-in-progress asset is assumed.

The illustrative transaction includes company-owned trading material and records, subject to confirming ownership. Third-party software remains licensed; no real patent, trademark registration or domain is represented.

Three complete historical years are presented below. All figures are fictional and simulate statutory results; they are not filed, audited or independently verified accounts. No forecasts or annualised figures are included.

Revenue increases from £1.8m in FY2024 to £2.45m in FY2026. Gross margin improves from 38% to 40%, while reported EBITDA increases from £194,000 to £258,000. The approved adjustment schedule reconciles reported earnings to maintainable earnings, including the cost of replacing the founder’s continuing commercial duties.

Ongoing marketing expenditure and third-party premises rent remain operating costs. Neither has been added back. The appendix contains the complete three-year results, approved adjustments and the latest-year balance sheet.

Potential growth comes from adding maintenance sites within existing relationships and improving scheduling. An illustrative £35,000 initial capacity investment and an additional engineer would be needed for the first route; recurring payroll must be budgeted separately. A £15,000 process review and training project illustrates the second route. Neither opportunity is contracted or included in historical earnings adjustments.

Material dependencies include founder commercial involvement, retention of two managers, recruitment of skilled engineers and the 14% largest customer concentration. Contract change-of-control terms may require consent. Project income also creates monthly variability.

No independent market sizing, valuation uplift or assured growth rate is claimed. No legal disputes are assumed, but the fictional scenario cannot substitute for real due diligence.