Business Valuation and M&A Advisory in Paris

Business Valuation, Growth Strategy and M&A — Hayot Expertise Paris#

Planning to sell your company, make a strategic acquisition or raise capital? Business valuation and M&A advisory are high-stakes financial and tax operations where every decision matters. Hayot Expertise, based at 58 rue de Monceau (Paris 8), has spent over 10 years supporting SME and mid-cap owners through external growth projects, business transfers and capital raises. Our approach combines financial rigour, tax expertise and a qualified partner network (business lawyers, private equity funds, investment banks) to secure every stage of your transaction.

Business valuation means determining the economic value of a company at a given point in time, using several complementary methodologies. It is essential in many situations:

• Full or partial disposal: to set an objective, defensible sale price against the buyer
• Family transfer: to value shares within a gift or inheritance, and optimise transfer duties with the Dutreil regime
• Entry of a new partner: to determine the entry price and avoid any undervaluation risk challenged by the tax authority
• Fundraising: to negotiate from a position of strength with investors (business angels, VC funds)
• Management packages: to set the exercise price of BSPCEs or free shares at fair market value
• Tax or legal disputes: to produce a report that can withstand scrutiny from tax authorities or courts

Discounted Cash Flow (DCF)#

DCF discounts projected free cash flows over 5 to 7 years, adding a terminal value. It is the reference method for growth SMEs with sufficient forward visibility (>12 months backlog). It requires a solid business plan and defensible discount-rate assumptions (WACC).

Comparable multiples#

We apply EBITDA or revenue multiples drawn from recent transactions in your sector. For example, an IT services SME typically trades at 6 to 10 times normalised EBITDA in 2026. For a SaaS startup, an ARR multiple is often more relevant (3 to 8× ARR depending on growth rate).

Net asset value (ANC)#

ANC values the company based on its restated assets (properties, business goodwill, patents, trademarks) less debt. This method is preferred for wealth-holding companies, property vehicles (SCI) or low-profitability structures with high asset values.

Summary table of methods#

Sell-side engagement#

Selling a company must be prepared at least 12 to 18 months in advance. Our mandate covers:

• Vendor Due Diligence: preventive audit to identify and resolve friction points before the buyer discovers them (tax, employment, contractual risks)
• EBITDA normalisation: restatement of non-recurring items (above-market owner remuneration, personal expenses, non-arm's-length rents) to present a representative EBITDA
• Information Memorandum: drafting of the financial and strategic presentation (pitch deck, financial model)
• Competitive process: confidential approach to 5–15 qualified candidates to create competition and maximise price
• LOI negotiation: letter of intent, conditions precedent, exclusivity period
• Asset and liability warranty (GAP): negotiation of amounts, caps and duration
• Tax optimisation of the capital gain: contribution-exchange (Article 150-0 B ter), Dutreil regime, acquisition holding

Buy-side engagement#

• Financial modelling: acquisition business plan, synergy projections, financing plan (senior debt, mezzanine, LBO)
• Due diligences: financial, tax, employment and legal to identify risks before signing
• Acquisition structuring: choice between business assets, share acquisition or merger depending on tax implications
• Financing: preparation of bank files, search for co-investors, negotiation of credit terms
• Post-acquisition: integration of accounting systems and reporting, payroll harmonisation

Disposing of a French SME generates a capital gain on securities subject to the flat tax (PFU) of 30% (12.8% income tax + 17.2% social contributions). On a €2M disposal with an initial cost of €100K, the €1.9M gain generates €570,000 in tax. Several mechanisms can significantly reduce this:

Contribution-exchange (Article 150-0 B ter CGI)#

Before the disposal, you contribute your shares to a holding company you control. The holding then sells the shares. The capital gain is deferred as long as the holding reinvests at least 60% of the proceeds in eligible assets within 2 years. The deferral can be maintained indefinitely through successive reinvestments.

Dutreil regime (family transfer)#

On a family transfer (gift to your children before disposal), the Dutreil regime provides a 75% abatement on the taxable value of shares. On a €2M company, gift duty falls from ~€200,000 to ~€50,000.

Retirement abatement (Article 150-0 D ter CGI)#

If you dispose within 2 years of retirement, a fixed €500,000 abatement applies before the PFU. Tax saving: €150,000.

• Underestimating preparation: a company with poor accounts, informal contracts or latent employment risks trades 20–30% below its intrinsic value
• Launching without a valuation: accepting the first offer without a counter-proposal backed by an independent valuation report is an expensive mistake
• Ignoring tax structuring: the disposal structure must be anticipated at least 18 months before signing to benefit from contribution-exchange or Dutreil
• A poorly negotiated GAP: can turn a successful disposal into a lengthy and costly dispute
• No competitive process: selling to a single candidate without competition invariably caps the sale price

• Multidisciplinary expertise: accounting, tax and financial advice in a single point of contact
• Qualified network: M&A lawyers, mid-market investment banks, PE funds targeting French SMEs (€1M–€50M)
• Bespoke approach: no industrialised process — each transaction receives the attention its complexity deserves
• Paris 8: our location at the heart of the Parisian business district places us at the centre of the French financial and legal ecosystem
• Strict confidentiality: all M&A mandates are governed by NDAs from day one