Preparing for a FinTech exit: how to protect value and keep your options open

29 Jan 2026

For many UK FinTech leaders, an exit isn’t a single moment in time. It’s the result of hundreds of decisions made along the way; about your product, your controls, your reporting, your team, and the way you run the business.

And while the headline might be “selling the company”, the reality is more nuanced. Most successful exits are about optional choices:

  • When you exit
  • Who you exit to (strategic buyer, private equity, industry consolidator)
  • What you sell (the whole business, a division, a majority stake)
  • How you structure the deal (cash vs earn-out, partial exit vs full sale)

If you want that flexibility (and you want to protect the valuation you’ve worked hard to build), exit readiness is not a last-minute tidy-up. It’s a practical discipline you can start now.

In this article, we share the key areas buyers focus on when acquiring FinTech businesses, and what you can do to reduce friction, avoid unpleasant surprises in diligence, and present your business in the strongest possible light.

Exit readiness in FinTech: it’s about confidence, not just compliance

FinTech exits come with a unique level of scrutiny. Buyers will always care about revenue growth and margins, but in FinTech, they also look hard at the things that sit behind the numbers:

  • The quality of your controls and governance
  • The resilience of your operating model
  • The credibility of your regulatory approach (even if you’re not “fully regulated”)
  • The strength of your data, systems, and reporting
  • The stability of your customer base and commercial model
  • The depth and retention of your team

In other words, the questions aren’t just: “Is this business growing?” They’re:

“Is this a business we can own with confidence?”
“Can it scale without risk scaling faster than revenue?”
“How repeatable is performance and how defensible is the proposition?”

That’s why exit readiness is best thought of as two things:

  • Value protection: reducing the issues that can lead to price chips, delays, or deal fatigue
  • Value proof: giving buyers the evidence they need to pay for the upside

1) Start with your equity story: clarity wins deals

Before a buyer starts testing your numbers, they are deciding whether they believe your story. A strong equity story is not marketing language. It’s a clear, defensible explanation of:

  • What you do (in plain English)
  • Who you serve and why customers choose you
  • What’s genuinely differentiated (not just “better user experience ”)
  • Why you’re winning now and why you’ll keep winning
  • What’s scalable and what’s proven

In the best exit processes, the narrative and the numbers reinforce each other. When they don’t, buyers start to look for risk. A useful test is this: If two different people in your leadership team described the business, would they tell the same story, using the same definitions and metrics? If not, alignment is one of the highest-leverage things you can fix early.

2) Financial readiness: buyers pay for earnings quality, not just growth

High growth is important but buyers increasingly focus on the quality and repeatability of that growth. That begins with financial readiness. The goal is simple: your numbers should stand up to scrutiny without heavy explanation or rework. That means:

A clean and credible close process

  • Monthly reporting that is timely and consistent
  • Clear ownership and accountability
  • A reliable route from management accounts to statutory reporting
  • A finance function that can respond quickly when questions come in

Transparent earnings and adjustments

Buyers will look carefully at:

  • EBITDA and margin bridge
  • One-offs and exceptional items
  • “Run rate” assumptions
  • Any add-backs (and whether they’re truly defensible)
  • The relationship between earnings and cash generation, including working capital movements and cash conversion

If your underlying performance is strong, clarity helps you keep it. If performance is volatile, clarity helps you explain it. Tax is also a key part of earnings quality and deal value. We explore this in more detail in our article on deal-ready tax strategy for CFOs, including the tax issues that most commonly arise in mergers, acquisitions and disposals.

A flexible model that holds under pressure

Exit processes rarely happen in perfect market conditions. Your forecasts should show you’ve thought through:

  • Customer churn and retention scenarios
  • Volume vs price sensitivities
  • Product mix changes
  • Cost base flexibility and key investments

A buyer doesn’t need you to be perfect. They need you to be credible.

3) KPIs, systems and data: decision-grade reporting builds trust

In FinTech, buyers don’t just look at your financial statements. They look at the operational engine behind them. They want confidence that:

  • KPIs are defined consistently
  • Data is accurate and traceable
  • Reporting is repeatable
  • Decisions are made based on the same “source of truth”

This is often where high-growth businesses are most exposed; not because the business isn’t strong, but because the reporting infrastructure hasn’t caught up to the pace of scale. A strong KPI framework should include the metrics that matter to your model, such as:

  • Revenue quality (recurring vs transactional, churn, retention, expansion)
  • Unit economics (CAC, payback period, contribution margin)
  • Customer concentration and contract structure
  • Operational performance indicators
  • Where relevant: risk, fraud, and financial crime-related measures

Even where the business model is complex (platforms, partnerships, revenue shares), buyers tend to ask for one thing: “Can you show us a clean, consistent, evidence-based view of performance?” If you can, diligence becomes faster and far less disruptive.

4) Legal, compliance and governance: your licence to scale (and sell)

Governance is one of those topics that can feel like “overhead” when you’re building quickly. But in a transaction, governance becomes something different: it’s a proxy for how controllable and investable the business is. Buyers look at governance not because they love paperwork but because they want to know whether risk is understood, managed, and owned. That includes:

  • Legal structure and corporate housekeeping
  • Board packs and minutes that evidence suitable risk management
  • Contract management and approval processes
  • Policy ownership and accountability
  • A clear view of regulatory responsibilities

This scrutiny often extends to tax governance and structuring, particularly where group structures, international operations or historic decisions come into play. Our article on deal-ready tax strategy outlines what buyers typically focus on and how CFOs can prepare.

For FinTechs specifically, though, the questions often come down to:

  • Is compliance mature and embedded, or informal and founder-led?
  • Are regulatory expectations understood and documented?
  • Is risk management proportionate to the scale of activity?

Where businesses handle sensitive data, payments, regulated activities or customer funds, this scrutiny is deeper and it typically starts early in the buyer’s diligence process.

5) Risk management: identify value risks before your buyer does

Every transaction has issues. The challenge is whether they appear late (when everyone is tired and leverage is lower) or early, when they can be managed calmly and commercially. The highest-impact “value risks” we frequently see include:

Customer concentration and reliance on key relationships

In FinTech, growth is often driven by a handful of high-value enterprise contracts, a strategic distribution partner, or even a single banking or platform relationship. That can still be a very strong and scalable business model but in an exit process, buyers will naturally test how dependent the business is on those relationships. They’ll want to understand the risk around renewals, your pricing power, and, ultimately, how durable those partnerships are over the long term.

Key person dependency

Founders and early leadership teams are often central to product and growth. But if critical knowledge or customer relationships sit with one or two people, buyers will price that risk in.

Cyber, fraud and control environment

Even when a FinTech has a compelling product and strong commercial momentum, buyers will still want confidence that the business is secure, well-controlled and resilient. That means having robust security controls in place, clear incident response plans, effective fraud monitoring and detection, and an operational model that can continue to perform reliably as the business scales.

IP ownership and protection

It sounds obvious, but ownership of intellectual property is still a common pressure point in due diligence, particularly for fast-growing FinTechs. Buyers will want clear evidence that developer contracts are in order, IP has been properly assigned to the business, the use of third-party code is understood and well governed, and ownership is unambiguous across jurisdictions. The best time to address these issues is early, before they create uncertainty or become negotiation points late in the deal process.

6) Your growth story: prove operating leverage, not just ambition

Buyers love upside, but they pay for it when it’s backed by evidence. In today’s market, the most valued FinTech businesses are often those that can show:

  • Repeatable acquisition and retention
  • Improving unit economics
  • Credible expansion pathways
  • Operating leverage (growth outpacing cost growth over time)

Your growth story should clearly show:

  • What’s already proven
  • What’s in progress
  • What’s still a strategic bet

When this is backed by data and well-constructed forecasts, it strengthens the negotiation position and can reduce the need for aggressive earn-outs.

7) Talent and culture: buyers back teams that can scale under pressure

At exit stage, a buyer is not only buying a product. They’re buying a team and an operating cadence. They will want to understand:

  • Depth of leadership beyond founders
  • Retention risk and succession planning
  • Whether the organisation can operate through change
  • The “how” behind delivery (not just the “what”)

This matters in FinTech because life after a deal is rarely static. There’s often systems integration to manage, governance to strengthen, commercial terms to renegotiate with partners, and product roadmaps to deliver under new priorities. If you can demonstrate a stable leadership team, a strong culture, and a disciplined rhythm of execution, you significantly increase buyer confidence in what the business can achieve next.

8) Transaction readiness: reduce friction and protect value

Exit readiness is not just about being “in good shape”. It’s about being ready for the process, which is often intense, compressed, and distracting. Practical transaction readiness includes:

A buyer-ready information pack

  • Clear financial history and bridge analysis
  • A robust KPI pack with consistent definitions
  • Customer analysis, contracts, concentration and churn
  • Key risks flagged with mitigation plans
  • A clean view of working capital and cash generation

Vendor assist / vendor due diligence support

A well-run vendor process can help you:

  • Identify issues early
  • Validate the “normalisations” in earnings and breakdown other deal-specific nuances
  • Reduce the number of buyer queries
  • Keep management focused on running the business
  • Shorten timetables and reduce deal fatigue

Ultimately, the goal is to keep the process controlled, reduce surprises, and protect negotiating leverage. Taking a proactive approach to tax is often central to avoiding late-stage surprises. We cover the most common tax diligence issues and how to address them ahead of a transaction in our deal-ready tax strategy article.

9) Buyer strategy: protect optionality and keep control of the timeline

Even if you’re not actively preparing to sell, it’s still worth understanding what different types of buyers will value, because it helps you shape the business in a way that preserves choice.

Strategic buyers are often looking for distribution synergies, opportunities for product expansion, strong regulatory capability, and a platform that integrates well with their existing infrastructure. They’ll also focus on how well your customer base fits their wider proposition.

Private equity buyers, on the other hand, typically place greater weight on the quality of earnings, evidence of operating leverage, and a business model that is scalable and repeatable. They’ll also look for clear levers for value creation and a management team that can execute a credible growth plan.

Preparing for a range of buyer types keeps your options open and reduces the risk of becoming dependent on one route, one timeline, or one narrative.

A practical checklist: 7 things to do now if an exit is on your horizon

If you do nothing else, these actions will put you in a stronger position:

  1. Align your equity story across leadership and reporting
  2. Strengthen earnings clarity (EBITDA bridge, normalisations, run-rate logic)
  3. Define your KPI set and ensure consistent definitions and data sources
  4. Stress-test your forecast model and document key assumptions
  5. Review governance and compliance maturity (proportionate, evidenced, owned)
  6. Identify buyer-facing risks early and build mitigation plans before diligence starts
  7. Prepare a transaction-ready data pack so you control the narrative and pace

How HaysMac can help

Preparing for an exit is one of the most important, and time-pressured, moments in a FinTech’s journey. HaysMac’s Transaction Services team supports FinTech businesses and their shareholders to approach a sale process with clarity and confidence. From exit readiness and vendor assist through to deal support and completion, we help you:

  • Protect value by identifying issues early
  • Evidence performance and earnings quality
  • Reduce disruption and speed up the process
  • Support negotiations with data-led insight

If you’re considering your next step – even if you’re 12-24 months away – we’d be happy to share what buyers are focusing on right now, and what “good” looks like for a FinTech exit.

Get in touch to arrange an initial exit readiness discussion.