Case Study
Navigating a business sale: Primal Space’s experience with Jamieson Law
From growth to exit: A founder’s perspective
When Blair launched his digital agency, Primal Space, his focus was clear – growth. Like many founders, he was driven by the challenge of scaling a business, securing new clients, and creating a sustainable company. But as the years went on, the business landscape shifted. The impact of COVID-19, changing client needs, and evolving market conditions led him to start thinking about the next phase.
“The decision to sell wasn’t something that happened overnight,” Blair recalls. “COVID was a big catalyst. Our clients were struggling, and we had to reassess what the future of the agency looked like. We realised that if we wanted to take the business to the next stage, it would require significant investment and a new strategic direction.”
Blair and his team spent two years preparing the business for sale; tightening costs, increasing profitability, and ensuring the business was as attractive as possible to potential buyers. But, as many founders find, securing a buyer and navigating the sale process was a challenge in itself.
Why a broker made all the difference
Rather than attempting to sell the business alone, Blair decided to bring in an expert. “We reached out to about 20 brokers across the UK and had video calls with several of them,” he says. “In the end, we chose Chris from Morton Christie, and it was the right decision, he delivered.”
A business broker can be a game-changer in finding the right buyer and structuring the deal. The broker’s role was to market the business, filter through enquiries, and ensure Blair was only engaging with serious buyers. After a year of discussions, he secured multiple offers and eventually found the right acquirer.
The sale process had its complexities. “With multiple moving parts involved, the timeline stretched longer than we initially anticipated. The whole process ended up taking five months from inquiry to completion. For a small business, that felt like a long time.”
There were inevitable delays along the way, including due diligence requirements we hadn’t anticipated. Blair recalls, “We learnt quickly that providing we stayed on top of the enquiries and approached the process with pragmatism and patience, we’d get the outcome we wanted.”
The legal challenges of selling a business
A few months into negotiations, Blair’s broker advised him to bring in legal support. That’s when he turned to Jamieson Law.
“We wanted a firm that understood the Scottish market but could also handle cross-border transactions, as the buyer was based in England,” Blair explains. “From my first call with Babs, it was clear she had the experience we needed. She was straight-talking, commercially minded, and didn’t overcomplicate things. That was really important to us.”
Selling a business involves a lot of legal work; due diligence, contract negotiations, compliance checks, and structuring the deal to protect the seller’s interests. Blair found that while the legal side of the process was complex, it was also one of the smoother aspects of the sale.
“There was a bit of back and forth, but Babs and the team knew exactly what to push back on,” he says. “The buyer was flexible, and we were able to make all the necessary changes without much resistance.”
One of the biggest wins was completing the deal before anticipated tax changes. “There was a lot of uncertainty around capital gains tax, and if we had missed the deadline, we would have been looking at extra tax liabilities that would have eaten into our profitability. Babs was instrumental in getting the deal over the line before that deadline. That alone made a massive difference to the outcome.”
Babs Neilan, Founding Partner at Jamieson Law, explains, “Timing is critical in any business sale. There are always moving parts, whether that’s tax changes, financing delays, or regulatory considerations. Our role is to ensure that our clients are protected, that the deal works for them, and that they avoid unnecessary costs or risks.”
Key learnings from the sale
Blair’s experience taught him some valuable lessons about selling a business. For other founders considering an exit, he offers the following advice:
- Start preparing early. “Selling a business isn’t something you can do overnight. We spent two years increasing profitability before we even looked for a buyer. The stronger your financials, the better your position when negotiating.”
- Work with professionals. “A broker and a good lawyer make a huge difference. It’s tempting to cut costs, but having the right people in place can save you thousands and reduce stress.”
- Expect a long process. “Even for a small business, due diligence is intensive. The buyer had a standard process that wasn’t really proportionate to our size. If I did it again, I’d probably wait until the business was bigger to justify the effort involved.”
- Have a clear exit strategy. “For the first six years, we had no plan beyond running the business. If I were doing it again, I’d have an exit strategy from day one.”
Would Blair use a broker again?
Despite initial scepticism from some of his peers, Blair is convinced that using a broker was the right decision. “We couldn’t have sold the business without one. The broker handled enquiries, protected our confidentiality, and ensured we found the right buyer. The fee was well worth it for the value he added.”
Blair’s experience highlights the importance of choosing the right advisors. From finding a broker who understood the market to working with legal experts who ensured a smooth transaction, every decision contributed to the success of the sale.
What’s next?
With the sale now complete, Blair has fully stepped away from the business and is focusing on new ventures in property development. “It’s a completely different challenge, but I’m taking the lessons from this experience with me,” he says.
His final piece of advice for other founders?
“Have a plan, surround yourself with the right people, and when you’re in the sale process, a pragmatic mindset goes a long way. The right legal and financial support makes all the difference, having people in your corner provides so much peace of mind.”
Final thoughts from Jamieson Law
Selling a business is often one of the biggest financial transactions a founder will ever undertake. It’s about more than just finding a buyer, it’s about structuring a deal that aligns with your goals, protects your interests, and ensures a smooth transition.
Babs Neilan sums it up: “We see too many business owners rushing into a sale without the right legal protections in place. The best thing you can do is get advice early. Whether it’s tightening up contracts, preparing for due diligence, or structuring the deal correctly, good legal preparation can be the difference between a successful exit and a stressful one.”
At Jamieson Law, we work with business owners to navigate every stage of the sale process, ensuring they walk away with the best possible outcome. If you’re thinking about selling your business, we’d love to chat, get in touch for a free discovery call.
Thinking about selling your business? Jamieson Law specialises in guiding businesses through acquisitions and exits, ensuring you’re protected every step of the way.
Contact us today to see how we can help.