Supporting Wheatley Software Solutions (“Wheatley”) through a smooth leadership transition and successful shareholder exit

“Jack, Becky, and Stewart provided outstanding support throughout the sale of Wheatley Software Solutions. Their calm, patient, and highly organised approach made a potentially daunting process feel entirely manageable. Their strategic guidance gave me confidence at every stage, and their ability to present a compelling narrative through the numbers was remarkable. I felt supported and empowered from beginning to end – I couldn’t have asked for better advisers.”
— Jeremy Goulding, Shareholder and Former CEO, Wheatley Software Solutions

The Situation

Wheatley Software Solutions provides mission‑critical compliance and regulatory software to major UK energy companies – a sector where buyers value recurring revenue, high switching costs, and long‑term embedded relationships.

When the company received several unsolicited approaches, the shareholders wanted to understand whether these offers represented fair value. They needed advisers with deep expertise, strong international reach, and a proven track record of completing transactions with large global acquirers. Their priority was simple: to maximise value while ensuring a smooth leadership transition and strong cultural alignment with the incoming acquirer.

Our Approach

As lead sell‑side advisers, we provided critical and comprehensive support across each stage of the process, including:

• Positioning the business to maximise value: Rebuilt the financial narrative to emphasise the resilience of Wheatley’s recurring revenue model, long‑term contract base, and regulatory tailwinds. Identified and articulated key commercial value drivers that buyers often overlook, including customer stickiness, product modularity, and opportunities for cross‑sell within the energy sector.

• Creating global competitive tension: Mapped and engaged a targeted global buyer set, including North American consolidators, specialist software investors, and UK/European strategic acquirers. Introduced Wheatley to several buyers they had never previously engaged with, generating seven competitive bids and significantly increasing valuation tension.

• Managing a fully‑coordinated process: Led all negotiations, financial analysis, Q&A workstreams, and buyer communications, ensuring management could remain focused on the business. Controlled the timetable and bidders to maintain competitive pressure and preserve negotiating leverage.

• Improving shareholder outcomes: Negotiated enhanced commercial terms, optimising the structure and risk allocation while protecting the shareholders’ long‑term interests. Delivered detailed tax structuring advice to maximise post‑tax proceeds.

The Result

We completed the sale of Wheatley Software Solutions to Jonas Software, a highly credible international acquirer with deep sector experience.
The shareholders achieved an excellent valuation and a well‑negotiated set of terms that protected their interests while ensuring a strong long‑term home for the business.