Introduction

Hilary Jones had run her insurance brokerage in Bristol for fourteen years when she received an offer that made her pause. £4.2 million for a business generating £850,000 in EBITDA - a roughly 5x multiple. Not bad, she thought. Until she spoke with another broker owner at an industry event three weeks later.

His business? Almost identical revenue, slightly lower EBITDA. His sale price? £7.8 million - just over 9x.

What made the difference wasn’t operational excellence or customer concentration or any of the usual suspects you read about in exit planning guides. The difference was a single word that appeared throughout his buyer’s acquisition thesis, repeated in board presentations and financing documents: platform.

Hilary's buyer saw her business as a bolt-on. His buyer saw a platform for building an empire.

The Conversation That Changes Everything

In late 2025, private equity firm BP Marsh wrote a £10 million cheque for just 10% of Oneglobal, a London-based insurance broker. Do the maths - that values the entire business at £100 million (post-transaction). For a broker in a market where MarshBerry reports most deals closing under £5 million, this represents a different universe of valuation.

The same month, JMG Group quietly acquired three family-run insurance brokers across the UK. Individual deal values weren’t disclosed, but industry sources suggest they fell into the £2-4 million range - respectable exits for the families involved, representing their life’s work and comfortable retirements.

Both types of transactions happened in the same sector, in the same month, to businesses with similar operational profiles. Yet the economics diverged dramatically.

Here’s what’s happening: sophisticated buyers - particularly private equity firms and serial acquirers - categorize every potential acquisition into one of two buckets before they ever discuss price. Platform or bolt-on. Foundation or add-on. Empire-builder or puzzle piece.

And they’re willing to pay significantly more for platforms than bolt-ons.

The Buyer’s Secret Spreadsheet

James Chen learned this the hard way. His £12 million tech-enabled logistics business attracted serious interest from three PE firms. During the first meeting with the eventual winner, the conversation kept circling back to questions he found odd at the time.

• “How many businesses like yours exist in the UK market?”
• “What’s your capacity to integrate acquisitions?”
• “Could your operating systems scale to £50 million revenue?”

He answered honestly: fragmented market, hundreds of smaller competitors, robust systems, experienced finance director. He thought he was just being thorough.

What he didn’t realize: he was checking boxes on their platform assessment matrix. Each answer was worth tens or even hundreds of thousands in valuation uplift.

The final offer came in at 8.2x EBITDA—well above the 5-6x he’d expected based on comparable sales in his sector. The investment memorandum his advisors showed him later revealed why: the PE firm’s base case financial model included six bolt-on acquisitions over three years, using James’s business as the platform. They weren’t just buying his current EBITDA; they were buying his capacity to absorb and grow through consolidation.

He’d accidentally positioned himself as a platform. But what if you could do it deliberately?

What Makes a Platform a Platform?

In early October, Beech Tree Private Equity successfully exited Avid Insurance, a Managing General Agent they’d owned and grown over several years. The buyer? Bishop Street Underwriters (backed by RedBird Capital Partners) - itself a PE-backed platform actively consolidating the insurance sector.

This is the buy-and-build model in action: acquire a platform, bolt on complementary businesses, create scale, then exit the enlarged platform to an even bigger consolidator. It’s the dominant playbook in many of 2025’s most active M&A sectors - insurance, healthcare, financial services, business services.

For Beech Tree, Avid Insurance wasn’t just a profitable MGA they happened to own. It was a platform they’d deliberately constructed with the architecture to absorb acquisitions. When RedBird’s team evaluated it, they saw what Beech Tree had built: operating infrastructure that could integrate bolt-ons efficiently, management depth beyond founders, systems that scaled, market positioning that made it the logical consolidator in its niche.

That architecture commanded a premium. Because Bishop Street wasn’t just buying today’s business - they were buying tomorrow’s roll-up capability.

Think of it through the buyer’s lens. When PE firm analysts build their acquisition models, they’re calculating internal rates of return (IRR) over their typical 5-7 year hold period. For a bolt-on, the return comes largely from organic EBITDA growth and operational improvements. Maybe they take your £1.5 million EBITDA, grow it to £2.5 million, and sell at a similar or slightly higher multiple - decent returns, but capped by organic growth rates.

For a platform, the equation transforms. They acquire your £1.5 million EBITDA, bolt on four competitors contributing another £4 million combined EBITDA, create synergies that improve margins, and sell a £6+ million EBITDA business at a much higher multiple. The returns compound dramatically.

That’s why they’ll pay more upfront for platforms. The business model literally depends on it.

The Characteristics Buyers Actually See

When Accenture acquired London-based AI consultancy Decho in October, the deal wasn’t about headcount or revenue multiples. It was about strategic positioning. Decho had built something specific: deep expertise in Palantir platforms for government, health, and defense clients. Not general AI consulting - narrow, defensible, expert-level specialization in a high-growth niche, partnered with a major technology ecosystem.

Could Accenture use Decho as a platform to acquire more general AI consultancies? Absolutely. The partnership with Palantir, the government client relationships, the specialized delivery methodology - these create a foundation for building a larger practice through bolt-on acquisitions of adjacent capabilities.

This reveals what platform characteristics actually look like in practice:

• Market Fragmentation: When BP Marsh looked at Oneglobal, they saw a broker operating in a market with hundreds of smaller competitors - acquisition opportunities everywhere. Platform buyers need fragmented markets where consolidation creates value. If you’re in a market with three dominant players and no one else, you’re not a platform prospect.
• Acquisition Infrastructure: James Chen’s logistics business had a finance director experienced in integrations, standardized operating systems that could onboard new locations, and documented processes for incorporating acquisitions. Most £10-15 million businesses don’t have this. His did. That’s platform architecture.
• Management Capacity: Hilary Jones's Bristol brokerage, despite being well-run, depended heavily on her for client relationships and strategic direction. The £7.8 million seller? He’d built a management team with a COO, sales director, and finance head who could handle current operations while the founder focused on acquisition integration. The business could run the base business and absorb add-ons simultaneously. That capacity is worth millions.
• Geographic or Service Expansion Logic: Platform buyers want businesses positioned at the center of a consolidation thesis - whether that’s geographic (regional players acquiring local firms), vertical (specialist businesses adding adjacent specializations), or capability-based (tech platforms adding features or key personnel through acqui-hires). Your position on that map determines platform potential.

The Repositioning Window: 12 to 18 Months

Here’s what’s both frustrating and hopeful: platform status isn’t necessarily about your current size or profitability. It’s about your positioning, infrastructure, and strategic context.

Which means it’s changeable.

Consider the insurance brokers that JMG Group acquired in October. A year earlier, with different preparation, any one of them could have positioned themselves as the platform rather than the bolt-on. They could have made one or two strategic acquisitions themselves, demonstrating both capability and intent. They could have invested in operating systems and management depth that signaled scale ambition. They could have articulated a consolidation thesis to PE firms looking for platforms in their regional market.

The £2-4 million exits they achieved as bolt-ons might have become £8-10 million exits as platforms. Not through operational improvements or revenue growth - through strategic repositioning.

The critical window is 12 to 18 months before a planned exit. That’s enough time to:

• Make a strategic acquisition: Even acquiring one smaller competitor demonstrates acquisition capability, provides proof-of-concept for your integration processes, and signals to buyers that you’re thinking like a platform. The acquisition doesn’t need to be large - in fact, a £500K-£1M purchase that you successfully integrate is more valuable as proof-of-concept than a failed attempt at something bigger.
• Build management depth: Hire or promote a second-in-command who can manage day-to-day operations. This simultaneously reduces key-person risk (a bolt-on concern) and demonstrates capacity to manage acquisitions (a platform signal). The investment in a £80-120K COO salary might generate £1-3 million in valuation uplift.
• Document your integration playbook: Even if you haven’t acquired anyone, you can document how you would. Create your standard operating procedures, integration checklists, and on-boarding processes for bringing new locations or businesses into your platform. Sophisticated buyers recognize preparation when they see it.
• Map the consolidation opportunity: Identify and quantify the fragmentation in your market. How many potential acquisition targets exist? What’s the total addressable market if consolidated? What synergies emerge at scale? This becomes part of your investment thesis when speaking to platform buyers - you’re not just offering your current business, you’re offering a pathway to market leadership.

The late 2025 Consolidation Wave

What makes this particularly urgent now is the intensity of consolidation activity across multiple UK sectors. October 2025 saw 10 insurance M&A transactions alone, predominantly driven by PE-backed platforms executing buy-and-build strategies. This isn’t slowing down - it’s accelerating.

Christie & Co’s 2025 outlook for childcare predicted continued consolidation by large and medium-sized groups, with PE-backed players like Kids Planet and Storal aggressively acquiring. Healthcare & wellness services, business services, logistics, professional services - the pattern repeats across sectors where fragmentation meets private equity capital.

This creates both pressure and opportunity. The pressure: if you wait too long, you might become a bolt-on to a competitor who positioned themselves as the platform first. The opportunity: PE firms are actively searching for platforms right now, and they have capital to deploy. BP Marsh’s £10 million investment for 10% of Oneglobal wasn’t unusual - it’s emblematic of the market. They’re looking for businesses they can back to become consolidators.

The question is whether your business is positioned to have that conversation.

What This Means for Your Exit

When Hilary Jones eventually sold her Bristol brokerage several months after that industry event, she’d made three strategic moves. She acquired a smaller competitor in Cardiff, brought in an experienced COO, and developed a detailed market consolidation analysis showing 23 potential acquisition targets within her operating region. Her investment thesis to buyers changed from “successful regional broker” to “platform for South West consolidation.”

Her final sale price: £6.9 million - roughly 8x EBITDA.

Not quite the 9x her peer achieved, but substantially better than the original 5x offer. The difference? She’d repositioned from bolt-on to platform.

The buyer? A PE-backed insurance platform looking to expand into the South West. They explicitly told her they were choosing between her business and two competitors. What closed the deal wasn’t that her business was operationally superior - it was that she’d already built the architecture they needed for their regional consolidation strategy. She’d done 18 months of their work for them.

The Conversation to Have Now

If you’re planning an exit in the next 12-36 months, the platform versus bolt-on categorization is probably the most valuable concept to understand. Not whether you’re large enough (platform businesses exist at £5 million and £50 million). Not whether your sector is right (consolidation is happening across sectors).

The question is whether you’re positioned to be the acquirer or the acquired. The consolidator or the consolidated.

Because in the current M&A market - and likely for the foreseeable future - the businesses commanding premium multiples aren’t just the most profitable or the fastest-growing. They’re the ones buyers can envision building empires on.

They’re platforms.

Are you?

Next Step: Understand Your Platform Potential

The categorization between platform and bolt-on happens early in every buyer’s evaluation - often before you ever meet. Understanding where your business sits on that spectrum, and what strategic moves could shift your positioning, can be the difference between a good exit and a generational wealth event.

Book a confidential consultation with Exit Strategy & Solutions to evaluate your platform potential and develop a strategic repositioning roadmap. We’ll assess your market fragmentation, consolidation opportunities, and the infrastructure investments that could transform your valuation.

---------------------------------------------------------------------------------------------------------------------------------------------------

About Exit Strategy & Solutions

We help UK SME owners navigate the complex journey from business ownership to successful exit. Our team of experienced advisors combines corporate finance expertise, tax optimization knowledge and business transformation advisory, specializing in positioning businesses for premium valuations through strategic preparation and expert negotiation.Whether you’re planning to exit in six months or six years, we can help you identify and maximize your exit value.

Ready to explore your exit options? Contact us today for a confidential consultation about your business’s strategic value in the current market: https://www.exitstrategyandsolutions.com/contact-us or try our free Exit Readiness Calculator: https://www.exitstrategyandsolutions.com/exit-readiness-calculator.

---------------------------------------------------------------------------------------------------------------------------------------------------

This article is for informational purposes only and does not constitute financial, legal, or tax advice. Readers should consult with qualified advisors regarding their specific circumstances.