Grafton.
PROJECT BARBARA · DEAL DOSSIER
Cover current as at 9 Jun 2026
Ref J298
Deal Memo · Acquisition Target

The Flatman Partnership (South)

188 High Street, Langley, Slough SL3 · sourced via Adam J Walker (Julie Drake) · share sale (single Ltd) · est. 2007
Status
Analysis
Verdict
🟢 Pursue
Priority
2
A small, clean, ~92%-recurring book in Glenn Flegg's town — the cleaner-on-durability deal; a high-synergy bolt-on, with the floor protecting capital with cushion.
Chapters 1 Preliminary 2 Analysis 3 Investment Case
Guide£675k (£661k ex-pipeline)· StructureShare sale, cash-free/debt-free· MotiveRetirement (both Barkers exit)· SoftwareQuickBooks (accounts); lettings CRM TBC· Sales pipeline£14k
Owners & key people
  • Nick BarkerHands-on operator · exits
  • Kathryn BarkerCo. secretary, B shares · exits
  • Lettings person£35k · 4 yrs · STAYS — the anchor
  • Sales person£28k · goes (desk → commission-only/close)

KPIs at a glance

SalesLettingsTotal
Revenue FY25 (MA)£92,000£320,000£422,559
Recurring fee—£294,000£294,000
Recurring %—92%~71%
Normalised EBITDAReported PBT (FY25)
Profit~£120,000£174,533
× Recurring fee× Normalised EBITDA× Base-run-rate EBITDA
Asking price £661k ex-pipeline~2.3×~5.6×~4.1×
ManagedRent-collectTenant-find
Properties 180 let · 145 landlords, none >10163152
Avg rent (pcm)Mgmt feeRPE (norm.)
Book economics£1,400~10%~£147k

Three-case underwriting (run-rate EBITDA)

Downside · Professionalise
~£120k
Clean, transferable book sold at an institutional × recurring fee → resale ≈ £720k–£1.05m. Capital protected with cushion (vs £661k price).
Base · Enhance
~£165k
+ off-the-shelf tech, right-sizing, sales to commission-only, fee optimisation. Entry ~4.1×.we underwrite to this
Upside · Transform
~£210k
+ the AI-native run-rate & the Glenn Flegg roll-up (same town). Entry ~3.2×.
The floor leads: the Downside resale (£720k–£1.05m) exceeds the £661k ex-pipeline price, so capital is protected before any earnings yield. We underwrite to the Base (~£165k); the Upside + roll-up is free optionality. See the combination case: Glenn Flegg + Flatman.
Chapter 1
Preliminary — the read from the pack & the public record
First pass · no spreadsheet · preserved as written. The qualitative case for spending more time.
Recommendation — PURSUE (priority 2, behind Glenn Flegg). A small but clean, lettings-led, recurring-heavy book at a fair price, in the same town as Glenn Flegg (188 High Street, Langley). ~92% of lettings income is recurring (£294k), no landlord concentration, single office, no HMOs. Entry ~2.3× recurring fee / ~5.6× normalised EBITDA. Three things decide it: (1) can a market operator run it after both Barkers exit (the lettings person stays, the sales person goes); (2) does a share sale clean cleanly (HP/owner-Audi, loans, director loan, the historic client-account control issues); (3) does the sale convey the Flatman name and a protected territory — it's a shared family brand, not a wholly-owned one (§2).

1The opportunity

The Flatman Partnership (South) Ltd (trading as Flatmans), 188 High Street, Langley (Slough SL3) — an independent lettings-led agency established 2007 (formerly Barkers). Share sale of the single Ltd company; guide £675,000 cash-free/debt-free incl. a £14k sales pipeline (£661k ex-pipeline). 95% of lettings turnover is fully managed.

The book: 180 let — 163 fully managed, 15 rent-collect, 2 tenant-find — across 145 active landlords, none > 10. Avg rent £1,400 pcm; fee ~10%. No HMOs, no student lets, 90% local. Deposits in DPS (custodial); AML registered. Software not stated (DD item; QuickBooks for the accounts).

2A shared family brand — not a wholly-owned one

Companies House shows the Flatman name spans separate owners. The target, (South) Ltd (06308954), is owned by the Barkers — not the Flatman family. The Flatman Agency Ltd (11480975, Reading area) is owned by Michael & Tracy Flatman; the original Flatman Partnership LLP was dissolved in 2020. The brand markets two offices (Langley + Reading) and a wider patch and states a goal to franchise. So the business is independent (no franchisor skim) but trades a shared / licence-like brand — making the central question what the £675k actually conveys: the name, the domains and a protected territory, or only the Langley book.

3Ownership & key people

  • Nick Barker — hands-on operator; exits.
  • Kathryn Barker — company secretary (spouse, B shares); exits.
  • The lettings person (£35k, 4 yrs) — stays; the operational anchor we'd retain and expand.
  • The sales person (£28k) — goes; the desk decision is commission-only vs close.

Continuity rests on one retained employee plus whoever we install (promote the lettings person + support, or recruit a branch manager ~£52k), with covenants on both Barkers.

4Public-record scan

Companies House (done)

The shared-brand structure (§2): Barker-owned (South) Ltd vs the Flatman-family Reading entity; the dissolved LLP; the franchise intent. Drives the brand/territory DD.

Reviews / website / listings · pending

Reviews, published fees, the Rightmove/Zoopla footprint, and a sanity-check vs the 163 claimed managed — to be run by the market-scan skill.

5Risks & DD gaps (initial — full set in Analysis §10)

  • REDShared brand — territory & non-compete (§2): does the sale convey the name + domains + a protected territory, or leave a licence / forced-rebrand risk?
  • REDShare-sale clean-up: HP/finance-lease £64,102 (mostly a £36,916 owner Audi), bank loans £14,167 + £10k overdraft, director loan £46,568 — clear at completion; extract owner vehicles; £6,500 Audi VAT.
  • REDRelated-party freehold + the long lease — re-gear to a shorter, break-able term as a condition.
  • REDOwner exit + staff transfer — confirm the lettings person stays; the sales person's notice/redundancy + the desk decision.
  • REDClient-money / control history — historic QuickBooks issues (2021–23) + a 2025 client-account-vs-CRM discrepancy; reconcile client + DPS balances; confirm CMP.

6Next steps

  • Broker-only call with AJW — process, timetable, seller flexibility, the floor before any HoT.
  • Pull the missing pack: signed FY25 statutory accounts, standard landlord T&Cs, the lease, the CRM identity, the compliance schedule.
  • Frame as a Glenn Flegg bolt-on (combination thesis); size the combined back office once both packs are in.
  • If the read holds → run the analysis skill. Done — see Chapter 2.