Glenn Flegg & Co (J300)
Independent lettings agency · Sourced: Adam J Walker (Julie Drake), 3 Jun 2026 · Status: Under review · Structure: asset / goodwill purchase (partnership) — but the broker now signals a share sale; being confirmed (§8).
1Recommendation
Progress to an exploratory meeting. Of the current opportunities, Glenn Flegg is the closest to an ideal first acquisition and a clean test of the AI-native thesis: lettings-dominant (~85%), recurring-heavy, consistently profitable, a clean family partnership selling for retirement, in the Thames Valley / Crossrail corridor. The headline looks cheap at ~5.9× net profit — but normalised for the partners' own (unpaid) time it is ~7.1× net profit, above our discipline; so this is “engage and negotiate”, not “snap up”. We underwrite on three cases (§7): the Downside (professionalise & sell) returns capital, the Base (enhance) is ~4.8× / ~1.7× money, and the Upside (transform) is free optionality (~3.8× / ~25% IRR). The two things to get right: the operator + Simone handover, and price discipline (the floor is thin).
2KPIs at a glance
All figures from the acquisition model; £, net of VAT. “Normalised” = after charging the partners' time at market and stripping owner / one-off costs (see §4).
| Revenue — lettings (LTM Mar-25 / FY23) | £560,636 / £501,099 |
| Recurring fee income | £440,759 (~79% of lettings revenue) |
| Lettings : sales mix | ~85% : 15% |
| Reported net profit (FY23 / LTM Mar-25) | £171,684 / £161,329 |
| Normalised net profit (today) | £142,620 (~25% margin) |
| Run-rate EBITDA — Downside / Base / Upside | £142.6k / £210.2k / £265.4k |
| Capital protected in the Downside? | Yes — resale ~£1.06m ≥ ~£1.01m price (thin) |
| Asking price — ex-pipeline (guide) | £1,010,093 (£1.10m) |
| Multiple — × reported net profit | ~5.9–6.3× |
| Multiple — × normalised net profit | ~7.1× |
| Multiple — × recurring fee income | ~2.3× |
| Multiple — × EBITDA (Down / Base / Up) | 7.1× / 4.8× / 3.8× |
| Revenue per employee (normalised) | ~£77k (vs ~£59k headcount; IB target £200k+) |
3The opportunity
| Business | Glenn Flegg & Company · est. 1991 (34 yrs) |
| Location | Langley, Slough SL3 — Slough, Burnham, Cippenham, Colnbrook, Datchet, Iver, Langley, Maidenhead, Taplow, Windsor |
| Structure | Partnership → asset / goodwill sale into a NewCo (TUPE + re-registration) — broker now signals a share sale; being confirmed (§8) |
| Guide | £1.10m incl. £89,907 pipeline (cash-free / debt-free) → ~£1.01m ex-pipeline |
| Mix | ~85% lettings / ~15% sales · Software: Veco (Eurolink) · Seller motive: retirement |
Book: 373 let — 289 fully managed, 66 rent-collect, 18 let-only. 349 active landlords (no landlord >10 properties). Avg rent £1,318 pcm. Fees 10% / 7% / 5%. No HMOs.
4Net profit — reported, normalised, and the bridge between them
This is the analysis the model now lets us do properly. The reported profit overstates the sustainable earnings, because a partnership strikes profit before paying the partners for their work. Normalising for that — and stripping owner-discretionary and one-off costs — is what a buyer actually underwrites.
| Period | Turnover | Profit (pre partners’ tax) | Margin |
|---|---|---|---|
| FY to 31 Jul 2022 | £487,516 | £179,847 | 37% |
| FY to 31 Jul 2023 | £501,099 | £171,684 | 34% |
| 8-mo stub to 31 Mar 2024* | £343,183 | £106,056 | ~31% (~£159k ann.) |
| LTM to Mar-2025 (seller BQ) | £560,636 | £161,329 stated PBT | ~29% |
*Year-end changed Jul→Mar in 2024.
The bridge — reported → normalised net profit (FY2023 basis):
| Reported net profit (pre partners’ tax & drawings) | 171,684 |
| Less: non-operating income (interest etc.) | (5,569) |
| Add back: depreciation (non-cash) | 3,808 |
| Add back: finance charges / HP (asset deal — vehicles not assumed) | 8,714 |
| Add back: owner-discretionary & non-recurring** | 33,984 |
| Less: partners’ / owner labour at market† | (70,000) |
| = Normalised net profit (today) | 142,620 |
**consultancy, management / inter-entity fees, entertaining, owner motor & travel, sundry partnership charges. †Glenn £12k (figurehead), Simone £55k (full-time operator — the real cost), Nick £3k (semi-detached).
The difference (£171,684 → £142,620 = −£29,064): the business looks ~£29k more profitable than it sustainably is. ~£70k of the reported profit is really the partners’ unpaid labour; that is only partly offset by the ~£47k of owner-discretionary / non-cash costs a buyer would strip and the £5.6k of non-operating income removed. So true maintainable earnings under arm’s-length ownership are ~£143k — the honest entry multiple is ~7.1×, not the ~5.9× the raw accounts imply. This ~£143k is the Downside (professionalised) earnings; the Base and Upside build on it (§7).
Revenue per employee (normalised). A productivity read we track across every opportunity.
- Headcount ~11 (heavily part-time) → ~7.0 staff FTE (pro-rated on a 37.5h week).
- Add the owners’ working time (not in payroll): Glenn 0.3 + Simone 1.0 + Nick 0.1 = ~1.4 partner FTE → ~8.4 normalised FTE.
- Revenue ~£650k (lettings £560.6k + sales £89.9k) → RPE ≈ £77k (vs ~£59k on raw headcount).
- Benchmark: traditional ~£50k; Intelligent-Business target £200k+.
Balance sheet is irrelevant to an asset buyer — the ~£671k “cash” is matched by ~£659k client / deposit / rent monies, not free cash. ⚠️ Still missing the FY-to-31-Mar-2025 statutory accounts; BQ profit also doesn’t tie exactly to stat profit (~£26k gap).
5Ownership & key-person analysis
Family partnership. The firm’s website now says owned by Glenn Flegg & Simone Georgeson; accounts to Mar-2024 still show three partners (Glenn 50% / Simone 25% / Nick 25%).
| Partner | Family role | Real involvement | Exit disruption |
|---|---|---|---|
| Glenn Flegg | Founder (1991), 50% | Figurehead / brand; oldest landlord relationships. Not the day-to-day operator. | Low operational / moderate relationship |
| Simone Georgeson | Glenn’s daughter, 25% | Operational core — 16 years across every lettings role. | High — the key person |
| Nick Georgeson | Son-in-law, 25% (b. Jan 1975) | Semi-detached — director of Carr Williams (Ascot agency) + Nazcot Financial (mortgages). | Low operational / competitive flag |
Read: the genuine key-person risk is Simone. The thesis needs a permanent AI-native operator / GM (~£75k) to run and grow it — Simone hands over but won’t drive it — with the Head of PM (£36k, 2 yrs) the prime internal candidate to step up. Keep 1–2 book / process holders through the rebuild; covenant the exiting partners.
6Valuation vs thesis
| Criterion | Target | Glenn Flegg |
|---|---|---|
| Lettings-led | core | ✅ ~85% |
| Managed properties | 80–300 (sweet 120–200) | 🟠 289 (373 let) |
| Mgmt-fee income | £150–500k | ✅ ~£441k recurring |
| Entry multiple | ~1.7× recurring (≤2.5×) | 🟠 ~2.3× recurring / ~7.1× normalised net profit |
| Budget | ~£500k base / flexed to £2m | 🟠 ~£1.01m ex-pipeline |
| Structure | share preferred | 🟠 asset framing — but broker signals share sale (§8); share would help us on transition |
| Transparency | — | ✅ strong |
7Three-case underwriting — Downside · Base · Upside
We underwrite on three cumulative tiers (see the Investment Strategy), each pulling a different lever. The rule: underwrite to the Base; require the Downside to return capital; treat the Upside as free optionality. Run-rate EBITDA from the model’s O6 Cases tab.
The basis for each case — and the work that gets us there:
| Case | What it assumes | Run-rate EBITDA | Entry × |
|---|---|---|---|
| Downside — Professionalise | Normalise earnings (replace the partners at market, strip owner-discretionary cost) and fix the business: compliance to 100%, clean accounts, contracts on standard terms, book proven transferable — the Tier-1 checklist. No automation. | £142,620 | 7.1× |
| Base — Enhance | + off-the-shelf tech (modern PMS, open-banking, portals), remove the family member, right-size headcount, professionalise management, optimise fees — the Tier-2 playbook. Captures ~half the full cost-and-margin opportunity. | £210,169 | 4.8× |
| Upside — Transform | + the Intelligent Letting Agency: the AI-native central brain, automation of the τ≈0 back office, operating leverage across the roll-up. | £265,436 | 3.8× |
How the returns are built — 5-year hold: buy at ~£1.01m → collect EBITDA (after 25% tax) → sell at the case’s exit multiple (gross, indicative; from O6):
| Case | Exit basis | Exit value | + after-tax earnings (5 yr) | Cash out | Money multiple |
|---|---|---|---|---|---|
| Downside | 2.4× recurring fee | £1.06m | £0.53m | £1.09m | ~1.5× |
| Base | 5× EBITDA | £1.05m | £0.79m | £1.09m | ~1.7× |
| Upside | 5× EBITDA | £1.33m | £1.00m | £1.09m | ~2.1× |
The floor holds — but it is thin. In the Downside, the cleaned, transferable book resells for ~£1.06m, above the ~£1.01m we’d pay — so capital is returned on the sale alone, before the earnings collected while we hold. We don’t lose. But the cushion is small (£1.06m vs £1.01m): it depends on buying at or below ~2.3–2.4× recurring fee — much above that and the Downside stops protecting capital. Price discipline is the whole game.
On IRR. The money multiples above are struck conservatively, on an all-cash-at-completion basis. With the actual 60–70% upfront / 30–40% deferred structure (deferred on landlord retention), the cash-timing IRR is materially higher — the Upside reaches ~25% on the full cash-flow model (O4 Returns), with the Base and Downside scaling below. All figures gross, before leverage and fees.
8Risks & DD gaps
- 🔴 Obtain FY-to-31-Mar-2025 accounts; reconcile to BQ profit (~£26k gap).
- 🔴 Deal structure — asset or share? The pack (BQ Q54 “Partnership — n/a”), the partnership accounts and the firm’s website all say unregistered partnership; the broker now says share sale. There is no Glenn Flegg company / LLP at Companies House — so a share sale implies a pre-sale incorporation. Confirm the entity, and that contracts / staff validly transfer into it. A share sale removes our novation / TUPE risk (good) but means inheriting liabilities → warranties + indemnities.
- 🟠 Premises — Langley lease expired; short-term being negotiated; confirm one office vs the marketed Burnham office.
- 🟠 Re-registration / TUPE if it lands as an asset deal (ICO, redress, CMP, deposit schemes, AML); falls away under a share sale.
- 🟠 Restrictive covenants from all exiting partners — Nick especially (Ascot agency + mortgage firm).
- 🟡 Confirm current partnership split; whether mortgage-referral income routes through Nick’s Nazcot.
- 🟡 Identify Head of PM by name; test willingness to step up. Secure Simone on a handover / consultancy term (use the 35%-deferred-on-retention lever).
9Next steps
- Rachel → AJW: request FY-Mar-2025 accounts, the standard terms of business, lease position, confirmation of current ownership and the legal entity / share-vs-asset structure, and an exploratory Zoom. (Awaiting Simone’s replies, per Julie’s 5 Jun email.)
- Ed: HoT framing — price discipline ~1.7–2.0× recurring fee income (the floor depends on it); 60–70% upfront / 30–40% deferred on landlord retention.
10Qualifying preliminary DD requests
A short, focused set to send via AJW ahead of an exploratory meeting — they qualify the opportunity and signal a serious, prepared buyer.
- Financials — the FY-to-31-Mar-2025 accounts; a reconciliation of the BQ pre-tax profit to the statutory accounts (~£26k gap); current-year management accounts.
- Deal structure — confirm the legal entity and structure: the pack says partnership (→ asset & goodwill into a NewCo, TUPE), but the broker signals a share sale; if so, confirm whether the partnership is being incorporated pre-sale and that landlord contracts + staff validly transfer into the company.
- Contract novation — the standard landlord management agreement (a redacted live example is fine), to establish whether contracts assign unilaterally or need each landlord’s consent (decisive on an asset deal; falls away on a clean share sale); confirmation landlords are materially all on the current form.
- Offices — confirm one office (234 Trelawney Ave, Langley) vs the marketed Burnham office (72 High St, SL1), and the lease position on each.
- Two that reflect work already done — confirm the current ownership split (website lists Glenn & Simone; 2024 accounts show Nick at 25%) and whether Simone would stay for a handover; and whether any mortgage / FS referral income runs through a separate entity (Nick’s Nazcot / Carr Williams) outside the lettings business.