If you’re an MSB owner in the UK—whether you’re a Small Payment Institution (SPI), an Authorised Payment Institution (API), or an EMI-light operation—you’ve likely wondered what your business could be worth.
You may have spent years navigating FCA regulation, compliance costs, banking headaches, and ever-tightening transaction scrutiny. And now, perhaps you’re ready to sell—or at least explore your options.
Here’s the good news: demand for regulated, operational MSBs is growing. Private equity firms, international PSPs, and fintech entrepreneurs are actively seeking fully licensed entities to bypass the months (or years) it takes to apply from scratch.
But here’s the catch: not every MSB is sellable, and very few are sellable at premium valuations.
In this article, we’ll break down:
• What buyers are really looking for in an MSB
• The six red flags that often kill deals—or drastically lower valuations
• What you can start doing today to prepare for a strong, clean exit
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What Buyers Want in a Sellable MSB
Whether it’s a strategic buyer expanding into new corridors, or an investor seeking regulatory entry into the UK/Europe, buyers are drawn to MSBs that show:
1. A Clean Regulatory Record
This is non-negotiable. Buyers want to see:
• No past or pending enforcement actions from the FCA
• Clear transaction monitoring systems
• Documented AML/KYC processes
If you’ve had issues, that’s not always a deal-breaker—but they must be disclosed upfront, and ideally resolved.
2. Operational Readiness
An MSB that runs smoothly—with minimal founder dependency—is far more attractive. Buyers want a business with:
• Documented processes
• Clear internal responsibilities
• Staff or outsourced partners in place for compliance, finance, and operations
3. Revenue (or a Clear Path to It)
Not every buyer demands profitability—but they do want potential. This means:
• Revenue, even if modest
• A customer base in place
• Transaction volume that proves operational capability
Even if you’re pre-revenue, a credible plan (backed by clean operations) can still attract interest.
4. Strong Banking & Payment Relationships
Do you have stable banking partners? Access to SEPA, FPS, SWIFT? Buyer confidence rises when the MSB has:
• A working settlement structure
• IBANs in place
• FX or remittance corridors already in use
5. Up-to-date Documentation
Most buyers expect:
• Business plan
• Compliance manual
• Risk assessment and policies
• Shareholder and director agreements
Outdated or missing documents slow down due diligence—and sometimes kill deals altogether.
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6 Red Flags That Kill MSB Deals – And How to Fix Them
Even promising MSBs can fall apart at the negotiation table. Here are six common red flags we see—and how to handle them before they damage your valuation:
🚩 1. Outdated or Incomplete Compliance Documents
This is the #1 deal killer. If your AML policy hasn’t been updated in three years, or your risk assessment doesn’t match your current activities, the buyer’s legal team will raise serious concerns.
Fix it:
Have your documents reviewed by a compliance consultant. Vertice Fintech partners with top-tier experts who can audit and refresh your framework quickly and affordably.
🚩 2. Weak Transaction Monitoring
Buyers want evidence of how you detect and prevent suspicious activity. If you rely solely on manual checks, or if your monitoring logic is undocumented, the deal may stall.
Fix it:
Implement rule-based monitoring or work with a RegTech provider. It doesn’t have to be expensive—what matters is traceability and a clear audit trail.
🚩 3. Inconsistent Financials or Missing Accounts
Your business doesn’t have to be turning huge profits—but the books must be in order. Missing VAT returns, messy accounting, or unfiled confirmation statements are red flags.
Fix it:
Get your accounts up to date. If needed, Vertice can provide specialist accountants who understand MSB reporting and FCA-friendly presentation.
🚩 4. No Succession or Transition Plan
If your MSB only works because you manage every piece of it, buyers worry about business continuity post-sale.
Fix it:
Delegate where possible. Even outsourcing key functions (compliance, client onboarding, finance) helps prove that the business can run without you at the helm.
🚩 5. Unstable or High-Risk Client Base
If your revenue is tied to high-risk jurisdictions, unregistered MSBs, or crypto flows without proper licensing, that can complicate—or kill—a deal.
Fix it:
Diversify your client mix where possible, and ensure all onboarding follows robust due diligence protocols. Buyers don’t just buy the licence—they inherit the client risks too.
🚩 6. Unclear Shareholding or Director Structure
This is a surprisingly common deal-breaker. Buyers are often caught off-guard by:
• Undisclosed silent partners
• Confusing voting rights
• Missing or unsigned shareholder agreements
Fix it:
Get your Companies House records aligned with reality. Clean up share allocations and document every material interest in the business.
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How We Add Value as a Broker
Selling an MSB isn’t like selling a retail business or a SaaS company. You’re dealing with regulators, compliance teams, complex due diligence, and sometimes cross-border legal considerations.
That’s where we come in.
We’re not just a broker—we are a fintech dealmaker who:
• Knows the real value of MSBs (not guesswork, but actual buyer appetite)
• Works with qualified, serious buyers—no time-wasters
• Guides sellers through every step: valuation, documentation, buyer match, and regulatory approval
• Understands how to present your MSB in a way that de-risks the acquisition for buyers
All conversations are strictly confidential, and there’s no obligation if you’re just testing the waters.
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Ready to Explore What Your MSB Could Be Worth?
Whether you’re actively thinking about exiting or just want to understand your options, it starts with a conversation.
Book a confidential MSB valuation session with Rodolfo today. You can call or email us.
It’s free, discreet, and tailored to your business.
You’ve put in the work to build your MSB. Let’s make sure you get the value you deserve when the time comes to exit.
