Gravitate Client Stories

Evoluted is a Sheffield-based full-service digital agency that creates with purpose, builds with agility and grows at scale.

Managing Directors, Giorgio Cassella and Sam Biggins recently completed a Management Buyout (MBO) of the business. This is the story, as told by Giorgio.
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“The more educated you are, the more confident you’ll feel around valuation, payback terms, changing relationships, or how you communicate the transition to employees, clients, and partners.”

Managing Director – Evoluted

The journey from media buyer to agency director

I’ve been in marketing for just over 12 years. I started in media buying for an online university.

I spent a year and a half at a fast-growing edtech start-up in Sheffield as employee number one. By the time I left, the team had grown to 30, annual revenue had hit £10 million, and the company was still scaling rapidly.

From there, I joined Evoluted in a technical SEO role. That’s where I found my real passion for marketing. After a couple of years, I stepped up into Head of Marketing, taking on responsibility for running teams, building capability, pitching, sales opportunities, and resource management.

A few years later, when our founder Ash Young stepped back from the business, he appointed me and Sam Biggins as Managing Directors. We’d been with Evoluted for years, understood the business deeply, and were trusted to carry forward his vision, growing into a £5 million agency working with higher-tier clients.

Completing the Management Buyout (MBO) of Evoluted

Four months ago, we completed a management buyout as the founder decided to focus on other ventures. Over the years he’d built several side hustles, the most prominent began as an internal Evoluted project during the first COVID lockdown and has since grown into a £10 million+ business with its own team and spin-off brands.

With Sam and I having spent six and ten years here respectively, we were in the perfect position to buy Ash and our other founder, Gareth, out of the business. Taking full ownership gives us the chance to push forward with our own vision for Evoluted in the years ahead.

"The MBO made the most sense. It allowed those of us who had already invested years in learning, shaping, and developing the company to carry it forward."

Why we chose an MBO

The management buyout was a really effective mechanism for us, given how the business was set up and the people we already had in place. It wasn’t the only option; Ash could have retained a stake while giving Sam and me larger shares, or we could have explored employee ownership to bring more of the team into the buyout.

But when we looked at the alternatives and considered where the business was and where we wanted it to go, the MBO made the most sense. It allowed those of us who had already invested years in learning, shaping, and developing the company to carry it forward. In the end, it was the most logical option.

What were the main challenges?

Some elements of the buyout were a huge challenge to get my head around. Valuation was a big one: how do you take 19 years of history and work and translate that into what the business is actually worth? How do we look at that fairly?

On one side, Ash, who I’d worked closely with for years, wanted to fairly realise the value of everything he’d built. On the other, Sam and I needed to make sure we weren’t overpaying and that the deal made sense for us. Like buying a house, it was a negotiation.

Then there was the sheer amount of paperwork: valuations, heads of terms, legal documents, solicitor reviews. So many moving parts and people involved.

Having the right guidance made all the difference. Martin was invaluable in helping us understand valuation, terms, and negotiation, while MD Law supported us on the legal side.

In a nutshell: really complex, but very handy to have people guiding you through it. It’s left me far more confident that, if we ever explore M&A in the future, we’ll know exactly how to approach it.

“The business is now in its strongest position in years. We’ve cut unnecessary software costs, fixed gaps in billing, and uncovered an extra £20k in revenue this year alone, with opportunities to grow that over the years to come.”

Life after the MBO transaction

The four months since the buyout have been full-on. A lot of things cropped up that weren’t part of the financial or legal process but are buried in the day-to-day running of the business.

The biggest headache has been dealing with third parties, especially banks. Despite submitting change-of-mandate forms well in advance, things went missing, systems failed, and at one point I even ended up as “Mrs. Giorgia Castle” on a bank card. They wouldn’t speak to me on the phone because technically, I wasn’t the right person!

That said, the business is now in its strongest position in years. We’ve cut unnecessary software costs, fixed gaps in billing, and uncovered an extra £20k in revenue this year alone, with opportunities to grow that over the years to come.

Bringing in the right people frees us up to focus on bigger opportunities, exploring new directions, and taking on that figurehead role to get out there and say, “Hi, we’re Evoluted. Let’s work together!

Advice for senior managers looking to do an MBO

For me, it all comes back to education and learning. If I were giving advice to someone going through an MBO for the first time, I’d say two things: first, have a partner or advisor you can lean on for expert guidance. Second, make the most of wider resources—online content, business coaches, or simply speaking to people who’ve been through it before. Understanding the hurdles, shortfalls, and challenges others have faced helps you anticipate them yourself.

The more educated you are, the more confident you’ll feel around valuation, payback terms, changing relationships, or how you communicate the transition to employees, clients, and partners. It all feeds from you being clued up.

And honestly, if someone asked me for the single most practical tip, I’d say get your bank details sorted first. Get that in motion while you’re negotiating everything else.

“Being ethical and socially responsible has always been central to how we operate. The MBO gives us freedom to make decisions about what we do, who we work with, and how we grow, always with those values at the core.”

When you told the staff, what was the reaction?

The reception has been largely positive, though in truth, I think our situation was fairly unique. With Sam and me already acting as MDs, and Ash having been mostly absent from the business for several years, there wasn’t much disruption.

There was little sentiment either way. No big negatives, no overwhelming positives. It was more a case of, “Okay, business as usual, just with different names on Companies House.”

That’s what you want, isn’t it? No drama, no disruption. Clients accepted it openly, everything stayed smooth, and the business carried on.

B-Corp and our company vision

Our B-Corp certification is important to our MBO because it ties directly to vision. When Ash appointed Sam and me as Managing Directors in 2022, our role was to carry forward his vision but also to bring in our own strategy, values, and personality. The buyout has given us full control to do exactly that.

Evoluted is now a certified B Corp, something we pursued because, since day one, the company has cared about people above all else. This runs through everything we do, CSR, supporting our local community through education and fundraising, environmental stewardship in how we manage our office and energy use, and broader commitments like ecology.

Being ethical and socially responsible has always been central to how we operate, while still running a successful business. Sam and I led the charge on formalising this through B Corp accreditation, and the MBO now gives us complete freedom to make decisions about what we do, who we work with, and how we grow, always with those values at the core.

How Gravitate Corporate Finance assisted with the MBO

Martin Dean and the Gravitate Corporate Finance Team is proud to have assisted Giorgio and Sam in a successful Management Buyout (MBO). Here's how we did that.

Valuation

Supporting the MBO team during initial negotiations with a clear and defensible business valuation.

Heads of terms

We provided expert assistance with drafting of the crucial heads of terms agreement that the MBO transaction is built around.

Completion mechanism and legals

We also provided expert assistance and advice relating to the MBO completion mechanism, as well as legal documentation wording.

NEWCO set up

A NEWCO is a crucial component of an MBO transaction, and we provided assistance with the set up and planning.

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