Exit Readiness: Building Cash Evidence for Buyers of Unlisted Infrastructure

🧭 Overview / What This Guide Covers

When it’s time to exit an unlisted infrastructure investment, buyers don’t just want a story – they want evidence, especially about cash. This guide shows you how to build a “cash evidence pack” that proves how cash actually behaves across the asset’s life, not just what the P&L says. It’s written for CFOs, deal teams, and financial adviser partners who want to be exit‑ready well before a process begins, as part of disciplined unlisted asset management. You’ll learn how to link historical budget vs actuals, working capital, capex, and customer concentration risk into a coherent cash narrative that withstands diligence and supports stronger valuations.

✅ Before You Begin

Start by assembling the raw materials for your cash story:

• 24-36 months of monthly financials with budget vs actuals for revenue, EBITDA, capex, and cash.
• Detailed cash flow statements and, if available, short‑term 13‑week forecasts.
• Working capital and unlisted infrastructure capex schedules (draws, releases, payback profiles).
• Customer and contract data for high‑level customer concentration risk analysis.
• Debt, covenant, and distribution history, including waivers and amendments.

You’ll also need clarity on exit routes (asset sale, secondary, refinancing), buyer types, and their hot‑button issues. Finally, ensure your current models are reconciled to actual bank movements and working capital models; buyers will test your numbers hard. Having these foundations in place keeps you out of last‑minute fire drills and positions your unlisted assets portfolio as professionally managed.

🛠️ Step-by-Step Instructions

Step 1 – Define or Prepare the Essential Foundation

Define what a “good” cash evidence pack looks like for your expected buyers. Infrastructure funds, strategics, and lenders each care about different angles, but all want to see how EBIT(DA) translates to cash after working capital, capex, and financing. Map out the core questions you need to answer: stability of cash generation, resilience under stress, seasonality, and the interplay between investment and cash returns. Then assess your current unlisted asset management setup: Is the cash model reconciled to history? Do you have a 90‑day view? Are working capital and capex properly linked? This gap analysis tells you how much work is needed to become exit‑ready without over‑engineering.

Step 2 – Begin Executing the Core Part of the Process

Build a clean “EBITDA to cash” bridge for the past 24-36 months. For each period, show EBITDA, working capital movements, capex, tax, interest, and other items, and reconcile to actual cash movement. Align this with budget vs actuals so buyers can see how forecasts have performed versus reality. Highlight any structural differences between P&L and cash (for example, big prepayments, retention, or capex that was expensed). Tie this bridge to your lower‑level models: working capital, capex, and revenue‑to‑receipts. This creates a single, consistent view of historical cash that you can later extend into scenarios and forward‑looking evidence.

Step 3 – Advance to the Next Stage of the Workflow

Next, connect history to the future. Build a forward‑looking cash view that starts from your current business plan, then stress-test it using relevant scenarios: demand shocks, pricing pressure, term changes, or customer concentration risk events. Use scenario tools to run consistent cases – base, downside, severe downside – and show their impact on cash headroom, covenants, and distributions. For unlisted infrastructure, include project timing, regulatory changes, and major contract milestones. The aim is not to claim the future is certain, but to show that you understand how cash behaves under different conditions and that the asset remains robust across a range of plausible outcomes.

Step 4 – Complete a Detailed or Sensitive Portion of the Task

Now structure the outputs into a diligence‑ready pack. This typically includes: a summary “cash story” memo, detailed bridges, working capital and capex schedules, short‑term cash forecasts, and clearly labeled scenario outputs. Make sure each view reconciles back to audited financials and actual bank statements. Where you’ve made normalisations or adjustments (for example, removing one‑off items), document them transparently. Use tools like cash waterfall models and rapid reforecasting workflows to keep everything consistent as new information arrives. Buyers and their financial adviser teams will push hard on these numbers; your goal is to make their testing straightforward and to demonstrate that the asset has been run with discipline, not just tidied up for sale.

Step 5 – Finalise, Confirm, or Deploy the Output

Treat exit readiness as a continuous process, not a one‑off project. Once your cash evidence pack is in place, keep it updated as part of your regular unlisted asset management cadence. Refresh bridges, forecasts, and scenarios after material events: large customer wins or losses, capex decisions, working capital shifts, or meaningful headcount changes. Use the pack to support interim financing decisions, board discussions, and even internal performance reviews. When the time comes to launch a process, much of the heavy lifting will already be done, and you’ll move faster with more confidence. Buyers will experience an asset whose cash behaviour is well understood and well documented – a powerful differentiator in competitive processes.

⚠️ Tips, Edge Cases & Gotchas

• Start early: trying to rebuild three years of cash evidence in the last three months before exit is a recipe for errors and stress.
• Be consistent: align definitions of EBITDA, “maintenance capex,” and “growth capex” across all documents, or buyers will sense confusion.
• Don’t hide the bad news: explain customer concentration risk and past cash shocks; show how you’ve addressed them.
• Watch small entities and side‑cars: cash leakages often hide in minor entities or legacy facilities in unlisted infrastructure.
• Use your budgeting and forecasting rhythm to keep evidence fresh, rather than spinning up ad‑hoc models for each conversation.

📌 Example / Quick Illustration

A fund plans to sell an unlisted infrastructure asset within 18-24 months. Rather than waiting, the CFO starts building a cash evidence pack now. They reconcile three years of budget vs actuals to bank movements, create a forward cash view tied to the business plan, and model downside scenarios including the loss of a major customer. They capture this in a concise “cash story” deck supported by detailed schedules. When a buyer expresses interest earlier than expected, the team can share a polished pack in weeks, not months. Diligence questions focus on strategic angles, not basic data quality – and the buyer ultimately accepts fewer adjustments because the cash narrative is so clear.

❓ FAQs

🚀 Next Steps

You now have a blueprint for turning scattered cash data into a buyer‑ready evidence pack for unlisted infrastructure. The most effective teams treat this as everyday unlisted asset management, not a last‑minute scramble. Your next move is to embed these practices into your regular close, forecasting, and board cycles, and to connect them with related disciplines like customer concentration, working capital, and headcount cash. When you do, any future exit, refinancing, or secondary process will feel like a natural step – not a high‑risk, high‑stress event.