Reaching a signed term sheet is a major milestone, but it’s only the beginning of the sale process. In this video, Travis Latter explains what happens between signing the term sheet and settlement, including exclusivity, due diligence, legal documentation, finance approval, regulatory requirements, and common challenges such as deal fatigue. Learn what to expect, your responsibilities as a vendor, and how Infinity Business Brokers helps guide RTO transactions through to a successful settlement.
Learn what to expect after appointing Infinity Business Brokers to sell your business. In this video, we walk through each stage of the sales process — from returning your Authority to Act and completing the Discovery Checklist, through marketing, buyer enquiries, meetings, offer negotiations, and the transition into due diligence — so you know exactly what happens next and how we’ll guide you every step of the way.
Thinking about selling your RTO? In this video, Travis Latter from Infinity Business Brokers explains what sets Infinity apart and what it means to become an Infinity vendor client.
Learn about our four core principles, fair pricing, integrity, transparency, and superior knowledge, and how our structured sales process helps maximise value, protect confidentiality, and guide vendors through every stage of an RTO sale. Discover why specialist industry knowledge and attention to detail can make a significant difference in achieving the best possible outcome for your business.
Selling an RTO is a complex and emotional journey. In this testimonial, Alison shares her experience working with Infinity Business Brokers, explaining how expert guidance, reassurance and industry knowledge helped her navigate every stage of the sale. From managing the many moving parts to finding the right buyer, discover why she says she couldn’t have done it without the team at Infinity Business Brokers.
Owning an RTO offers strong commercial opportunities, but it also brings significant regulatory responsibilities. Buyers need to understand the common risks before purchasing to avoid costly mistakes after settlement.
Two recurring issues are overconfidence in managing compliance requirements and failing to balance commercial growth with regulatory obligations.
Some new owners believe their business experience alone is enough to navigate the RTO sector. However, vocational education operates within a well-defined regulatory framework that cannot be ignored.
Understanding these requirements helps protect the business, supports ongoing registration and reduces unnecessary compliance risk.
Strong compliance is essential, but focusing on it exclusively can slow decision-making and limit business growth. An RTO also needs effective enrolment strategies and sound commercial management.
Prioritising growth while neglecting compliance creates a different set of risks. Rapid expansion without strong systems can lead to audit issues, funding problems and increased regulatory scrutiny.
Successful RTOs balance commercial performance with regulatory compliance. Growth supports the business, while compliance protects its long-term future.
Before buying an RTO, it is important to understand the regulatory environment and the ongoing responsibilities of ownership. Buyers who approach the sector with realistic expectations and a balanced mindset are generally better prepared for long-term success.
If you would like to discuss how these considerations apply to your circumstances, you are welcome to book a confidential meeting with Infinity Business Brokers.
Buying an RTO is a significant investment, and having the right guidance can make all the difference. In this testimonial, a buyer shares their experience working with Infinity Business Brokers, highlighting the team’s support, transparent communication, and assistance in finding the right RTO while identifying potential compliance issues along the way.
Watch the video to hear firsthand why they would confidently recommend Infinity Business Brokers to anyone looking to purchase an RTO.
Ready to find the right RTO? Let’s start the conversation.
Selling an RTO is a specialist game—compliance, valuation, contracts, student data, funding implications…
It’s not just a transaction—it’s a transformation.
This video captures how we support owners to shift from complexity to clarity.
Hear from someone who’s been through it—and came out stronger.
Watch the story
Want a clearer picture of your RTO’s value? Let’s start with a conversation.
Buying an RTO is a major decision — and having the right guidance can make all the difference. In this testimonial, a recent RTO purchaser shares their experience working with Infinity Business Brokers, from navigating the process step-by-step to finding the right opportunity that aligned with their goals and budget.
Watch the video to hear firsthand how clear communication, ongoing support, and industry guidance helped make a complex transition feel more manageable and structured.
Thinking about your next move? Start the conversation here.
A recent proposed CGT change could significantly impact RTO owners from 1 July 2027, whether you’re planning to sell soon or years from now. In this short video, we break down what the changes may mean for RTO share sales, why your business valuation before July 2027 could become critical, and the steps you should be considering now to avoid costly issues later.
This is not a “sell your RTO” message. It’s a message to make sure you’re aware of the potential impact now, before it becomes a problem later. Watch the video or read the article, then speak with our team at Infinity Business Brokers, your accountant, or lawyer to understand what action may be needed for your situation. We’re always here to help and serve.
Buying an RTO is a major decision, and having the right support can make all the difference. In this testimonial, one of our clients shares their experience working with Infinity throughout the purchase process — from navigating challenges to achieving a smooth settlement outcome.
Watch the video to hear firsthand how our team supported them every step of the way.
Ready to explore your options properly? Start here.
As a vendor: Let me guess – you’re thinking your RTO is worth somewhere between 3 to 4 times your annual profit, you have built a quality RTO so you’ll find a buyer in a few weeks, hand over the keys, and walk away with a sizable pay day? Unfortunately, I’ve got some bad news for you.
Selling an RTO is one of the most complex business transactions in Australia, and most owners are completely unprepared for what’s coming.
This why we have created 6 problems that blindside RTO vendors during a sale.
From a buyer’s perspective, this is A1 intel – you will know the mistakes vendors make and you will be able to check BEFORE you buy.
This is based on over 25 years in the RTO world including the last 10 years being the leading RTO specialist and completing close to 200 RTO sales.
At the end of this, I will share a super-power that has saved vendors and purchasers 1000’s and 1000’s of dollars and hundred’s of hours.
Hi, I am Travis Latter, director and Senior Education valuer for Infinity Business Brokers, The RTO Specialists.
These 6 issues are the recurring reasons deals:
If you’re serious about selling, you need to know these problems exist before we put that ‘For Sale’ sign up. As a buyer, it allows you to ask the questions. To make certain of the future.
Each problem on the list either:
Now, I deliberately excluded:
Basically, if it doesn’t materially affect price, structure or certainty, it didn’t make the cut. To make sure we are being thorough, each vendor mistake had to survive all three of these tests:
If the answer wasn’t yes to all three, it didn’t go in. If it did receive 3 Yes’s, it is included.
Bottom line
This is a field-tested framework, not a conceptual one.
It reflects:
If a buyer is comfortable with all six, the deal almost always completes.
This is the first gate in any RTO sale. Before a buyer cares about compliance, systems or growth, they need to believe the numbers. In the RTO sector, this is where most value is quietly lost.
The issue is rarely that an RTO isn’t profitable, unless it is a shell RTO. It’s that the financials don’t clearly explain why it is profitable, what part is repeatable and what part is accounting noise. Unearned income, WIP, accrual timing, completion costs, historical adjustments and director add-backs are all normal in RTOs — but only if they are clearly documented and defensible.
Buyers discount earnings when:
From a buyer’s perspective, unclear financials equal earnings risk, and earnings risk is always priced down or pushed into earn-outs.
For vendors, this pillar is not about having perfect accounts — it’s about having understandable, reconcilable and explainable earnings that a buyer’s accountant can validate without heroics.
Most RTO vendors don’t overprice deliberately. They simply anchor to the wrong reference point — revenue, historical peaks, effort invested or what someone else “got”.
Buyers, however, price RTOs based on:
When a vendor’s price expectation doesn’t align with those inputs, negotiations don’t just stall — they become adversarial. Buyers assume the vendor either doesn’t understand the market or isn’t prepared to deal commercially.
This pillar matters because unrealistic pricing:
Vendors who understand why their RTO is priced a certain way are far more likely to defend value intelligently rather than emotionally.
If the RTO cannot function without the owner, buyers see personnel risk.
In many RTOs, the owner:
That might work operationally, but it is toxic in a sale.
Buyers assume the vendor will disappear overnight — and they price the risk accordingly. The more embedded the owner is, the longer the handover required and the more conditional the deal becomes OR price is factored in.
This pillar is not about removing the owner. It’s about proving the business has institutional memory, decision-making capability and operational resilience beyond one individual.
Historic revenue impresses. Future certainty closes deals.
Buyers look hard at:
An RTO with strong historical revenue but weak forward visibility will always attract conservative assumptions.
This is especially true in funded RTOs, where buyers are not just buying earnings — they are buying policy risk.
For vendors, this pillar is about demonstrating that revenue is not accidental or fragile. Even partial diversification or documented pipeline visibility materially improves buyer confidence.
Buyers don’t buy staff loyalty. They buy systems that survive staff change.
In RTOs, risk spikes when:
Strong systems don’t eliminate people risk, but they contain it. Documented processes, LMS workflows, assessment controls and compliance calendars tell buyers that the RTO is not held together by goodwill.
Most RTO sales fail not because the business is weak, but because the vendor is underprepared for the mechanics of a share sale. The only way a RTO can transact is via a share sale so being prepared is key.
Share sales transfer:
Vendors who don’t understand this are often shocked by:
This pillar is about understanding that certainty is currency. Prepared vendors close faster, defend value better and experience far less stress through the process.
Now the Super-power. Our superpower is knowing what may go wrong and working ahead of time to prevent it from occurring. That’s it. That only comes from experience and this experience is invaluable to all parties to the transaction.
This whole piece is not to scare vendors or give buyers an unfair advantage – it is to educate both parties to ensure a safe, seamless and expedient transaction that provides maximum value for both parties.
I am here to assist so if you require more information, or even if you wish to debate one of the points – I am here to help.
P.S. As a bonus, we have a list of questions a buyer will ask to ascertain the risks we have mentioned.
Send an email to travis@infinitybusinessbrokers.com.au and put “Risk Questions” as the subject and we will send these to you.
As a vendor: Let me guess – you’re thinking your RTO is worth somewhere between 3 to 4 times your annual profit, you have built a quality RTO so you’ll find a buyer in a few weeks, hand over the keys, and walk away with a sizable pay day? Unfortunately, I’ve got some bad news for you.
Selling an RTO is one of the most complex business transactions in Australia, and most owners are completely unprepared for what’s coming.
This why we have created 6 problems that blindside RTO vendors during a sale.
From a buyer’s perspective, this is A1 intel – you will know the mistakes vendors make and you will be able to check BEFORE you buy.
This is based on over 25 years in the RTO world including the last 10 years being the leading RTO specialist and completing close to 200 RTO sales.
At the end of this, I will share a super-power that has saved vendors and purchasers 1000’s and 1000’s of dollars and hundred’s of hours.
Hi, I am Travis Latter, director and Senior Education valuer for Infinity Business Brokers, The RTO Specialists.
These 6 issues are the recurring reasons deals:
If you’re serious about selling, you need to know these problems exist before we put that ‘For Sale’ sign up. As a buyer, it allows you to ask the questions. To make certain of the future.
Each problem on the list either:
Now, I deliberately excluded:
Basically, if it doesn’t materially affect price, structure or certainty, it didn’t make the cut. To make sure we are being thorough, each vendor mistake had to survive all three of these tests:
If the answer wasn’t yes to all three, it didn’t go in. If it did receive 3 Yes’s, it is included.
Bottom line
This is a field-tested framework, not a conceptual one.
It reflects:
If a buyer is comfortable with all six, the deal almost always completes.
This is the first gate in any RTO sale. Before a buyer cares about compliance, systems or growth, they need to believe the numbers. In the RTO sector, this is where most value is quietly lost.
The issue is rarely that an RTO isn’t profitable, unless it is a shell RTO. It’s that the financials don’t clearly explain why it is profitable, what part is repeatable and what part is accounting noise. Unearned income, WIP, accrual timing, completion costs, historical adjustments and director add-backs are all normal in RTOs — but only if they are clearly documented and defensible.
Buyers discount earnings when:
From a buyer’s perspective, unclear financials equal earnings risk, and earnings risk is always priced down or pushed into earn-outs.
For vendors, this pillar is not about having perfect accounts — it’s about having understandable, reconcilable and explainable earnings that a buyer’s accountant can validate without heroics.
Most RTO vendors don’t overprice deliberately. They simply anchor to the wrong reference point — revenue, historical peaks, effort invested or what someone else “got”.
Buyers, however, price RTOs based on:
When a vendor’s price expectation doesn’t align with those inputs, negotiations don’t just stall — they become adversarial. Buyers assume the vendor either doesn’t understand the market or isn’t prepared to deal commercially.
This pillar matters because unrealistic pricing:
Vendors who understand why their RTO is priced a certain way are far more likely to defend value intelligently rather than emotionally.
If the RTO cannot function without the owner, buyers see personnel risk.
In many RTOs, the owner:
That might work operationally, but it is toxic in a sale.
Buyers assume the vendor will disappear overnight — and they price the risk accordingly. The more embedded the owner is, the longer the handover required and the more conditional the deal becomes OR price is factored in.
This pillar is not about removing the owner. It’s about proving the business has institutional memory, decision-making capability and operational resilience beyond one individual.
Historic revenue impresses. Future certainty closes deals.
Buyers look hard at:
An RTO with strong historical revenue but weak forward visibility will always attract conservative assumptions.
This is especially true in funded RTOs, where buyers are not just buying earnings — they are buying policy risk.
For vendors, this pillar is about demonstrating that revenue is not accidental or fragile. Even partial diversification or documented pipeline visibility materially improves buyer confidence.
Buyers don’t buy staff loyalty. They buy systems that survive staff change.
In RTOs, risk spikes when:
Strong systems don’t eliminate people risk, but they contain it. Documented processes, LMS workflows, assessment controls and compliance calendars tell buyers that the RTO is not held together by goodwill.
Most RTO sales fail not because the business is weak, but because the vendor is underprepared for the mechanics of a share sale. The only way a RTO can transact is via a share sale so being prepared is key.
Share sales transfer:
Vendors who don’t understand this are often shocked by:
This pillar is about understanding that certainty is currency. Prepared vendors close faster, defend value better and experience far less stress through the process.
Now the Super-power. Our superpower is knowing what may go wrong and working ahead of time to prevent it from occurring. That’s it. That only comes from experience and this experience is invaluable to all parties to the transaction.
This whole piece is not to scare vendors or give buyers an unfair advantage – it is to educate both parties to ensure a safe, seamless and expedient transaction that provides maximum value for both parties.
I am here to assist so if you require more information, or even if you wish to debate one of the points – I am here to help.
P.S. As a bonus, we have a list of questions a buyer will ask to ascertain the risks we have mentioned.
Send an email to travis@infinitybusinessbrokers.com.au and put “Risk Questions” as the subject and we will send these to you.
Selling an RTO isn’t just ticking boxes and uploading listings. It’s emotional, strategic, and often overwhelming.
Hear from one of our clients who made the leap—and trusted us to land it.
Infinity guides owners like you through each twist and turn, quietly handling the complexities so you can focus on what’s next.
Watch the short testimonial and see what a smooth transition actually looks like.
Want to explore your next move? Book a confidential chat.
Most RTO owners don’t sell more than once. So when they do, they want to get it right the first time.
This client did—and they’re still talking about the experience.
From preparation to negotiation, Infinity’s support wasn’t just helpful—it was instrumental.
Watch the testimonial for a behind-the-scenes look.
Thinking about your own exit? Let’s talk options.
Let’s be blunt—selling an RTO isn’t like selling a ute.
It takes precision, compliance awareness, and industry smarts.
This client testimonial gives a real-world glimpse into the Infinity approach—clear frameworks, no surprises, and a sale strategy that actually worked.
Because this isn’t just about selling—it’s about selling well.
Watch the video
Ready to explore your options properly? Start here.
This market update provides a grounded assessment of how the Australian RTO and CRICOS transaction market has evolved over the second half of 2025 and into early 2026. It reflects observed buyer behaviour, completed transactions and failed deals, rather than sentiment or theory.
The commentary is relevant to RTO owners considering an exit, prospective buyers assessing acquisition risk and advisers supporting transactions across valuation, compliance and deal structuring. It is particularly relevant in a market that has shifted from momentum-driven activity to evidence-based decision-making.
What emerges clearly is a sector that remains active and investable, but materially more disciplined. Value is still being paid, but only where risk is understood, explained and governed.
Over the past six months, buyer behaviour in the RTO market has become notably more forensic. Engagement remains strong, with thousands of active buyers participating, but decision-making has slowed and scrutiny has intensified.
Headline pricing alone is no longer sufficient to progress a transaction. Buyers are increasingly relying on market evidence, documented performance and forward-looking risk assessment rather than historic reputation or assurances. Due diligence is deeper, takes longer and is no longer treated as a formality.
A positive by-product of this shift is a reduction in speculative or low-quality interest. Fewer tyre-kickers are entering transactions, while better prepared buyers are more likely to proceed through to completion.
Confidence in the RTO sector has improved, but it is conditional. Buyers remain active, but tolerance for uncertainty has materially reduced. Where risk cannot be explained or controlled, it is no longer ignored or priced optimistically.
Buyers are asking sharper questions about how the business performs today and how it will respond to regulatory, funding and labour market pressures tomorrow. Historical profitability on its own is no longer accepted as a proxy for quality or future value.
This has widened the gap between RTOs that are genuinely investment-grade and those that are simply operationally profitable but structurally fragile.
While average days on market briefly extended during 2025, this has begun to compress again, particularly for well-prepared businesses. High-quality RTOs with clean documentation, audit-ready compliance and realistic pricing are still transacting.
However, completion timeframes are longer and more controlled. This is not friction for its own sake. It reflects a market that now treats casual transactions as unacceptable and rewards businesses that can withstand scrutiny.
Where vendors trade price certainty for speed, deals can still move quickly. Where vendors remain anchored to outdated expectations, transactions tend to stall or fail.
The introduction of the 2025 RTO Standards marked a clear inflection point. Six months on, compliance is no longer treated as a future issue or a theoretical framework.
Buyers are not expecting perfection. What they are assessing is whether an RTO can explain its compliance position, evidence decision-making and manage risk transparently. Where this capability exists, confidence follows. Where it does not, risk is priced aggressively.
Ongoing integrity enforcement has removed weaker operators from the market. While disruptive in the short term, this has had a positive longer-term impact by improving buyer confidence and rewarding disciplined operators.
CRICOS registration is no longer automatically viewed as an upside. In many transactions, it is the first area buyers seek to neutralise, carve out or restructure.
This does not indicate weakness in the international education sector. Providers with genuine delivery capability, clean agent relationships and transparent governance continue to attract strong interest. What has changed is that CRICOS value must now be demonstrated rather than assumed.
Some buyers prefer acquiring a clean domestic RTO and rebuilding international delivery rather than inheriting legacy CRICOS structures they did not design.
Government funding has not disappeared, but it is no longer treated as inherently low risk. Contract renewal risk, outcome-based performance and skills-shortage relevance are now central to valuation.
Headline funded revenue is increasingly discounted unless supported by demonstrable completion rates, audit outcomes and diversification. Strong enrolments alone do not translate into strong valuations.
Buyers are responding predictably by structuring transactions to isolate funding risk rather than pricing it bluntly upfront.
Deferred consideration, earn-outs and retention mechanisms have become common tools, particularly in funded RTO transactions. These structures allow buyers to cap downside risk while still rewarding vendors if funding performance is maintained.
This reflects a broader shift away from placing 100 per cent of transaction risk on the buyer. Where higher values are sought, risk is increasingly shared.
Vendors unwilling to participate in risk sharing are finding that price expectations are not being met. Conversely, buyers attempting to shift excessive risk on lower-value deals are often unsuccessful.
Technology is no longer a “nice to have”. Learning management systems, student management systems and the integrity of data flow between them are now core components of value.
Larger buyers are also beginning to assess cybersecurity and data governance as part of due diligence. While still evolving, forward-looking operators are addressing these areas proactively.
Business models are now clearly differentiated. Online providers, enterprise-focused operators, funded delivery specialists, CRICOS providers and niche trainers are assessed on their specific risk profiles rather than broad market multiples.
The most common cause of failed transactions over the past six months has not been buyer price pressure. It has been sellers anchored to a version of the market that no longer exists.
Multiples have not disappeared, but they are being earned rather than assumed. Businesses with strong systems, low key-person risk and disciplined compliance continue to transact at attractive levels.
Preparation is no longer optional. RTO owners, regardless of sale timing, benefit from understanding their current value and the levers available to increase value and reduce risk.
This is not a market in retreat. Demand for skills remains strong and the need for quality providers has not diminished. What the market is doing is reallocating value towards businesses that are well governed, well documented and operationally mature.
Value is no longer driven by size, history or owner reputation alone. It is driven by how well risk is understood, governed and evidenced.
If you would like to discuss how these market conditions apply to your specific situation, you are welcome to book a confidential meeting with Infinity Business Brokers to explore your options in a structured, no-pressure conversation.
Welcome to the Infinity Business Brokers, 2026 State of the Market Report for the Australian Registered Training Organisation (RTO) and CRICOS sectors.
Since the last report in July 2025, the sector has seen sustained growth and evolvement. The market has entered a more disciplined phase. Over the past six months, regulatory settings have tightened in practice rather than theory, buyer behaviour has become more forensic and value is increasingly determined by market evidence than emotion.
In the last 6 months we have engaged with over 3025 buyers, we sold 24 RTOs from July 2025 to January 1 2026 and this report reflects what is occurring on the ground across transactions, valuations, due diligence processes and failed deals.
Over the past six months, confidence in the RTO sector has increased, but it has become somewhat conditional. Buyers are still very active, we are still maintaining an average of 72 new enquiries a week, and transactions are on the increase, but the tolerance for uncertainty has materially reduced. Decisions are taking longer, due diligence is more pronounced and offers are increasingly structured rather than simple headline price to assist in risk mitigation.
Average days on market got out to 72 in September but we saw this reduce to 62 days in the last quarter of the year.
From a buy-side we are certainly witnessing a recalibration of risk. Buyers are no longer prepared to rely on assurances, legacy reputation or historic performance alone. They want to understand how the business performs today, how it stands up to scrutiny and how it would respond to regulatory and market pressure tomorrow, meaning is it a one-trick RTO or multi-dimensional.
One definite upside is buyers are not making speculative offers. There are less tyre kickers and more serious, better-prepared buyers that progress through to completion.
Over the past six months, we have seen a widening gap between operators who are genuinely investment-grade and those who are simply still operating. Profitability alone is no longer a proxy for quality and historical performance is no longer a reliable indicator of future value. The market has become far less forgiving and far more discriminating.
Buyers are not leaving the sector. They are just refusing to overpay for risk they can now clearly see.
Labour market dynamics continue to play a central role in shaping demand. Training linked to regulated outcomes, workforce shortages or licence to operate requirements remains resilient.
From a capital perspective, Traditional lenders remain cautious around education businesses where value is predominantly goodwill. As a result, private capital, vendor finance, earnouts and deferred consideration have become tools used in small to mid-market transactions. Vendors who understand this dynamic are structuring deals that complete. Those who are anchored to pre-2026 expectations are often not.
The overarching theme is flexibility. The market has moved away from momentum-driven decision-making and towards evidence-driven investment. This is a healthier market, but it is one that rewards preparation and rightfully so punishes complacency.
The introduction of the 2025 RTO standards marked a line in the sand. Six months on, it is clear these standards are no longer being treated as a future compliance exercise or an abstract regulatory framework.
In practical terms, buyers are no longer asking whether a provider is compliant in principle. They are asking whether compliance is future-proofed.
The role of the ASQA continues to empower good operators and punish those who cut corners and are not outcome-focused. They are no longer the Ogre in the swamp but their power remains enforceable.
Importantly, the treatment of compliance is not about perfection. Buyers understand no RTO is flawless. What they are assessing is the provider’s ability to explain, evidence and manage compliance risk in a structured and transparent way. Where that capability exists, confidence follows. Where it does not, risk is priced aggressively.
Ongoing integrity enforcement continues to remove poor-quality operators from the market. While this created short-term disruption, it has a longer-term positive effect for compliant providers and the sector.
As weaker operators exit, stronger businesses benefit from reduced competition, improved sector reputation and increased buyer confidence. This dynamic is reinforcing the value of good governance and disciplined compliance and is increasing the value of RTO in the marketplace.
CRICOS registration is no longer automatically seen as upside. In many transactions, it is the first area buyers try to neutralise or carve out.
Dormant CRICOS registrations, underutilised approvals and agent-dependent pipelines are being heavily discounted or ignored altogether. Without active delivery and defensible agent management, CRICOS is now viewed as a regulatory exposure rather than a growth lever.
In some cases, buyers would rather acquire a clean domestic provider and rebuild international delivery themselves than inherit legacy structures they did not design.
Regulatory discretion has also become a real pricing consideration. Expanded powers to suspend providers or cancel courses have sharpened buyer sensitivity to reputational and enforcement risk. As a result, conservative assumptions are being applied to international student forecasts, even where historical performance has been strong.
It is important to note this does not signal a weakening of the CRICOS sector. Quite the opposite. Providers with genuine delivery capability, clean agent relationships and transparent governance are attracting strong interest. What has changed is CRICOS value is no longer assumed. It must be demonstrated.
For years, government-funded training has been treated as the safe end of the market. Predictable commencements, reliable cash flow and government backing created a belief funding reduced risk by default. That belief is now outdated.
Funding has not disappeared, but it has become conditional. Look at Victoria, where reputable providers who had 700 places now have no contract. The market is no longer rewarding historical volume alone. It is rewarding currency, skill shortage areas, completions and outcomes. Providers who fail to recognise this are often surprised when strong enrolment numbers do not translate into strong valuations.
In valuation terms, this means headline potential funded revenue is discounted unless it is supported by demonstrable completion performance.
As funding risk becomes more visible, buyers are responding in a predictable way. They are no longer trying to price all risk upfront. Instead, they are structuring transactions to avoid carrying risk they cannot control but rewarding the vendor if the funding remains. Rather than applying a blunt discount and walking away, many buyers now prefer to isolate the risk of short-term funding loss through transaction mechanics.
This is why deferred consideration, earnouts and retention amounts are increasingly common in funded RTO transactions. Buyers use these tools to ensure value is only paid for funding that proves to be renewable, compliant and resilient over time. If contracts are renewed, performance is maintained and audits remain clean, the seller participates in the upside. If not, the buyer’s downside is capped.
In several recent transactions, this has resulted in scenarios where headline revenue looked strong, but upfront consideration was deliberately conservative. The balance of value was tied to post-completion performance rather than historical income. In effect, buyers are paying for continuity, not legacy.
The practical takeaway is simple. Funding does not scare buyers away. Where funding is well governed, well documented and diversified, buyers will compete. Where it is opaque or concentrated, they will still engage, but the deal will be structured to protect them. Buyers are increasingly wary of providers that rely on funding while underinvesting in back-office capability, governance and quality assurance. In those cases, funding amplifies risk rather than mitigating it.
Buyer behaviour over the past six months has become more deliberate and more professional. We are seeing fewer impulse offers and more structured engagement. Many buyers are now conducting preliminary reviews before committing to formal due diligence, particularly for higher-risk delivery models.
This shift has fundamentally changed how deals are structured. Again, Buyers are no longer relying on price alone to manage uncertainty. Transactions are happening and volume is on the rise, but on larger deals, the risk balance is not now 100% on the buyer. It is assumed that if a higher value is required, then the risk balance shifts to a shared model. Vendors who do not want to share some of the risk cannot demand the highest available price – close but not optimum.
Buyers who think the value should be shared on lower-value deals are often disappointed and miss out. The key? It really is working with the broker and not against them to achieve a deal that is fair for both parties.
Timeframes in deals, unfortunately, have stretched as a result. The exception is in high-quality RTO at bargain prices, where the vendor has traded the price for a shorter time.
In general, offers are still being made quickly, but completion is slightly slower and more controlled. This is not friction for the sake of friction; the process has just evolved. It is the market signalling that casual transactions are over. Businesses that can withstand this level of scrutiny proceed. Those who cannot tend to stall.
The most common cause of failed transactions in the last six months has not been pricing pressure from buyers. It has been sellers anchored to a version of the market that no longer exists.
Multiples have not disappeared, or in fact changed, but they are being earned rather than assumed. Businesses with strong systems, low key-person risk and audit-ready compliance continue to transact at attractive levels. Businesses relying on founder knowledge, informal processes or “we have always done it this way” narratives are finding historic earnings no longer translate cleanly into value.
Valuations in the RTO sector are now clearly differentiated by business model. Online providers, enterprise-focused operators, funded delivery specialists, CRICOS providers and niche trainers are no longer assessed using broad-brush multiples.
Technology is no longer viewed as a nice-to-have. It has become part of the value base. Buyers are paying close attention to learning management systems, student management systems and the integrity of data flows between them.
Cybersecurity and data governance are also emerging as due diligence considerations, particularly for larger buyers and investors. While still evolving, this is an area that forward-looking providers are beginning to address proactively.
Despite the noise, this is not a sector in decline. Demand for skills remains strong and the need for quality providers has not diminished.
The market, is doing what regulators alone could not. It is reallocating value towards businesses that are well governed, well documented and operationally mature.
The message from the market is no longer subtle. Value in the RTO and CRICOS sector is no longer driven by size, history or owner reputation, but by how well risk is understood, governed and evidenced. Buyers are not chasing growth at any cost and sellers can no longer rely on legacy to carry a deal across the line. The businesses that will transact well in the next phase of the market are those that accept scrutiny as part of value, treat compliance and funding as commercial disciplines and prepare as if the business will be challenged at every step — because it will be. This is not a period of retreat. It is a period of separation between operators who are genuinely investable and those who are simply still operating.
This report is not designed to reassure or to even scare, it is designed to inform.
For buyers, it clarifies where risk now sits and why shortcuts are no longer viable.
For sellers, it explains why preparation is not optional and why waiting does not automatically improve outcomes.
For advisers, it highlights where the market has moved beyond theory and into execution.
The opportunity in the registered training organisation and CRICOS market remains real and strong and my confidence in the market is incredibly buoyant.
Remember, every RTO owner, regardless of when they want to sell, should understand the value of their RTO, what levers can be pulled to increase value and decrease risk. Every RTO should have an exit plan.
Infinity RTO Valuations is a service that provides you with current market value, actionable strategies to increase revenue, increase efficiency and decrease risk. Feel free to contact our team to learn more.
Australia’s Registered Training Organisation (RTO) sector is one of the most regulated and commercially unique corners of the education market.
For vendors and their advisors, understanding how value is measured, how risk is priced and how transactions unfold is critical to achieving a strong exit outcome.
While many of the mechanics mirror those of broader M&A activity, the nuances of funding, registration and regulatory conditions make this a specialist market — and one where preparation and expert guidance pay off significantly.
The RTO market remains robust, with demand driven by a steady appetite for accredited training, industry-specific skills shortages and private equity’s growing interest in scalable education assets. Businesses generating more than $500,000 in EBITDA are increasingly attracting private investors, consortiums and strategic acquirers.
Multiples in the sector typically range between 2.5x and 4x EBITDA, but unlike many industries where higher earnings attract higher multiples, the reverse can apply here.
Larger profit bases often trigger lower multiples because of risk concentration — namely, reliance on government funding (which acts as a single major client) and registration risk (where regulatory approval is the cornerstone of revenue). Changes in either can materially affect enterprise value.
Buyers in the RTO sector don’t just purchase revenue, they buy risk. Concentrations in government-funded income, overdependence on specific courses or uncertainty around registration renewals can all weigh on price. The two most significant risk factors in any deal are:
The journey to market begins with data. Vendors should collate at least three years of financial statements (including normalised accounts), enrolment data and detailed breakdowns of revenue streams. Normalisation is particularly important, adjustments such as owner’s salary, personal expenses and non-recurring costs help present the business’s true earnings capacity.
While historical profit is a critical valuation anchor, it’s not the only one. Future indicators such as enrolments, course pipeline and new contracts are increasingly used by buyers as forward-looking value metrics. These indicators are especially relevant when negotiating completion accounts, accrued income and work-in-progress (WIP) entitlements.
RTO transactions are complex. Not because they are inherently difficult, but because they require precision. A generalist broker or advisor may only handle one or two such deals a year, while Infinity successfully complete 35-50 per year for the last 89 years thus building institutional knowledge of valuation nuances, funding body procedures and regulatory timeframes.
This depth of experience can mean the difference between a smooth, premium exit and a protracted, value-diluting process. For example, understanding when to push for condition precedents (such as lease transfers) or how to structure WIP entitlements can materially change both deal speed and net proceeds.
For vendors and advisors operating in the RTO space, knowledge is not just power — it’s profit. The best outcomes occur when preparation is meticulous, valuation is evidence-based and the transaction process is managed by specialists who understand the sector’s intricacies. With deal timelines averaging just over two months and multiples reflecting nuanced risk profiles, there’s significant opportunity for those who approach the market strategically.
For those considering an exit — whether now or in the future — the smartest step is to engage a specialist early. Expert advice will not only maximise valuation but also protect against common pitfalls, ensuring that years of hard work translate into a successful and rewarding sale.
About Infinity Business Brokers
Infinity Business Brokers is Australia’s leading specialist in RTO sales, valuations and advisory services. With over 160 successful RTO transactions and decades of industry expertise, Infinity helps vendors, investors and advisors navigate the complexities of the training sector with confidence. From valuation to settlement, Infinity delivers unmatched knowledge, integrity and results.
About Travis Latter
Travis Latter has refined his knowledge of the RTO industry after starting his own RTO, holding CEO roles with National and International Training Organisations, becoming Acquisitions Manager for an ASX listed company, consulting to over 350 RTOs & Training Organisations and successfully brokering over $150M in RTO Sales.
This experience and dedication provides him with the ability to work closely with all industry stakeholders to ensure successful transactions happen in the optimum time-frames, with the best results. Travis understands the needs of vendors and purchasers alike and with sharp business acumen and a wealth of business experience Travis guarantees to deliver service based on integrity, commitment and energy.
The $939,000 RTO mistake you can’t afford to ignore.
In this article by Travis Latter of Infinity Business Brokers, we break down what the Right to Disconnect law (effective August 2025) means for RTO owners, and how after-hours messages could cost your business big.
Now’s the time to update contracts, set clear boundaries, and protect your bottom line.
Considering a registration change, expansion, or preparing for ASQA compliance?
Watch Shiv Jaidka, Founder of RTO Accounts, explain the FVRA Tool requirements in detail.
Infinity Business Brokers is pleased to share this video from RTO Accounts, with whom we collaborate to support growth and create greater opportunities for RTOs.
