Sell to an outside buyer
- Good when
- The business runs without you and has clean, steady profits.
- Prepare
- Two or more years of clean books, documented systems, reduced owner dependence.
■ · Strategy & Growth
The things that make a business valuable to a buyer are the same things that make it easier to own: it runs without you, earns reliably and has clean books. Build for that, and you have choices later, whether you sell, pass it on or keep it.
Michael Gerber's The E-Myth Revisited makes a sharp point: many small-business owners haven't built a business at all. They've built a job they can't quit. If everything depends on the owner, there's little to sell, because the value walks out the door when the owner does.
John Warrillow's Built to Sell tells the story of a service-business owner who turns his company into something sellable by standardizing what it sells, documenting how it's done and stepping out of daily operations. The lesson applies whether or not you ever plan to sell.
■ Your options
Once a year, run your consulting engagement as a buyer doing due diligence: "Would anyone pay for Dana's firm without Dana?"
Buyers investigate. They check every claim against the records. Do it first, so you find the weak spots while you still have time to fix them.
Clean monthly books, written procedures and a weekly scorecard are tight-ship habits, and they're exactly what makes a business valuable.
Selling or closing is the ultimate Class III decision. Open a dossier years ahead, and get an attorney, accountant and valuation professional involved.
General education only. Selling, transferring or closing a business has legal and tax consequences. Work with an attorney, an accountant and a qualified business valuation professional.
A fictional example
Frank, 61, owns an accounting and tax practice he built over 25 years. He wants to retire in three years and assumes the practice is worth a good price. A broker reviews it and gives him hard news: most clients see the practice as "Frank." There are no written procedures, and Frank personally handles the 30 largest clients. A buyer would worry those clients would leave with him. As it stood, the practice would sell for far less than he hoped, if at all.
Frank treated it as a Class III decision with a three-year runway. His plan:
The first year was uncomfortable. Two clients left because they only wanted Frank. But most stayed, and recurring monthly revenue rose to most of the practice's income. When he went to market, buyers saw a practice with a team, written systems and predictable revenue. Frank sold it to his senior accountant with seller financing over five years. He said the most valuable part wasn't the price. It was the last two years, when the business finally stopped needing him every day.
"You've been with us a long time, and I want you to always have someone who knows your account inside out. I'd like you to meet [name], who'll be handling your day-to-day work. I'm still here and still involved, and you'll get even faster answers this way."
| Mistake | Fix |
|---|---|
| Assuming the business is worth what you've put into it | Buyers pay for future, reliable profit. Get a professional valuation early. |
| Starting exit planning a few months before you want out | Start three to five years ahead. Most value-building steps take time to show in the numbers. |
| Mixing personal and business expenses | Separate them now. Messy books lower value and scare buyers. |
| Keeping every key relationship to yourself | Share client relationships with your team early and often. |