How to sell a business - practical guide for business exit

Two months ago I told a founder to pause his sale. He had a buyer ready, a banker pushing, and a headline price in his head. The problem was that one customer represented 29% of revenue and the renewal was in 60 days. We waited, fixed the risk, and sold six months later at 6.2x EBITDA instead of the 4.9x he was about to accept.

I learned the opposite lesson early in my career. I rushed a consumer services business to market, let the data room stay messy, and allowed a weak forecast into the CIM. The buyer retraded us by 11% after diligence and we lost a quarter fighting over numbers that should have been fixed before we went out. That mistake still stings.

Here is my stance on how to sell a business in 2026: de-risk first, then run a controlled process. Most advisors will disagree, but I do not market a company until the risks are priced or removed. In a market with expensive debt and slower buyers, that discipline protects price and your sanity.

When owners ask me how to sell a business, I start with timing and outcome. That is why how to sell a business starts with clarity, not marketing. If you cannot explain your goal in one sentence, you will drift through the process. The market can be strong and you can still get a weak outcome if your objectives are unclear.

Schmidt Logistics in Munich had strong numbers, but the father wanted to exit immediately and the son wanted to wait. That misalignment cost us six months. Once we agreed on timing and roles, the process moved and we closed at 7.1x EBITDA. The delay was not financial, it was human.

Most advisors will disagree, but I do not start a sale process until the owner is clear on the personal outcome, the valuation gap, and the timing risk. That is the foundation of how to sell a business without regret.

• 01Define net proceeds and whether you stay post-close.
• 02Map the valuation gap between today and your target number.
• 03Identify timing risks like renewals, key hires, or product launches.
• 04Choose the right buyer type: strategic, financial, or individual.
• 05Understand how structure changes net proceeds.

Brightside Care in Birmingham looked like a 6.5x deal on paper. The founder personally managed every major client, and buyers priced that as key person risk. We spent two years transitioning relationships and closed at 6.2x. That preparation was the difference between a discount and a defensible number.

Northfield Manufacturing in Manchester had GBP 2.3M in revenue and GBP 340K of EBITDA, but 35% of revenue sat with one customer. We diversified, documented processes, and closed at 5.8x instead of taking a steep haircut.

If you are serious about how to sell a business, treat de-risking as the first phase of the sale, not an optional clean-up. It is boring, but it is where multiples are won.

• 01Push any single customer below 20% of revenue where possible.
• 02Build a second layer of leadership and document processes.
• 03Lock in key contracts and show renewal history.
• 04Clean up AR aging and inventory to avoid a closing adjustment.
• 05Resolve legal, tax, or compliance issues before diligence.

1. 01

   Weeks 1-2: prep

   Finalize the valuation range, draft the teaser and CIM, and build a clean data room. No outreach until the story and the numbers align.
2. 02

   Weeks 3-4: buyer list

   Build and qualify a target list. I prioritize buyers with clear capital, decision authority, and a track record in your size range.
3. 03

   Weeks 5-6: outreach

   Run NDAs, release the teaser and CIM in phases, and track questions. Control the flow of information to protect leverage.
4. 04

   Weeks 7-8: management meetings

   Meet the serious buyers only. I script the narrative so the same value drivers show up in every conversation.
5. 05

   Weeks 9-12: IOI to LOI

   Use competition to tighten price, structure, and exclusivity. I would rather take a slightly lower price with clean terms than a higher headline with weak protections.

Diligence is where deals are won or lost. Buyers will test every add-back, every contract, and every assumption. If your data room is messy or your story changes, you invite a retrade.

I treat diligence like a controlled audit. Weekly checkpoints, a single source of truth for numbers, and fast answers keep momentum. If you are not prepared, the process slows and price erodes.

Earn-outs are where value quietly disappears. I have seen them cut 20% from proceeds because the targets were vague and the buyer changed priorities. If you take an earn-out, define the metrics, reporting, and control rights with precision.

• 01Keep a clean data room with version control and clear owners.
• 02Be ready for a quality of earnings review and working capital target.
• 03Answer diligence questions within 24-48 hours to protect momentum.
• 04Negotiate earn-out definitions and control rights early.
• 05Lock the transition plan and decision authority before signing.