Insights

Straight talk on selling a business in Texas.

Short, practical notes on what actually moves the needle when you sell: valuation, margin, the numbers buyers trust, and getting ready before you go to market. No theory, just what I see work.

Written guides

Guides for selling a business.

Valuation

How much is my business worth?

Value starts with earnings, not revenue, and the multiple is where the money moves. How buyers reach a number, and what you can do to raise it.

Read the guide → Readiness

Is one big customer cutting your price?

Customer concentration reads as risk to a buyer, and it can lower both your multiple and your cash at closing. How to fix it before you go to market.

Read the guide → Process

How long does it take to sell a business?

The honest answer is 9 to 12 months once you go to market, often longer counting prep. Where the time actually goes, stage by stage.

Read the guide → Readiness

Owner dependence: a business that needs you.

If it cannot run without you for ninety days, buyers see risk and cap the price. How to make the business run without you before you sell.

Read the guide → Deal structure

Asset sale vs stock sale.

Two deals at the same price can leave very different amounts in your pocket. Why structure decides who keeps liabilities and how you are taxed.

Read the guide → Deal structure

How earnouts work when you sell.

Part of your price, tied to how the business performs after the sale. How earnouts work, and how to keep yours from quietly disappearing.

Read the guide → Process

How to sell your business confidentially.

Sell without employees, customers, or competitors finding out. How a layered, confidential process works and the leaks that sink it.

Read the guide → Readiness

What a quality of earnings report is.

After the LOI, a buyer's accountants can shrink the profit your price was built on. What a QoE is, where it cuts value, and how to get ahead of it.

Read the guide → Deal structure

What a letter of intent really means.

The LOI is not the finish line. What it binds, the terms that matter more than price, and why your leverage peaks the day you sign.

Read the guide → Deal structure

Seller financing: why buyers expect a note.

A seller note is in most deals, and refusing one can cost you buyers and price. How it works, what it signals, and how to structure one that protects you.

Read the guide → Industry

How to sell a CPG business: what buyers pay for.

Revenue does not sell a consumer brand. Margin quality after trade spend, retailer diversification, and proof of shelf velocity do. How buyers value CPG, and how to prepare.

Read the guide → Process

What does a business broker charge?

Business broker fees explained: typical success fees, retainers, and the Lehman and Double Lehman scales, plus what Texas owners actually pay to sell.

Read the guide → Process

Strategic buyer vs financial buyer.

Strategic, private equity, and family office buyers value your business differently. Here is who pays the most, and how Texas owners create competition.

Read the guide → Deal structure

The working capital peg explained.

The working capital peg quietly moves your sale price after the LOI. Here is how the peg is set, where sellers lose money, and how to protect yourself.

Read the guide → Valuation

SDE vs EBITDA: which one sets your multiple.

SDE and EBITDA measure profit differently, and the metric decides your multiple. Here is which one applies to your business and how to move up the scale.

Read the guide → Readiness

Due diligence: what buyers will ask for.

What buyers actually ask for in due diligence, where deals stall, and how to be ready before you go to market. A practical guide for Texas owners.

Read the guide → Deal structure

Escrow holdbacks: why not all your money comes at closing.

Why part of your sale price is held back after closing, how escrows and holdbacks work, and how to keep more cash in your pocket. For Texas owners.

Read the guide → Process

When is the right time to sell?

The best time to sell a business is rarely the moment you feel ready. How to time an exit around your business, the market, and your own life. For Texas owners.

Read the guide → Valuation

What you actually keep after the sale.

Sale price is not the check you cash. How fees, debt, working capital, escrow, and taxes shrink net proceeds, and what Texas owners actually keep.

Read the guide → Valuation

Add-backs: every dollar is worth a multiple.

Add-backs can raise your sale price by hundreds of thousands. What add-backs are, which ones buyers accept, which they reject, and how to document them.

Read the guide → Process

What a business broker actually does.

A business broker runs a full sell-side process to create competition and protect your price. Here is what that really involves, and how it beats just listing.

Read the guide → Deal structure

Non-competes: what you are really signing.

When you sell, the buyer will want a non-compete. What it covers, how long it lasts, how Texas enforces it, and how to keep it from boxing you in.

Read the guide → Deal structure

Rollover equity and the second bite.

Private equity buyers often ask you to roll over some equity. What rollover equity is, how the second bite works, and where owners get burned.

Read the guide → Process

When to tell employees you are selling.

Tell employees too early and you risk the deal. Too late and you lose key people. When to tell your team you are selling, and how stay bonuses work.

Read the guide → Valuation

How recurring revenue raises your value.

Same profit, different price. How recurring revenue raises your multiple, what actually counts as recurring, and how to build it before you sell.

Read the guide → Deal structure

Selling a business that owns its building.

Own your building? Your three options when selling a business with real estate, and how each changes your price, taxes, and buyer pool.

Read the guide → Process

Selling to a competitor: highest bidder, biggest risk.

Competitors often pay the most for a business, and they are the riskiest buyer in the room. How to sell to one without handing over your playbook.

Read the guide → Process

Got an unsolicited offer? Respond without losing leverage.

Got a letter or call from someone wanting to buy your business? Why the first unsolicited offer is almost always low, and how to respond without losing leverage.

Read the guide → Process

Why business sales fall apart after the handshake.

Most businesses that go to market never sell. The five deal killers that break sales after the handshake, and how prepared sellers close anyway.

Read the guide → Process

Can your employees actually buy the business?

Thinking about selling your business to your employees? How MBOs get financed, what they really pay vs the market, and how to protect your price and exit.

Read the guide → Industry

How to sell a construction business.

Selling a construction or trades business? Why buyers discount project revenue, why your WIP schedule decides the price, and how to raise your multiple.

Read the guide → Readiness

How to prepare your business for sale.

Selling in the next few years? The two-year preparation plan buyers reward: clean financials, owner independence, papered contracts, and a ready data room.

Read the guide → Industry

How to sell an e-commerce business.

What buyers pay for when you sell an e-commerce business: profit quality, channel mix, inventory, and ad spend, plus how Texas owners prepare to exit well.

Read the guide → Industry

How to sell a professional services firm.

Selling a professional services firm means selling relationships, contracts, and people. What drives the price, and how Texas owners prepare to exit well.

Read the guide → Process

What is a CIM, and why it sets your price.

What a confidential information memorandum is, what goes in it, and why this one document sets the ceiling on your price before you ever meet a buyer.

Read the guide → Process

Selling a business without a broker.

Can you sell your business without a broker? When going it alone actually works, what you give up, and the math to run before you decide.

Read the guide → Process

Buyer meetings: the stage nobody preps for.

What happens in buyer management meetings when selling your business: what buyers test, how to prepare, what not to say, and how to keep leverage.

Read the guide → Deal structure

Cash-free, debt-free: the phrase that decides your payout.

Your LOI says cash-free, debt-free. Here is what that means, what counts as debt, and how it decides the check you actually cash when you sell.

Read the guide → Deal structure

Reps and warranties: the promises you sign.

Reps and warranties are the promises you sign in a business sale. What you are on the hook for, how long it lasts, and how to limit your risk.

Read the guide → Process

The team you need to sell your business.

Selling a business is a team sport. The four advisors you need, who does what, and why your everyday CPA and attorney are not your deal team.

Read the guide → Process

What happens after you sell your business.

Closing is the start of a transition, not a clean break. What happens to your time and your money after you sell, and how to plan for it.

Read the guide → Deal structure

Recapitalization: sell part of your business.

Selling does not have to be all or nothing. How majority and minority recaps let you take cash off the table now and keep a stake in the upside.

Read the guide → Valuation

Business valuation methods, explained.

Three ways to value a business, and why the market approach, a multiple on your earnings, sets the price for a founder-led company.

Read the guide →

Watch

Short videos on the numbers buyers trust.

Your P&L is the highlight reel. The balance sheet is the truth.

Most owners live in the profit and loss statement. It tells a story they like: revenue climbing, profit on the bottom line. But when a buyer wants to know how healthy your business really is, they turn to the balance sheet. The P&L is a highlight reel of one stretch of time. The balance sheet shows what you actually own, what you owe, and where the cash really came from.

That is where deals get real. A business can post a strong year on the income statement while the balance sheet tells a different story: thin cash, debt stacked up, receivables that are not collecting, owner money moving in and out. Buyers and lenders read those signals fast, and they price the risk in. If you are thinking about selling, get the balance sheet clean and defensible long before you go to market. It is the document that decides whether a buyer trusts your numbers.

Your sales are lying to you.

Revenue is the number owners brag about. It is also the number that hides the most. Two businesses can post the same top line and be worth wildly different amounts, because what matters is gross margin: what is left after the cost of actually delivering the product or service. A company doing big revenue at thin margin is working hard to make a little. A buyer sees that immediately.

When you sell, the valuation is built on profitability and the quality of those earnings, not the headline sales figure. Strong, stable margin tells a buyer the business is durable and the growth is real. Weak or shrinking margin raises questions no pitch can answer. Before you go to market, know your margin by product and by service line, understand what drives it, and fix what you can. That is the work that quietly raises your price.

Your home office is probably worth more than you think.

A lot of owners run real business operations out of a home office and never claim the deduction they are owed. If a part of your home is used regularly and only for the business, the IRS lets you write off a share of your rent or mortgage interest, utilities, insurance, and upkeep. Most people either skip it because they are scared of an audit, or they guess and leave money on the table.

Two reasons it matters beyond this year's tax bill. First, that is cash back in the business, real dollars, not a rounding error. Second, the habit behind it is what counts when you sell: an owner who tracks expenses cleanly and claims what they are due has books a buyer can trust. Sloppy expense tracking is the same sloppiness that shows up in diligence. Claim what is yours, document it properly, and you get a lower tax bill now and a more defensible set of numbers later.

Cash accounting or accrual? You choose.

Cash accounting records money when it actually moves: revenue when the customer pays, expenses when you pay them. It is simple and it tells you what is in the bank. Accrual records revenue when it is earned and expenses when they are incurred, whether or not cash has changed hands. It is more work, but it shows what the business actually did in a period.

Why this matters for selling: serious buyers and lenders read accrual financials, because cash-basis books can make a business look lumpy or hide what is really going on with receivables, payables, and timing. If you plan to sell in the next few years, moving to accrual early, or at least being able to present accrual statements, makes your numbers credible and your diligence smoother. The method you pick is not just a tax preference. It is how a buyer decides whether to trust your story.

EBITDA in one minute, and why a buyer pays on it.

EBITDA is earnings before interest, taxes, depreciation, and amortization. Strip those four things out of your profit and you get a cleaner read on what the business actually earns from operations, before financing choices and accounting decisions cloud the picture. That is why buyers anchor on it: it lets them compare your business to others and to their own, on an apples-to-apples basis.

It matters because your sale price is usually EBITDA times a multiple. Lift normalized EBITDA by a dollar and, at a five-times multiple, you have added five dollars of enterprise value. That is the whole game in one line. Before you go to market, know your real EBITDA, get your owner add-backs documented and defensible, and understand which dollars of earnings a buyer will actually credit. The cleaner that number, the higher the multiple a buyer will pay on it.

Your AR aging report is a cash flow tool.

The accounts receivable aging report shows who owes you money and how long it has been outstanding, sorted into buckets: current, thirty days, sixty, ninety and beyond. Most owners glance at the total and move on. The real signal is in the buckets. Money stacking up in the ninety-plus column is revenue you booked but may never collect, and it is quietly choking your cash flow while the income statement still looks fine.

For a sale, this report does double duty. Run it weekly and it becomes a collections tool: you chase the right invoices before they go bad and you keep cash in the business. Hand it to a buyer in diligence and it tells them whether your revenue is real and whether your customers actually pay. A clean, current aging report says the business is run tightly. A messy one full of stale balances raises exactly the questions you do not want surfacing at the negotiating table.

Want to know where your business stands?

The first call is free. Thirty minutes, no pitch. You tell me where you are and I tell you straight what I see.

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Prefer to watch? New short videos every week on the Thryve YouTube channel.