Buying a business
The buying process, start to close.
Six stages, and a realistic sense of what each one asks of you. Across the deals we have done, the quickest close was four months and the longest twelve; six to eight is a reasonable expectation.
- Typical timeline
- 6–8 months
- Fastest close to date
- 4 months
- Typical down payment
- ~10%
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Register, and sign an NDA
Every listing we market is blind: no business name, no owner name. To see the confidential information memorandum and the financials, you register as a buyer and sign a non-disclosure agreement. That is not a formality: it is the promise we made to the seller.
- Buyer registration form
- Non-disclosure agreement
- Proof of funds or lender pre-qualification
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Review the confidential business review
You receive the full package: the story of the business in words and numbers, footnoted financials, and what the future could look like. Read it properly before you ask for a call, because the questions that come out of the document are the ones worth asking.
- Confidential business review
- Three to five years of financials
- Add-backs and discretionary earnings explained
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Meet the seller
Once both sides are serious, we put you in the same room. Owners want to know who is taking over what they built, and buyers learn more in an hour with the owner than in a week with the accounts.
- Management meeting
- Site visit where appropriate
- Questions on employees, customers and growth levers
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Make an offer
Get the basic information you need, make the offer, and keep moving. A letter of intent sets the price and the shape of the deal, and it is the point at which the detail becomes worth arguing about.
- Letter of intent
- Price and structure
- Exclusivity period
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Due diligence and financing
Now the detail matters. Your lender underwrites, your attorney drafts, and both sides work through diligence. Most deals that fail, fail here, usually because something surfaces that should have been disclosed earlier.
- Financial and legal due diligence
- Lender approval
- Lease assignment, permits and licenses
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Close
Legal documents signed, funds through escrow, keys handed over. Then the real work starts.
- Asset or stock purchase agreement
- Escrow and closing
- Transition and handover
We represent the seller.
Business brokers and M&A advisors generally do not represent buyers, and we will always be straight with you about that. Your lending partner and your attorney are your advisors. What we owe you is a properly prepared business, honest answers, and a process that does not waste your time. More guidance for buyers.
Frequent questions
Questions owners ask us early.
The six we hear most often, answered plainly. Review many more answers on our FAQ page.
Seller FAQ'sI am interviewing firms, brokers, or advisors. Why Washington Business Brokers?
First, you are and always will be a priority. We say this as we routinely see owners select a firm, attorney, or wealth advisor when we know they are low priority for the advisor. We had a seller use a well-known law firm downtown..the attorney was working on a $70M transaction at the same time as our $3.5M deal. The attorney took two weeks to reply to emails and frustrated everyone, including his client.
There are M&A and business broker firms in the Pacific Northwest with 5, 10, and even 20 headshots on their site. The vast majority of these folks are "industry advisors" or never complete a sale. If you are interviewing brokers - ask to speak with a seller they helped in the last year.
Four of the owners / sales we completed in the last 18 months each burned a year with other local firms first, got frustrated, and came to us. You are looking for the right advisor, with the right capabilities – not the largest firm.
Second, we encourage you to compare the quality of marketing materials we produce, and how we write about businesses online, vs other firms. Check out our activity on LinkedIn and any business for sale platform. The professional marketing pieces are going to be the first time a buyer learns that it is “your business” – we get positive buyer feedback continuously on the quality of content and materials, including from far larger investment banks. This investment in polished marketing directly benefits you in attracting more buyers and ultimately driving a higher transaction price.
Third, take a look at our industry awards for verified transactions. Check out the associations online: M&A Source and the IBBA (International Business Brokers Association). Washington Business Brokers, and Ryan Hemmert, is the ONLY firm in Washington and Oregon to be recognized four years in a row for verified deal activity.
You can verify the industry awards and reviews online.
We will gladly share references of happy sellers for you to speak with.
How long will it take to sell my business?
The quickest sale we have had, from the date we e-signed an engagement agreement to the closing date, was four months.
The longest sale took a full 12 months. A reasonable expectation is six to eight months. Transaction length varies based on the financial profile of the business, industry, location, and macro environment.
When we partner with an owner on a sale, it is important that the owner stays focused on driving business results with their team and clients / customers, precisely because the sale process takes time. Our commitment to sellers is to drive the sale process as hard as we can while you focus on driving the business.
For a more granular view of "time to sell" check out the Market Reports page (see Resources).
How do you get paid?
We work on a straight success fee (commission) basis. We get paid only at closing when funds are wired from an escrow or legal firm.
As you would expect, the % success fee decreases as the transaction size increases. We follow a standard fee structure up to $5M in transaction size. If we value your business greater than $5M, we will custom quote a success fee.
In addition, every seller can put up to three "named buyers" directly in our engagement agreement. In the event "the buyer" is one of these three, you receive a 20% discount on the standard fee structure.
In our experience working with many different firms, you are not likely to see a great deal of variation in fee. You are looking for the sharpest advisor and the best fit.
We believe strongly in getting things done, fair deals, and building our reputation one fair deal at at time.
How will you keep my sale confidential?
Confidentiality is foundational to what we do. Our mornings start with a review of every buyer NDA that came in overnight on the businesses we currently represent. We are meticulous in reviewing these, in fact, we even have a negative online review from a prospective buyer who thought our screening process was too rigorous!
Take a careful look at the "Businesses for Sale" page - you will see no company or owner names listed. Instead, we say something along these lines..
Washington Business Brokers represents a $4.5M sales, $1.1M cash flow roofing business in metro Seattle.
30+ years in business, 4 crews with 3 - 5 roofers each, 2 estimators, and 2 office staff, seller preparing for retirement. For more information about the opportunity, go to wabusinessbrokers.com and submit an NDA. After your NDA has been reviewed and verified, we will release more confidential information about the opportunity.
We follow this process, to a T, with every busines and every buyer inquiry.
Rest assured, our processes are built around maintaining confidentiality and successfully selling your business.
Do you specialize in a specific industry or type of business?
No. We flex across industries and have experience with many business types, operating models, sizes, and locations.
Think of us like you would a good attorney or CPA. We are process experts and work with owners through a very specific, sequenced series of transaction steps to close a fair deal.
Our expertise is in valuation, optimizing a business for sale, creating compelling, confidential marketing materials, buyer identification and qualification, negotiation, deal structuring, and closing.
The wide range of industries we facilitate deals in benefits you – we simply see more deal types and interact with more types of buyers and financial groups, than an advisor or firm super deep in one niche.
Have you sold another business like mine?
Across hundreds of business valuations and completed sales, the odds are high that we have sold a business like yours.
In some cases, though, we may not have. There are many niche business verticals that continue to surprise us, learning about so many unique businesses is one of the fascinating parts of what we do. Partly because of the large mix of business owners we work with, we see similarities in deal types across industries that may not be obvious at first glance to an owner.
Think of us like you would a good attorney or CPA. We are process experts and work with owners through a very specific, sequenced series of transaction steps to close a fair deal.
Schedule Your Initial Discovery Call
We welcome the opportunity to connect with any business owner that is thinking about buying and selling a business.
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