How to Approach the M&A Process When Selling Your Business

Selling your business is more than a financial decision — it's a complex, emotional, and strategic process that requires preparation and the right support system. These seven key elements can greatly influence both the ease and value of your M&A transaction:

1. Choose the Right Team of Advisors

   To navigate a successful sale, assemble these four essential professionals: M&A Advisor / Investment Banker

   • CPA (Certified Public Accountant)

   • M&A Attorney

   • Wealth Manager / Financial Planner

Why this team matters:

• Maximize company valuation

• Guide negotiation strategy

• Maintain a competitive deal timeline

• Understand tax implications

• Protect legal and contractual obligations

• Prepare your post-sale wealth strategy

• Increase deal closure probability

2. Prepare for a Long, Difficult Process

Even with expert support, many owners are surprised by the emotional toll. Buyer due diligence can feel invasive, and sellers often wrestle with the idea of letting go.

Expect a 9–12 month process, and be mentally prepared for the intensity.

3. Get Your Financial House in Order

   Buyers will closely examine your operations and financials. Messy records or weak reporting systems can lower perceived value.

   
   

   Be prepared to:

   • Identify and strengthen value drivers

   • Reduce financial and operational risk

   • Organize historical and legal documents for due diligence

   • Ensure financial statements are clean and auditable
     

4. Be Cautious with EBITDA Adjustments

   Inflated or unsubstantiated EBITDA adjustments often lead to price disputes. Perform sell-side due diligence to validate:

   • Add-backs and normalization items

   • One-time costs

   • Owner discretionary expenses

   
   

   Your numbers must be transparent, defendable, and documented.

   
   

5. Avoid Preconceived Notions About Buyers

   Don’t rule out specific buyer types. Strategic buyers, private equity, independent sponsors, and family offices all offer different value propositions. A rigid mindset, such as “I’ll never sell to X,” can weaken one's leverage in a competitive process.

   
   

6. Disclose All Relevant Information

Full transparency builds trust. Disclose anything that could arise during diligence — even what seems minor. Surprises late in the deal process are among the top reasons deals fall apart.

7. Focus on Terms — Not Just Price

Look beyond the top-line purchase offer. Ask:

• How will shareholders be paid (cash, equity, earnouts, consulting)?

• What happens to employees, especially key personnel?

• Are there contingencies, like milestones or holdbacks?

Sometimes, terms impact value more than price itself.

Ready to Talk About the M&A Process?

If you're planning to sell or want to understand your options, we’re here to help.

Contact CRI M&A Advisors at info@crimaa.com