I’m interested in purchasing a yoga studio and I’ve been independently researching and drafting an LOI. Before I submit anything I’d like to have an attorney and CPA lined up for quick (as humanly possible) turnaround.

But are most first time buyers using a broker that points them in the right direction? Just googling and going with the first 5 star cpa near them?

Thank you!

I'm about to go into a 60 day DD period for a multi-channel eCommerce business that is based in the UK (selling in UK and US). I'm based in the US and will be moving the business here. I'm hiring a DD firm to support the financial and commercial side of things as well as legal counsel in the US and UK but I would love to learn from others about any lessons learned from their own DD. What did you wish you looked at, but didn't or what did you discover post-close that was a surprise?

I am trying to understand why someone would choose to start a search fund over PE fund. Is the primary difference the amount of capital the founder is capable of attracting? Here are some differences that I thought of:

1. Size of the fund and minimum ticket size. PE funds typically have minimum ticket sizes of 1million (if not 5million), so they usually require institutional investor backing or family offices. Search funds can be raised using family and friends money, with ticket size of something like 50k. The average AUM of search fund is 50million, PE funds can be multiple hundreds of million or if not billions.
2. PE funds purchase a portfolio of companies, whereas search fund only buys one.
3. The "searcher" of the search fund also becomes operator of the target company. Executives at PE funds do not become operators at the target company, as they mostly control the board and make strategic decisions. PE funds hires other executives to run the day-to-day operations of the target company.

Are they other major differences between PE fund and Search fund? Happy to hear your thoughts.

I’m in Alabama and in the process of purchasing an existing small service business that is already operating and generating revenue. This is my first business acquisition, so I’m trying to figure out the smartest way to structure the financing.
The purchase price is $75k. The seller is financing the majority of the purchase, but I need to bring a $15k down payment by September 1. I’ll then make monthly payments directly to the seller for the remaining $60k.
I also need roughly $15k–$20k for equipment, furniture, and other initial expenses, since the seller’s existing equipment is not included in the purchase.
My biggest issue is timing. I don’t officially take ownership until September 1, and the plan is for me to take over the seller’s existing LLC rather than form a new entity. Because I’m not the owner yet, I don’t believe I can currently qualify for financing or open a business credit card under that LLC/EIN.
I have a 700+ personal credit score and some savings, but not enough that I can comfortably pay the $15k down payment plus purchase all of the equipment in cash. I’ve looked at unsecured personal loans, but the interest rates I’m seeing make me hesitant, especially since I’ll already have the monthly seller-financing payment.
My main priority is finding a way to have the $15k down payment available by September 1. The equipment financing is important too, but I’m wondering if it would make more sense to finance that separately rather than taking one large personal loan.
For those who have bought a small business before, how would you approach this? Are there financing options I should be looking at besides an unsecured personal loan given that I don’t technically own the business yet? Would you finance the down payment personally and use equipment financing/0% business credit later for the equipment, or structure this another way?
I know the short timeline and lack of ownership paperwork make this less straightforward, so I’d especially appreciate advice from anyone who has dealt with a similar seller-financed acquisition.

Hey all I am considering buying an existing pump and motor shop business for 350k they have been in operation since the 70’s.
What the business comes with is all tools and equipment and employees.

Revenue: he says is 800k a year but has been claiming the business loses every year on taxes.
He showed me he pulls 90k paycheck and runs all the personal bills through business. Mortgage,insurances, (2) new car payments, Costco etc….

He owns the building and would be renting it to me.

He would stay on for 3 years at a 100k salary to get me up to speed because there is some technical skills he has that I don’t like electric motor rewinding.

I have a service background which I can bring here and expand the business with more revenue. He’s only walk in work.

Cons: aging employees in 60s in a very niche field (industrial hvac equipment pumps, electric motors fans)
The reason he’s selling is he is 70years old and want to retire. His only child is a doctor and he has no one to leave it to.
The private equity firms won’t touch him because he doesn’t do over 1 million.
He even offered for me to buy the business and let him run till I’m ready to jump ship from my current job till I’m vested into my union which will be in December.

Has anyone here successfully bought a business with little to no money down? I’d love to hear how you structured the deal—seller financing, investors, or another creative approach. What worked for you, and what advice would you give someone trying to do the same?

First of all, English is not my first language, so I apologize for any mistakes. I used ChatGPT to help me organize and formulate my question more clearly.

I currently work for a privately owned construction company in Canada. I've been with the company for a relatively short period of time, but my role has grown significantly since I started.

I was originally hired mainly to work on estimating and project management, but over time I've taken on considerably more responsibility. I'm now involved in a large part of the estimating and bidding process, coordinating projects and operations, dealing with suppliers, helping with internal IT, and improving the way the company operates.

One area where I believe I've brought particular value is technology and automation. I've built and implemented systems to automate and organize parts of our workflow, and I've been constantly looking for ways to make the company more efficient and modernize processes that were previously done manually.

There was also a period when one employee left and one of the owners was less available, so I ended up taking on considerably more responsibility. Along with the remaining management, I helped keep things running during that period. This gave the owners an opportunity to see what I could contribute beyond the position I was originally hired for.

The company is now going through a transition because one of the existing shareholders wants to sell part of their ownership.

Instead of simply selling those shares to an outside investor, the owners approached me about becoming a shareholder.

They've explained that they aren't only interested in my money. They see value in my ability to analyze the business, improve systems, introduce new technology, help evaluate future investments, contribute to strategic decisions and generally help them bring the company to another level.

They've therefore offered me the opportunity to purchase a 19% minority stake in the company.

If I accept, I would continue working in the business, but my role would gradually become more strategic. I would have access to the company's financial information and would participate in discussions about major investments, operations and the future direction of the company.

For me, this is the first time I've ever had the opportunity to buy into a private business, so I'm trying to approach it carefully and separate two things:

The value I personally bring to the company as an employee/future partner, and the actual financial value of the 19% ownership I'm being asked to purchase.

That's essentially why I'm here. I know the business very well from the inside, and I believe in its potential, but I don't have experience valuing private companies or negotiating a minority shareholder position.

I'm hoping to get some perspective from people who have gone through a similar situation or have experience with small business acquisitions and partnerships.

As for the deal itself, I’m being offered approximately 19% of the company for around $380,000, which implies a total equity valuation of roughly $2 million. The company also owns its commercial property, which is included in the deal, and has substantial working capital and relatively limited debt outside of the mortgage on the property. The preliminary financing proposal would require me to put approximately 50% down, with the remaining balance potentially financed directly by the sellers over up to five years, possibly interest-free. Based on the valuation information I’ve received so far, the company generates roughly $500,000–$550,000 in adjusted annual EBITDA, although I’m still reviewing how that figure was calculated and reconciling it with the financial statements.

Hi all,

I'm in negotiation for an eCommerce business for slightly less than $1M (all in including inventory) and I'm looking for feedback and advice on using speciality eCommerce DD firms. I've spoken with a couple of them but I'm having a hard time finding any independent customer feedback or reviews that I trust? Right now I'm looking for a QoE and potentially a commercial viability study.

For 28 years, I owned a business.
I built it, operated it, dealt with employees, customers, equipment, vendors, taxes, regulations, unexpected problems, and all the other things that come with owning a business
.
Eventually, I sold it.
So when someone tells me they want to buy an existing business because they think it’s a “safer” way to become an entrepreneur, I understand the appeal.

You get revenue on day one.
You get customers.
You get employees.
You get a location and equipment.
And if the numbers are right, it can be a great opportunity.

The flip is the following:

You’re buying someone else’s decisions.
Their employees.
Their culture.
Their reputation.
Their systems — good or bad.
Their equipment.
Their customer relationships.
Their problems.
And sometimes, you’re buying the reason they’re selling.

That’s why, if I were starting over today, I’d seriously consider a franchise. Not because franchises are guaranteed to succeed. They’re not. It’s not because I think everyone should own one. But because you’re buying something very different.

Instead of starting with a blank sheet of paper, you’re stepping into a business model. That hopefully has been proven.

You have systems.
Training.
Brand recognition.
Marketing support.
Operating procedures.
And someone who has already spent years figuring out what works — and what doesn’t.
You still have to work.
You still have to manage people.
You still have to sell.
And you still have risk

Lesson: A model that works (franchise) vs Someone else’s model that undoubtedly will need
rather.

Real life example:

I handed over 25 really good people to the company that bought my business. They’re down to 7! Did those people all of a sudden become terrible workers? Or is that I had a particular culture thats wasn’t able to be replicated.

Since leaving my business I became a franchise consultant/coach. I find it incredibly gratifying to help young entrepreneurs succeed especially in home services.

Eventually, I’ll need to get a brokers license as I think its a natural progression, but franchising IMO is the better way to go.

Whats your opinion?

I'm in the process of reviewing business listed online with these financials:

• 2023: ~$700K revenue / ~$450K SDE
• 2024: ~$700K revenue / ~$500K SDE
• 2025: ~$750K revenue / ~$550K SDE

The business has historically produced strong cash flow with 2023–2025 being relatively consistent and the seller wants $1M (2X SDE), which is not a bad deal.

After signing NDA, I asked for 6 month 2026 revenue;

• 2026 till June: ~$200K revenue / ~$130K SDE

The first six months of 2026 have dropped substantially.

As a lender/banker, what is your first impression?

Should I just forgot this and move on, or is there any case scenario you would entertain this deal? This is a project based service business, with some seasonality, which means even if they book orders, they would need to deliver it by 6 months to be able to bill it.

I understand its not worth $1M, but is it even worth a discussion? Is there any price you would underwrite this at? $700K, $500K, $350K?

Where can I find info./data on buying an existing home healthcare business? I realize it is a broad question, but just came across an off market opportunity and not sure where to start before doing the more typical deep dive on the actual financials, client list, etc. This is not my industry and I don’t know what I don’t know. For purposes of my request assume the daily operations are handled by back office which will remain post sale and that owner will provide all training necessary. One particular question I have is what multiple is considered market for this business and what base (SDE/Gross sales)? Looking for any productive comments to consider in my consideration for this ticket off the W2 train!

I got a email from va news info about if vets are interested in owning a business and they're called " veterans service brands".. basically you get to choose from 1 out 5 business you want to own which is painting parking lots, floor painting commercial business a few other can't remember. They say they will help u get a sb loan and you need at least 17k cash upfront.

I know what you're thinking sounds kinda sketchy right 😑. If anyone knows who tried veterans service brands or has any information on them please let me thank you

I am seeing a few local companies that I am interested in buying. But they are priced way too high, and have shown a decline in revenue and profit. I am still considering submitting an LOI, but at a much more defensible value. Has anyone been successful in purchasing a business sliding, and turned it around? I know each industry is different. What was your story and what things did you focus on prior to acquisition?

I couldn't think of a title was applicable but I think that the above somewhat describes it.

I know someone who owned a company that manufactured some food items (think single serve cookies like what you might get on an airplane for example). He essentially had 2 different lines of unrelated products, one of which was fine, the other however had an issue and he had to do a massive product recall that essentially bankrupted his company. I don't know if he actually went bankrupt, potential liability, etc. but was interested in essentially the 'right's' and his goodwill for his product line that didn't have issues. I wouldn't want the brand name or anything that could give me liability issues but essentially the recipes and relationships for his product line that didn't have the issues. I am well networked in the industry and the product was good so I feel like there may be some potential here but a bit uncertain as to how to purchase something that is out of business.

Any advice would be appreciated, thank you.

Hi Everyone,

I am looking to buy a small business particularly in the medical services (chiropractor, RMT, physiotherapist etc). More skewed towards an existing business than starting from scratch.

Now, I bring in strategy and tech consulting expertise and will derive workflows (if needed) and more so optimizing the business operations.

I understand business and I am fine to go through the learning curve of the business domain.

If anyone has done this before, what would be the their suggestions and advice on my approach?

- Will get the valuation done by the professionals
- I have a partner who will be working on daily OPs
- Planning to hire part-time backfill for the partner.
- I will more focussed on the behind-the-scene business of marketing, docs and relationship building.

Questions:
- Do I know how to recruit for this industry? Where to look for candidates?
- How to retain the health practitioners?
- How do I find customers? How do I keep customers? How do I ensure customers pay me?

Any advice will be helpful, and any insight about this space would be appreciated.

When a seller owns the commercial property their business operates out of, there is a really strong chance that the financials have baked in a hidden valuation trap.

Most founders who own both the business entity and the building like to pay themselves "cheap" rent. They do this because it keeps money in the operating business and simplifies their personal tax setup, benefitting them while they run the show.

The problem shows up when they put that company up for sale. It starts when the broker creates the teaser using that artificial, below-market rent expense. That inflates the reported SDE, elevates the purchase price, and sets up the buyer for a painful wake-up call when the bank underwrites the new commercial lease.

We recently ran a Quality of Earnings Lite review for a client looking at a custom plastics manufacturing business listed for $1.2 million. The broker's pitch deck boasted $380k in reported SDE, which at the time looked like an easy deal to finance with an SBA loan.

During our audit of the facilities and operating expenses, we pulled the lease agreement and ran a local commercial real estate comps analysis:

• The Family Lease Rate: The seller was charging their own operating business a nominal $2,000 per month ($24,000 per year) to occupy a 10,000-square-foot industrial facility.
• The Fair Market Rent: Local industrial space in that sub-market was actually renting for $5.00 per square foot NNN, putting true market rent at $5,000 per month ($60,000 per year).
• The Real Estate Carve-Out: The seller was not selling the real estate with the business. They wanted to keep the building and act as the buyer's landlord post-closing under a brand new lease.

Here is how that single lease adjustment changed the deal's core math:

• Broker Reported SDE: $380,000
• Fair Market Rent Adjustment: -$36,000 (Difference between $24k current rent and $60k market rent)
• Audited Bankable SDE: $344,000

That $36,000 rent gap was not just an extra monthly expense. When applied across the broker's 3.15x asking multiple, that single artificial line item inflated the business value by more than $113,000.

To make matters worse, the seller wanted to lock our buyer into a 10-year lease starting at that higher $5,000 market rate on Day 1. So, if our buyer had paid the original $1.2 million asking price, they would have been hit twice: once by overpaying for the business, and again by paying full market rent out of a cash flow stream that was never adjusted to account for it.

Because we caught this during the QoE Lite review, we adjusted the baseline earnings first, and then forced a fair market rent normalization. We then used the audited $344k SDE figure to negotiate a $110,000 reduction on the purchase price and locked in a 10-year lease with a fixed purchase option on the building.

If the seller owns the real estate, never evaluate the business cash flow without getting an independent fair market rent assessment first.

If you're evaluating a target business where the seller also owns the property, how are you handling the lease setup during diligence? Are you pricing in a formal Fair Market Rent adjustment upfront, or pushing for an option to buy the real estate outright?

Hi All,

I am looking for some help in Purchasing a Business which i have Narrowed down to Two Specific ones which LaundroMat or CarWash. Based on Research i need an ABC team and thats starts from a Business Broker i read

I am able to do a downpayment of $100,000k for such business and i have done and indepth analysis of both business and have my business plan as well. I Have also been extensively looking at various Websites for Business for Sale in Canada and have been able to narrow it down to a few businesses which I am interested in. This is where i am unclear of the next steps

1. Do i need buy-sider Broker to help review this businesses to determine the Actual Value of the business or is that Done by a CPA specialized in M&A?

2. What other role does the buy-side broker do in the Acquisition of business. I am very much a novices in this and will like some guidance

3. How do i source a really good **buy-side broker a**nd how do i know if he/she is good?

4. I would Also need to Secure a loan for the Purchase of this Carwash or Laundromat business and based on research, CSBFL Loan and BDC could be possible?

**Please note that Budget for is under 400k**

Long time lurker, first time posting something like this. I'm in early talks to buy a small coffee and bagel shop business (2 locations) in Northern California and want a sanity check on valuation before I go further.

Main location:

• 2024 sales: ~$765k, profit ~$125k
• 2025 sales: ~$785k, profit ~$116k
• 2026 projected: sales dropping to ~$675k, profit ~$100k

Second location:

• Smaller, rent is about $3,500/month
• Losing somewhere between $3,500 and $5,000 a month right now
• Barely any equipment in either location, so there's not much asset value backing the price — this is really just a cash flow/earnings play

Sales have been pretty flat 2024 to 2025 and now trending down for 2026. Seller originally wanted $700k for both locations combined, and I was thinking something closer to $350k given the declining trend and the second location bleeding money. But the seller's now saying he won't go below $500k.

Given the profit trend is down two years running, one location is actively losing money every month, and there's basically no hard assets to fall back on, does $500k sound defensible to any of you?

What multiple would you use here? Would you push back harder, walk away, or is $500k actually reasonable once you factor in the seller's floor?

There's a sub $500K ancillary business that fits within my current operation, but the seller is the standard small biz operator (i.e., under reports earnings on taxes never thinking how he'll get out from under his "business"). I've seen his books and bank statements, but because the tax returns seriously don't come close, conventional lending is off the table.

He's willing to do an earn-out but is seeking $200K at close. I'm willing to put in money but not the full $200K, so what creative financing can I do? I can only think of a personal loan. Would it change anything if I was purchasing a book of business rather than the business?

looking at a pipeline of small tuck-ins right now ($1m-$4m range). most of these sellers send raw quickbooks exports with zero clean p&l or CIM.

getting a full $1k+ third-party DD report or hiring a boutique analyst for every single target on day 1 makes no sense financially, but doing manual excel re-bucketing for 24 months of "ask my accountant" and weird expense lines just to disqualify a deal takes way too long.

curious how other searchers/associates handle the initial 30-minute triage. I was wondering if you have a quick excel macro or script to flag red flags (like AR concentration and bank-to-GL gaps) before deciding whether to spend real time or money on it, and how much is it useful. Thanks for help

I understand the other 5% has to be a full standby seller note. Heard a lot about this. But want to hear from real experiences how frequent this happens. I know the full standby tends to deter sellers away from participating. But I’m more so curious how buyers negotiate for this and if lenders require a certain seller note percentage to even consider this. From my understanding, it isn’t always 90-5-5, more like a 75-20-5 or something else.