Answers/Selling to Private Equity

How to sell my accounting firm to private equity?

Quick Answer
To sell a CPA or accounting firm to private equity, clean up your recurring-fee base, separate compliance work from one-time projects, confirm a clean EBITDA, then run a process to LOI, diligence, and close. Firms typically trade at roughly 3.0x-6.0x EBITDA (about 1.0x-2.0x SDE for smaller practices). PE is rolling up accounting; partners usually roll equity and stay through a multi-year transition.
Last updated: June 2026DealSeam Research

Selling a CPA or accounting firm to private equity starts the same way as any sale: document your recurring fee base, separate one-time project work from sticky compliance and advisory revenue, confirm a clean EBITDA, and get a realistic valuation. Accounting firms typically trade at roughly 3.0x-6.0x EBITDA, or about 1.0x-2.0x SDE for smaller practices.

Private equity has moved aggressively into accounting because compliance work is recurring and clients rarely switch. Buyers build a platform firm and roll up smaller practices. The value levers that matter most are the share of recurring versus project revenue, client concentration, an advisory or niche specialization, staff depth, and how much the book depends on the selling partner personally.

Run a real process: prepare a confidential package, sign NDAs, collect indications of interest, negotiate an LOI on price and structure, then complete due diligence and close, typically about 4-6 months from LOI. Expect 60-80% cash at close with the balance as equity rollover and earnouts tied to client retention, and plan to stay through a transition; partners commonly roll equity and continue.

DealSeam is not a traditional business broker; we introduce firm owners to qualified PE and roll-up buyers where there is a fit, with the buyer paying our success fee so sellers pay nothing. We never guarantee a buyer or a specific price.

Related questions

What multiple do accounting firms sell for?

Roughly 3.0x-6.0x EBITDA for established firms, or about 1.0x-2.0x SDE for smaller practices, with recurring-revenue and advisory-heavy firms at the top of the range.

Why is private equity buying CPA firms?

Compliance revenue is recurring and clients rarely leave, and the market is highly fragmented, an ideal roll-up profile. Buyers consolidate firms to add scale and advisory services.

Do partners have to stay after the sale?

Usually yes, at least through a multi-year transition. Partners commonly roll equity and continue, and earnouts are often tied to client retention.

What hurts an accounting firm's value?

Heavy client concentration, a book that depends on one departing partner, thin staffing, and a high share of one-time project work all reduce the multiple.

Sources & methodology

  • DealSeam EBITDA Multiples by Industry
  • DealSeam accounting industry valuation data
  • DealSeam guide: Sell to Private Equity

This is general educational information, not legal, tax, or financial advice. Consult a qualified CPA and M&A attorney about your specific situation.

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