How to sell my business without a broker?
Start with valuation and financial prep. Normalize your earnings (add back owner salary and one-time costs to get SDE or EBITDA) and apply industry multiples — roughly 2-4x SDE for small owner-operated firms and 4-8x EBITDA for larger, professionally managed ones. Then assemble three years of clean financials and tax returns; buyers underwrite the numbers, so messy books cost you price.
Next, find and screen buyers, and protect yourself with NDAs before sharing anything sensitive. Buyer type drives price: an individual buyer often pays 2-3x SDE, a search fund 3-5x EBITDA, private equity 4-8x EBITDA, and a strategic acquirer 5-10x EBITDA. Cast a wide enough net that you have more than one interested party — competition is what protects your price.
Finally, move from a letter of intent into due diligence and closing. PE deals are commonly structured as 60-80% cash at close with the remainder as equity rollover, a seller note, or an earnout, and a full process typically runs 6-12 months. Even without a broker, use a transaction attorney and a CPA — how the deal is structured (asset vs. stock sale) materially changes your after-tax proceeds.
The hardest part of going broker-free is buyer access. This is where DealSeam fits: it is not a traditional business broker, but it introduces owners to qualified buyers off-market and is paid a success fee by the buyer where there's a fit, so you reach vetted buyers without paying a listing commission.
Related questions
Can I legally sell my business without a broker?
Yes. No license is required to sell your own business; most owners still use a transaction attorney and a CPA to structure and paper the deal.
How do I value my business myself?
Apply industry multiples to normalized earnings — about 2-4x SDE for small owner-operated firms and 4-8x EBITDA for larger, professionally managed ones.
How do I find buyers without a broker?
Tap your network, strategic competitors, search funds, and PE firms, or use off-market introduction services like DealSeam that connect owners with qualified buyers.
What documents do I need?
Three years of financials and tax returns, an add-back or earnings recast, a confidential information memorandum, and signed NDAs before sharing details.
How is the sale taxed?
Federal long-term capital gains generally run about 15-20%, plus state tax. A 3.8% net investment income tax can apply to higher earners but generally not to gain from a business you materially participate in, so many owner-operators land nearer 20% federal. Asset sales are usually less favorable to sellers than stock sales, so plan structure with a CPA.
Sources & methodology
- •DealSeam guide: How to Sell a Business
- •DealSeam EBITDA Multiples by Industry
- •IRS Topic No. 409 — Capital Gains and Losses
- •DealSeam guide: Business Broker vs. Direct Sale
This is general educational information, not legal, tax, or financial advice. Consult a qualified CPA and M&A attorney about your specific situation.
Thinking about selling your business?
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