Sell-side advisory

Selling your business

Most owners only sell a business once. We help you do it well: understand what it’s worth, get it ready, find the right buyer and agree terms you’re comfortable with.

Who it’s for
Owners planning a full or partial sale, now or in a few years
Transaction focus
$500K–$30M
First step
A confidential conversation, with no obligation

If this is your first sale

The buyers you’ll meet may have bought several businesses. You’ll likely be doing this for the first time, while still running the company.

That gap is the main reason owners hire an advisor. Buyers know that every unanswered question is a reason to lower the price or add conditions. A prepared seller gives them fewer of those reasons.

We do the work that a first-time seller usually can’t do alone: adjusting the financial statements so buyers see what the business really earns, preparing the information buyers ask for, approaching buyers quietly, screening out the ones who can’t or won’t close, and negotiating the details that decide what you actually take home.

You stay in charge of every decision. Nothing goes to a buyer without your approval, and you decide when to tell employees, customers and suppliers.

How a sale works

Four stages, usually over many months. Some sales take a year or more.

1. Prepare

We review the business, adjust the financial statements, agree a realistic value range with you and fix or explain obvious issues before any buyer sees it.

2. Find the right buyers

We prepare an anonymous summary and a detailed information package, approach suitable buyers confidentially, and check their ability to pay before they sign a non-disclosure agreement and see details.

3. Compare offers and agree terms

We help you compare letters of intent on price, structure, financing and certainty, and negotiate the terms with you and your advisors.

4. Get to closing

We manage due diligence and the many requests that come with it, work with your accountant and lawyer on the agreement, and help plan the handover.

See the full process, step by step

Looking beyond the price

Two offers at the same price can leave you with very different results. These are the terms we go through with you on every offer.

Cash at closing

Certainty

How much you receive on the day the deal closes, and how the buyer is paying for it.

Seller financing

Paid later

Part of the price you lend to the buyer and receive over time. It can help a deal happen, but you carry the risk until it’s repaid.

Earnout

Depends on results

Extra payments if the business hits agreed targets after the sale. Only as good as the definitions behind it.

Working capital

Adjustment

The receivables and inventory the buyer expects you to leave in the business. A poorly set target can quietly reduce your price.

Financing conditions

Risk to closing

Whether the offer depends on the buyer getting a loan, and how likely that is.

Your role after the sale

Time

How long you’re expected to stay on, in what role, and the warranties and holdbacks that could reduce what you keep.

Read: comparing offers

From an owner who sold

More testimonials

Kingston team introduced several qualified buyers and generated multiple competing offers for my company. The business sold at full asking price and on my terms within a few months, and the transaction closed on schedule as planned.

Seller

Questions owners ask

All FAQs
Do I need to be ready to sell before I speak with you?

No. Many owners call us while they are still thinking about timing, value, what a transition would look like and what life after the business might be. You don’t need to have it all worked out.

A first conversation is confidential. We talk about what you have built and what you want, and we give you a realistic view of your options, including whether the business is ready for the market and who the likely buyers would be. Whether you go further is entirely up to you.

How long does it take to sell a business?

It varies with the size and complexity of the business, how prepared it is, the market and the buyer’s financing. Preparation, marketing, negotiation, due diligence and closing together often take many months, and some sales take a year or more.

We will give you a realistic timeline for your situation once we understand the business, and we work to keep the process moving at each stage.

How do you keep a sale confidential?

Buyers are first introduced to the opportunity through a short summary that does not name the business. Interested parties are screened for financial capacity and fit, and they sign a non-disclosure agreement before they receive detailed information. Sensitive details, such as customer names, are usually shared later, once a buyer is serious.

No process can rule out every risk, but careful screening and controlled release of information greatly reduce it. We will discuss with you how and when to tell key employees.

What will I need to do during the sale?

The most important thing is to keep running the business well. Buyers and lenders watch current results, customer relationships, employees and day-to-day stability closely.

You will also need to provide accurate information, respond to reasonable due-diligence requests, keep the process confidential and be available for key meetings. We handle the preparation, buyer outreach, screening, negotiations and coordination so that you can stay focused on the company.

How will the sale of my business be taxed?

It depends mainly on how the transaction is structured. In Canada, an owner selling shares of a qualifying small business corporation may be able to use the Lifetime Capital Gains Exemption, which can shelter a significant amount of capital gains, currently about $1.25 million per individual. Because of this, a share sale is often more tax-efficient for the seller than an asset sale, although buyers frequently prefer to buy assets.

We work with your accountant, tax advisor and lawyer to consider eligibility, how the price is allocated and what you would keep after tax. The rules are detailed and change from time to time, so always get independent tax and legal advice for your own situation.

Confidential conversation

Thinking about selling?

A first conversation will give you a realistic view of what your business might be worth, how ready it is and what a sale would involve. It’s confidential and there’s no obligation.