Sale Business by Owner Toolkit
Sell your business without a broker. Step-by-step tools for valuation, listings, buyer vetting, and deal structuring — all free, no login required.
Sale Readiness Score
0%0 of 24 items completed
3 years of P&L statements ready
Profit and loss statements showing revenue, expenses, and net income
Why it matters
Buyers need financial history to verify earnings and project future performance
Balance sheet prepared
Current assets, liabilities, and owner's equity snapshot
Why it matters
Shows what assets transfer and any debts the buyer inherits
Tax returns available (3 years)
Business tax returns that match your P&L claims
Why it matters
Tax returns verify your reported income is accurate and legitimate
SDE/Owner's benefit calculated
Net profit + owner salary + add-backs documented
Why it matters
SDE is the primary metric buyers use to value and compare businesses
Add-backs list documented
Personal expenses, one-time costs, owner perks itemized
Why it matters
Proper add-backs can significantly increase your valuation
What Does "Sale Business by Owner" Mean?
Selling a business by owner (FSBO) means handling the sale yourself without paying a business broker's commission — typically 8-12% of the sale price. For a $500,000 business, that's $40,000-$60,000 you keep in your pocket.
FSBO works well for businesses under $1M where the owner has time to manage the sale, understands their financials, and is comfortable with negotiation. You'll need to handle marketing, buyer qualification, due diligence support, and deal structuring — but with the right tools and preparation, thousands of owners do this successfully every year.
This toolkit gives you the frameworks, calculators, and templates that brokers use, so you can present your business professionally and close a fair deal on your own terms.
When FSBO Works (and When It Doesn't)
FSBO Works Well When:
- • Business value under $1M
- • Clean, verifiable financials (3+ years)
- • You have time to manage inquiries and showings
- • Straightforward business model buyers understand
- • You're comfortable negotiating
- • Willing to offer seller financing
- • Have a CPA and attorney for support
Consider a Broker When:
- • Business value over $1M
- • Complex deal structure needed
- • You need access to a broader buyer network
- • Industry requires specialized knowledge
- • You don't have time to manage the process
- • Confidentiality is extremely sensitive
- • Business has distressed financials
Step-by-Step FSBO Process
Prepare Your Business
Get financials in order, document processes, calculate SDE, and complete the readiness checklist.
Determine Valuation
Use SDE multiples based on your industry, growth trends, and owner dependency to set a realistic asking range.
Create Listings
Write compelling listings for different platforms. Balance providing enough info to attract buyers while protecting confidentiality.
Market the Opportunity
Post on BizBuySell, BizQuest, industry forums, LinkedIn. Leverage your network. Consider targeted outreach to competitors.
Qualify Buyers
Screen inquiries with vetting questions. Require proof of funds before sharing detailed financials. Use NDAs.
Negotiate & Structure
Discuss price, terms, transition, and deal structure. Consider seller financing and earn-outs to bridge gaps.
Due Diligence
Provide documentation, answer questions, facilitate inspections. Most deals take 30-90 days of due diligence.
Close the Deal
Work with attorneys to draft purchase agreement, handle escrow, transfer assets, and complete the transition.
Documents You'll Need
Financial Documents
- 3 years of Profit & Loss statements
- 3 years of tax returns
- Current balance sheet
- SDE calculation with add-backs list
- Accounts receivable/payable aging
Business Documents
- Asset list (equipment, inventory, IP)
- Customer/revenue breakdown
- Lease agreements
- Key contracts and vendor agreements
- Standard operating procedures (SOPs)
Common FSBO Mistakes to Avoid
Overpricing based on emotion
Use SDE multiples, not what you 'need' from the sale. Overpriced listings sit for months and become stale.
Poor financial documentation
Buyers need clean, verifiable numbers. Messy books kill deals faster than anything else.
Sharing confidential info too early
Always require NDAs and proof of funds before detailed financials. Competitors pose as buyers.
Neglecting the business during sale
Declining revenue during the sale process tanks your valuation. Stay focused on operations.
Being inflexible on terms
Seller financing, earn-outs, and transition support expand your buyer pool significantly.
No professional support
Use a CPA for financials and an attorney for contracts. The cost is minimal compared to deal mistakes.
Understanding Business Valuation (SDE Multiples)
Small businesses are typically valued as a multiple of SDE (Seller's Discretionary Earnings). SDE represents what a new owner-operator can expect to earn from the business.
How to Calculate SDE:
- Start with net profit from your P&L
- Add back owner's salary and payroll taxes
- Add back personal expenses run through the business (car, phone, insurance, travel)
- Add back one-time costs that won't recur (lawsuit, major repair, moving costs)
- Add back depreciation/amortization (non-cash expenses)
Typical SDE Multiples by Industry:
- SaaS/Subscription: 3.0-6.0x (higher for recurring revenue)
- E-Commerce: 2.0-4.5x (depends on brand value, supplier relationships)
- Agency/Services: 2.0-4.0x (client concentration matters)
- Local Service: 2.0-3.5x (location-dependent, often asset-heavy)
- Content/Media: 1.5-3.5x (traffic quality and monetization)
Multiples increase for businesses that are growing, less owner-dependent, have recurring revenue, and have clean documentation. They decrease for declining businesses, high owner dependency, customer concentration, and messy financials.
Where to Find Buyers
Online Marketplaces
- • BizBuySell (largest marketplace)
- • BizQuest
- • BusinessesForSale.com
- • LoopNet (for businesses with real estate)
- • Flippa (for digital businesses)
Direct Outreach
- • Competitors who want to expand
- • Suppliers who want vertical integration
- • Employees interested in ownership
- • Industry associations and forums
- • LinkedIn (private messages to prospects)
Professional Networks
- • Your CPA's client network
- • Attorney referrals
- • Chamber of Commerce
- • Industry trade shows
Search Funds & PE
- • Search fund entrepreneurs
- • Small private equity firms
- • Family offices
- • SBA lender networks
Legal & Tax Disclaimer
This toolkit is for educational purposes only. It does not constitute legal, tax, or financial advice. Business sales involve complex legal and tax implications that vary by jurisdiction, business structure, and deal terms.
Always consult with qualified professionals before selling your business:
- A CPA for tax planning and financial presentation
- An attorney for purchase agreements, NDAs, and legal compliance
- A business appraiser for formal valuations (especially for SBA-financed deals)
The valuations, templates, and guidance provided here are starting points. Every business sale is unique and may require customized approaches.
Toolkit Features
Sale Readiness Checklist
24-point checklist covering financials, operations, legal, marketing, and deal prep with progress tracking.
Valuation Calculator
SDE-based valuation with industry multiples, growth adjustments, and asking price ranges.
Listing Generator
3 listing variants: Direct, Anonymous, and High-Trust templates ready to post.
Buyer Vetting Scripts
First-message questions, first-call script, and qualification criteria.
NDA Template
Starter non-disclosure agreement template to protect your information.
Deal Structure Helper
Asset vs stock sale, seller financing, earn-out options with risk analysis.
No Login Required
Use all tools immediately. Your data stays in your browser.
100% Free
No hidden fees, no premium tiers. Complete toolkit at no cost.
SDE Math Explained
See exactly how valuation multiples are calculated for your industry.
Private & Secure
All calculations happen locally. Nothing is stored or transmitted.
Export Everything
Download your complete checklist, valuations, and documents as TXT.
Step-by-Step Process
Guided modules take you from preparation to deal structure.
Frequently Asked Questions
Can I sell my business without a broker?
How do I value my business for sale?
What is SDE (Seller's Discretionary Earnings)?
How long does it take to sell a business FSBO?
Should I offer seller financing?
What's the difference between asset sale and stock sale?
How do I find buyers for my business?
Do I need an NDA when selling my business?
What documents do I need to sell my business?
When should I use a broker instead of selling FSBO?
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