The
HartmannRhodes
Process
Selling your business is likely the largest financial transaction of your life. It deserves more than a listing agreement. It deserves a thoughtful strategy, disciplined execution, and trusted advice from someone who has been through the process of selling their own business.
Our mission is simple: To help you achieve the best possible outcome financially and personally.
Why the Process Decides the Outcome
Most of the owners I work with have never sold a business before. They've bought equipment, signed leases, hired people, survived a few bad years. But they've never sat across from a private equity deal team, and they've never had ninety days of their working life examined line by line by somebody who does this forty times a year.
That gap is the entire reason the process matters.
I've been on both sides of it. I built EthiCare Advisors, a medical claims review firm that worked with health insurers to identify billing errors and negotiate settlements with providers. I ran it through the chaos of a startup and the upheaval of an industry that kept changing the rules on us. I know what the weight of payroll feels like, and I know what it feels like to hand over something you spent years building and hope you got it right.
When I sold the company in 2017, my transition agreement was sixty days. Years earlier, we'd received an unsolicited offer at three times earnings with a three-year earnout attached. Same company, same owner. What changed in between was preparation. We put systems in place, built out the team, documented the processes, and made the business less dependent on me. That work is what turned a three-year commitment into a sixty-day handoff.
Much of the outcome of a sale is determined long before buyers start talking about price. It gets decided by how well the business was prepared, how many credible buyers were competing, and whether somebody was managing the process or just reacting to it.
A listing agreement puts your business in front of people. A process determines what happens after they show up.
The HartmannRhodes Process
1
UNDERSTAND BEFORE WE ADVISE
Every business and every owner is different. Before discussing value or timing, we take the time to understand:
• Your goals
• Your business
• Your family considerations
• Your employees
• Your ideal timeline
• What success looks like to you
2
DETERMINE MARKET VALUE
We evaluate your business the same way sophisticated buyers will.
Our analysis considers:
• Historical financial performance
• Earnings quality
• Value drivers
• Industry trends
• Buyer demand
• Growth opportunities
• Risks that may impact value
The result is a realistic market value range, not simply a guess based on a rule of thumb or an online calculator.
3
PREPARE THE COMPANY
Businesses that are well prepared consistently command stronger offers.
Together we'll:
• Organize financial information
• Prepare professional marketing materials
• Develop a Confidential Information Memorandum (CIM)
• Identify potential deal issues before buyers do
• Position the company to highlight its strengths
4
STRATEGIC
ACQUIRERS
PRIVATE EQUITY FIRMS
FAMILY OFFICES
INDIVIDUAL ENTREPRENEURS
INDUSTRY PARTICIPANTS
CREATE COMPETITIVE BUYER INTEREST
Our objective is never to find a buyer. Our objective is to create competition among qualified buyers.
Potential buyers may include:
All prospective buyers execute confidentiality agreements before receiving sensitive information.
5
NEGOTIATE THE BEST OVERALL DEAL
The highest purchase price does not always produce the best outcome.
We negotiate every significant business term, including:
• Purchase price
• Cash at closing
• Seller financing
• Earn-outs
• Working capital
• Employment and consulting agreements
• Non-compete provisions
• Transition assistance
• And more
Our focus is simple: The best overall deal — not just the highest headline number.
What Happens After the Handshake
Signing a letter of intent (LOI) is a milestone. It isn't the finish line.
The weeks that follow are where deals get tested. Diligence starts, requests pile up, attorneys go back and forth on the purchase agreement, and lenders begin asking their own questions. This is the phase where it can feel like every decision you've made over the last twenty or thirty years is being second-guessed by someone half your age.
I give first-time sellers my standard line here: In God we trust. Everyone else, prepare for due diligence.
It isn't personal. It's verification. If you were writing the check, you'd want the same thing.
Our role during that stretch is to keep the process moving, coordinate with your attorney and CPA, maintain documentation ahead of requests, and step in when a buyer pushes beyond what's commercially reasonable. Preparation is what makes this survivable, and that’s why it matters so much.
What We Won't Do
-
Put your business on a listing site and wait to see who calls.
-
Value the company off a rule of thumb.
-
Give a buyer access to your customer list, your margins, or your team before they've shown they can actually close.
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Let a buyer's timeline quietly become your timeline.
Who We Work With
HartmannRhodes works with owners of companies typically valued between $1 million and $25 million, nationwide, across a range of industries:
If your business isn't on that list, it doesn't mean we can't help. It means we should have a conversation.
Frequently Asked Questions
1. How does the process of selling a business work?
A well-run sale moves through defined stages: understanding the owner's goals, establishing a realistic market value, preparing the company and its materials, creating competition among qualified buyers, negotiating price and terms, and managing due diligence through closing. Each stage builds on the one before it. Skipping preparation to get to market faster tends to cost more time later because problems surface during diligence instead of being resolved on your schedule.
2. How long does it take to sell a business?
Most lower-middle-market sales take six to twelve months from launch to closing, and preparation can add several months before that. Time to market depends on how organized the financials are and how much cleanup the business needs. Once an LOI is signed, diligence and documentation typically take 60 to 90 days, longer if lending, real estate, licensing, or regulatory approvals are involved. Owners who prepare in advance generally move faster and encounter fewer surprises.
3. What does an M&A advisor actually do?
An M&A advisor runs the transaction. That includes valuing the business, preparing marketing materials, identifying and screening buyers, managing confidentiality, negotiating price and terms, coordinating due diligence, and working alongside your attorney and CPA through closing. Just as important, the advisor stands between you and the emotional pull of a deal. When your life's work is on the table, you want it to happen, and that instinct can lead you to give access too early or stay with a buyer too long.
4. How is a business valued before it goes to market?
Valuation typically starts with normalized earnings—most often adjusted EBITDA for lower-middle-market companies and, for smaller owner-operated businesses, seller’s discretionary earnings (SDE). The output is a defensible range rather than a single figure. Online calculators and industry rules of thumb ignore the specifics that drive multiples, which is why two similar-looking companies can sell at very different prices.
5. Do I really need to prepare my business before going to market?
Preparation is where most of the value gets protected. Clean financials, documented add-backs, reduced owner dependency, and resolved legal or lease issues all raise buyer confidence and reduce the number of things a buyer can use to renegotiate later. Businesses that go to market unprepared still sell, but they often sell for less, with more contingent consideration and a longer, more stressful diligence period. One to two years of lead time is ideal.
6. Will my employees or competitors find out my business is for sale?
A well-managed process is designed to minimize that risk. Buyers receive a blind profile first, sign a confidentiality agreement before seeing identifying information, and gain access to sensitive material in stages as they demonstrate capacity and intent. Employee communication is planned deliberately, and key people are typically brought in later in the process when the deal is substantially certain. Confidentiality breaks are usually the result of a loose process, not bad luck.
7. Is the highest offer always the best offer?
No. The headline number tells you very little until you know how much is cash at closing, what portion is contingent on future performance, how the working capital peg is set, what indemnification and escrow terms look like, and what you are expected to do after the sale. A lower offer with strong terms can produce more net proceeds and less risk than a higher offer loaded with earn-outs and obligations. We evaluate offers on the total outcome.
You only sell your business once. Make it count!
A successful sale takes more than finding a buyer. It requires preparation, disciplined execution, and experienced guidance from valuation through closing.
HartmannRhodes helps you protect your leverage and achieve the best possible outcome—financially and personally.