INSIGHTS

Selling and Buying a Business

Plain-English guidance on what a business is worth, how a sale actually runs, and what buyers look for.

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Topic
Precarious offer
For Sellers

How a Buyer Lowers the Price After the Offer

October 12, 2026
A signed LOI feels like the finish line. Axial's data on 75 deals that died after the LOI puts diligence findings behind nearly half of them. Here are the five places a buyer tests your price, and how to find the weak spots before they do.
Deal Structure & Terms Due Diligence Selling a Business
Options
For Sellers

Who Is Buying Businesses in 2026? Not Just Private Equity

October 4, 2026
Private equity isn't the only buyer anymore. Competitors, first-time owners with SBA loans, search funds and family offices all buy businesses, and each one checks different things. Here is what to expect from each.
Buyer Behavior For Sellers M&A Trends Private Equity & Roll-Ups Selling a Business
iceberg earnout
For Sellers

Cash at Closing: Why Two Offers at the Same Price Aren't the Same Deal

September 28, 2026
A $2 million offer with 90% cash at closing is not the same deal as a $2 million offer with 60%. Escrow, seller financing and earnouts all change what you actually collect, and when. Here's what to ask before you compare two offers.
Deal Structure & Terms Earnout Escrow Seller Financing Selling a Business
hard to find business
For Sellers

Why Buyers Pay More for Some Businesses Than Others

September 21, 2026
Nearly half of lower-middle-market buyers say they will stretch on price for the right business. Four in ten say they cannot find one. That gap is where your price is won or lost — and it turns on four things a buyer can verify before closing, none of which is your industry. Here is what they check.
M&A Trends Multiples Private Equity & Roll-Ups Valuation & Pricing
working capital
For Sellers

The Closing-Day Rule That Can Add or Subtract From Your Sale Price

September 14, 2026
Some purchase agreements let the buyer move your price at closing, based on the cash, receivables and inventory left in the business. Many smaller sales have no such clause at all. Here is how to tell which kind of deal you are in, and what to settle before you sign.
Deal Structure & Terms Selling a Business The Sale Process
earnout
For Sellers

What Is an Earnout? What It May Cost You as a Seller

September 6, 2026
Earnouts now show up in roughly 1 in 3 lower-middle-market sales. Across deals that include one, sellers collect only about 20 cents on the dollar of what was promised. Here's what drives that gap — and the five terms worth negotiating before you sign.
Deal Structure & Terms
hourglass
For Sellers

Your Buyer Has a Clock: What a Private Equity Fund's Age Does to Your Deal

August 30, 2026
Private equity is sitting on 13,325 US companies it already owns, and more than a quarter have been held for seven years or longer. That backlog shapes your deal more than the multiple does. Here is how to read where a buyer's fund sits in its own ten-year clock — and the five questions that surface it before you sign.
Private Equity & Roll-Ups The Sale Process
Business meeting
For Buyers, For Sellers

What SBA Lenders Are Looking for in 2026 — and What Changes on October 1

August 25, 2026
On October 1, 2026, the SBA changes how business acquisitions are underwritten. The coverage floor moves to 1.25x, projections stop counting toward it, and deals at $3 million and above pick up a Quality of Earnings requirement. Here is what it costs a seller — and which buyer it quietly favors.
Financing & SBA The Sale Process
fix sign
For Sellers

5 Signs Your Business Is Not Ready to Sell (And How to Fix Them)

August 24, 2026
"Not ready to sell" almost never means "not profitable enough." It means a buyer can't verify, finance, or take over what you're selling. Here are the five gaps that surface in diligence.
Exit Planning Sale Readiness
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