A good sale is rarely the one with the highest headline price. It is the one whose terms hold up three years later, once the earn-out is settled and the clients have stayed.
Price is not the whole deal
Payment schedule, clawback clauses tied to client retention, the seller’s transition period and non-compete scope often move the real proceeds further than a difference of a few points on the multiple.
The transition period decides a lot
Clients rarely leave because of the sale itself. They leave because the handover was rushed, or because nobody told them anything until it was done.
Preparing beats negotiating
Two or three years spent reducing dependence on the owner, documenting processes and spreading client concentration will do more for the final figure than any amount of hard bargaining at the table.
