How to Maximize the Value of My Business Sale?

IRS Circular 230 Disclosure: We do not provide tax advice. Any discussion of U.S. tax matters is not intended or written to be used for the purpose of avoiding U.S. tax-related penalties and is created solely for illustrative purposes. Reach out to your tax advisor with tax-related questions.

Selling your business may be the single largest financial event of your life. Whether you’re in Arizona, Scottsdale, Phoenix, or anywhere across the U.S., the question every owner eventually asks is:
“How do I maximize the value of my business sale?”

The answer lies in preparation, positioning, and process. At William & Wall, we help business owners structure deals that not only close—but close at the best possible terms.

Below are the key strategies every seller should understand before going to market.

1. Know What Drives Value (and What Hurts It)

Buyers are looking for strong fundamentals and reduced risk. Before you sell, assess your business through a buyer’s lens. The most common drivers of higher valuation include:

• Consistent and growing EBITDA

• Diverse and recurring revenue streams

• Strong second-tier management (not overly dependent on you)

• Clean financials with accurate, GAAP-aligned reporting

• Clear customer contracts and defensible margins

Risk areas that lower value:

• Heavy customer concentration

• No succession plan or weak leadership bench

• Sloppy or unclear financials

• Legal or compliance red flags

Understanding these levers is step one to maximizing your sale price.

2. Prepare for Due Diligence Before Going to Market

Most deals fall apart—or lose value—in due diligence. The way to avoid this is by preparing long before the first buyer sees your numbers.

Start with:

• Three years of accurate financials (ideally reviewed or audited)

• Clear documentation of contracts, leases, and obligations

• Visibility into working capital needs

• A clean cap table and ownership records

• Well-organized tax filings and compliance records

A clean, confident due diligence package puts buyers at ease and keeps you in the driver’s seat during negotiations.

3. Run a Competitive Process

One of the biggest mistakes sellers make is negotiating with a single buyer. Even if you’ve received an unsolicited offer, you should still explore multiple buyer conversations.

Why it matters:

• Competition drives price up

• Gives you leverage on structure and terms

• Reveals your strongest strategic or financial fit

• Prevents you from being “boxed in” if a buyer retrades (lowers their offer)

William & Wall specializes in running confidential, competitive M&A processes across the middle market—designed to maximize outcomes without publicly listing your business.

4. Don’t Go to Market Without a Real Valuation

Guessing what your business is worth—or relying on a buyer to “educate” you—is a critical error. Work with an M&A advisor who will:

• Normalize your financials (adjust EBITDA)

• Benchmark comparable deals in your sector

• Factor in current market conditions and buyer appetite

• Set realistic—but strategic—valuation expectations

This ensures you don’t leave money on the table or price yourself out of the market.

5. Consider Tax Implications Early

A $10 million sale doesn’t mean $10 million in your pocket. Tax structuring has a massive impact on your net proceeds.

You’ll need to:

• Understand the difference between capital gains vs. ordinary income

• Plan for allocation of purchase price (especially in asset sales)

• Explore installment sales, rollovers, or charitable strategies

• Work with a tax advisor before LOI negotiations

Our team collaborates with your CPA or tax attorney to model different deal structures and how they affect your after-tax proceeds.

6. Pick the Right Representation

There’s a major difference between a business broker and an investment banker. Business brokers tend to focus on listing smaller, local companies. William & Wall, as an investment bank, works with owners who want:

• Access to private equity and strategic buyers

• A tailored, confidential process

• Sophisticated deal structuring and negotiation

• Deep valuation analysis and preparation

Having the right team gives buyers confidence—and that translates directly into value.

Final Thoughts

Maximizing the value of your business sale isn’t just about finding a buyer—it’s about preparation, positioning, and process. The earlier you begin planning, the more control you’ll have over valuation, structure, timing, and outcome.

At William & Wall, we help business owners across Arizona and the U.S. achieve successful exits with clarity, strategy, and precision.

Contact us to learn how we can position your business for the outcome it deserves.