
Article · By Jared Luegers, CFA
If you want to increase the value of your business before you sell, the work starts earlier than most owners expect. It isn't a coat of paint you put on in the last six months. It's a handful of things you build over a couple of years that make a buyer sure the money keeps coming after you hand over the keys.
Here's the short version. You increase what your business is worth by making it less dependent on you and more certain for a buyer. Five levers do most of the work: clean numbers, a business that runs without you, a real second-in-command, customers that aren't all riding on one account, and being ready for a buyer's questions before they ask. Start early and every one of them moves your price. Wait until a buyer is sitting across the table, and most of them are already off the board.
A buyer isn't paying for last year's profit. They're paying for how sure they are it keeps coming without you. That was the case I made in Same Profit. Very Different Price., why two businesses with the same profit sell for wildly different prices. You know the why. This is the how, what you actually do about it.
One rule before we start: don't try to fix all five at once. Start with the one costing you the most. For most owners, that's the second one on this list.
What good looks like: your books close clean within a couple weeks of month-end, every month, not just at tax time. A buyer can open them and see what you actually make without a fight.
First moves:
Put a monthly close on the calendar and hit it by the 10th to 15th. Do it for a year before you go to market so the numbers are credible, not freshly scrubbed.
Write down your add-backs now. Every owner runs some personal expenses through the business. That's fine, but in a buyer's financial review, anything you can't document gets struck, and every dollar struck comes off at your multiple. A documented dollar is worth several dollars of price. And only claim what's real. Buyers strip anything recurring or unprovable, so count only what would truly disappear the day you leave.
Separate what the business earns from what you pull out of it. A buyer is buying a business, not your tax strategy.
Why it matters: the financials tell a buyer what's happening. The operations tell them why. If the numbers are a mess, a buyer assumes the worst and prices it in. Good data in, good data out.
This is the big one, and for most owners it's where the most money is hiding.
Here's how I say it to owners who are two or three years out: we've got to get you out of the day-to-day and plug someone in, so a buyer isn't buying a job. The day a buyer decides they're buying a job, the multiple comes down. Nobody pays a premium to buy themselves a hard job they can't leave.
What good looks like: you can be gone for a month and nothing unravels. That's not a vacation perk. That's the proof a buyer is looking for.
First moves:
Run the hit-by-a-bus test. Take the handful of things that only live in your head, how you land customers, price, deliver, handle cash, and hire, and get them on paper as simple one-page processes anyone could follow.
Move your key relationships onto the team and the brand. If the biggest customers belong to your cell phone, they walk out the door with you.
Install a weekly leadership rhythm with a simple scorecard. Five to seven numbers the team owns, reviewed every week, whether you're in the room or not.
Why it matters: it's common for owner-dependent businesses to trade closer to 3 to 4 times profit, while a comparable business that runs without its owner can fetch 7 to 8 times. Ranges vary by industry and size and nothing is guaranteed, but the direction never changes. Shannon Pratt, the dean of private-company valuation, has long pegged the "key person" discount at 10 to 25 percent. Same profit, very different price, and this lever is most of the gap.
What good looks like: a proven number two who could actually run the place, plus a name for who's next in every seat that matters.
First moves:
Name your number two and start handing them real decisions now. The key word is real. A buyer can smell a title with no authority behind it. And they need to have been in the seat a year or two before you sell, or it reads as window dressing. You can't pretty up the pig in diligence.
Lock in your key people before you ever go to market. A simple stay bonus or incentive plan is cheap insurance. A lot of key employees decide whether to stay within the first six months after a sale, and if your best people leave, so does the value. Don't let that be a surprise the buyer discovers before you do.
Why it matters: the first question a serious buyer asks is "who runs this after you're gone?" If the honest answer is "me," you don't have a business yet, you have a job with employees. The bench is what turns one into the other. And it's rare, which is exactly why it gets paid for. Only about one in five businesses are confident they have the people to run the place without the owner. Be one of them.
What good looks like: no single customer who could sink you by leaving, and revenue that repeats instead of starting from zero every January.
First moves:
Map your top ten customers and what percent of revenue each one is. If any single account is north of 15 to 20 percent, start building a pipeline of smaller ones. Don't fire the big customer, just make them matter less.
Turn one-time work into contracts, retainers, or maintenance plans wherever you honestly can. Predictable beats big.
Check whether you're underpriced, because most owners are. A small price increase drops almost straight to profit, and owners who finally raise prices usually lose very few customers. If you haven't touched pricing in years, that's not loyalty, it's money left on the table.
Why it matters: buyers and their lenders get nervous when one customer is more than 10 to 15 percent of revenue. Past 25 to 30 percent it's a red flag that can cut value by a third, kill the deal, or make the business hard for a buyer to even finance. On the other side, recurring revenue is often worth 2 to 3 times what the same dollar of one-time revenue is, because a buyer can count on it. Where your revenue comes from changes what it's worth, not just how much there is. And pricing is the quietest lever of all. A 1 percent lift in price can raise profit by around 8 percent, far more than chasing the same gain through volume. Same business, more profit, and profit is what a buyer multiplies.
What good looks like: you could open a clean, organized data room tomorrow, and you actually know your number and what replaces the income.
First moves:
Start a data room folder now and feed it over the next year: three years of financials, customer and vendor contracts, the cap table, leases, insurance, the org chart. Building it slowly beats a panic project the month a buyer shows interest.
Clean up the loose ends a buyer trips over. Handshake equity promises that were never papered. Customer lists or software that belong to you personally instead of the business. Contracts that can't transfer without the customer's blessing. Find these now, because they surface at the worst possible time.
Do the personal math. What do you need to live on after, and what will the after-tax check actually be? What replaces the income the business quietly pays for, the vehicle, the insurance, the flexibility? A sell-side quality-of-earnings review, done four to six months before you go to market while there's still time to fix what it finds, heads off the surprises buyers use to chip your price down. It costs less than the price cut it prevents, and sellers who bring one tend to hold their multiple instead of losing it.
Why it matters: most businesses that go to market never actually sell. By most counts only 20 to 30 percent do, and the ones that fall apart usually die in diligence, over surprises. Being ready is how you end up in the group that closes.
And the headline price is not your check. What you take home is what's left after debt, taxes, fees, and the working-capital and holdback adjustments a buyer negotiates near the close. A clean balance sheet can swing your actual proceeds by as much as a full turn of multiple. Same price on paper, very different money in your pocket.

The saddest version I see is the owner who sells ten years too early and walks away from a healthy business that was quietly paying them a great living. Most owners who regret a sale don't regret the price. They regret not being ready for what came after. Deal-ready isn't paperwork. It's making sure the transaction is the right move before you make it.
Be honest with yourself about the clock. Some of this is weeks of work: start a monthly close, organize a data room, write down your add-backs. Some of it is years: a number two who's genuinely proven, two or three years of clean numbers, a customer base that's actually diversified. Getting yourself out of the day-to-day is usually a one to two year job on its own, months to get halfway off, a year or more to truly let go. It's not an overnight thing.
That's exactly why you start early. If you're three years out, you can move all five of these. If you're six months out, you can't fix everything, but you can fix the one that's scaring buyers the most, and that one alone can change your number. It's almost never too late to stop leaving money on the table.
And if you own a business in Indiana, the clock is worth taking seriously. A large share of the businesses in this state are run by owners over 55, and a lot of them will look to sell in the same handful of years. When that many come to market at once, the ready ones get their pick of buyers. The rest compete on price.

Here's the part for the owner who isn't selling anytime soon, because it's the whole point.
Every lever on this list makes your business better right now, whether you ever sell or not. A business that runs without you means fewer 11pm calls and a vacation that's actually a vacation. Clean numbers mean you know where you make your money. Diversified customers mean you sleep at night.
The same work that makes a business worth more to a buyer in three years is what makes it run better and stress you less this quarter. You're not choosing between running it well and selling it well. It's the same job. The same work pays twice.
Don't guess which lever is costing you the most. A great CPA keeps your books right and your taxes handled, and that's essential. It's also a different question from what a buyer would pay for the business, or which gap is holding your value back most.
The free Foundation Check, on LIMESTONE's website, takes about ten minutes. It reads your business across these five things and shows you the one to fix first. No pitch. If we can't help you, we'll tell you that straight, and point you to who can.
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