Insights

What Happens When You Sell Without a Broker

Six stages from first conversation to closing, and the decisions that stay yours at each one.

Some owners hire a business broker or investment banker to run a sale. Others prefer to start more directly, by talking with a small number of potential buyers or investors themselves. Neither approach is right for everyone. If you are curious about the direct route, here is what the process can look like, in plain terms.

One note up front: Ellsworth Capitol only makes introductions. We do not negotiate, value businesses, or represent either side. Everything after the introduction is between you, the investor, and your own advisors.

Step 1: Get your own advisors

Before you share anything, line up an attorney and a CPA who work for you. Your attorney can review NDAs, letters of intent, and purchase agreements. Your CPA can help you understand your numbers and what a transaction might mean for taxes. This is the most important step, and it is yours to control.

Step 2: Get your house in order

Buyers will want to understand the business. That usually means clean financial statements, a clear picture of your customers and contracts, licenses and compliance records, and an honest view of how much the business depends on you personally. You do not need perfection. You need clarity.

Step 3: Initial conversations

An introduction is just a conversation. You can learn about an investor's approach, what they look for, and how they work with owners after a deal. You decide how much to share and when. Under an NDA, more detail can follow if both sides want to keep talking.

Step 4: Interest and a letter of intent

If an investor wants to move forward, they may send a letter of intent, often called an LOI. It typically outlines proposed terms and a timeline. It is a starting point, not a final deal. Review it with your attorney and CPA before you sign anything.

Step 5: Due diligence

The buyer then looks closely at the business: financials, legal matters, operations, and people. This stage can be demanding. Being organized in Step 2 pays off here.

Step 6: Final agreement and closing

Your attorney works through the purchase agreement with the buyer's counsel. When everything is settled, the deal closes and the transition plan begins.

What you control

Throughout the process, you control a lot: who you talk to, what you share, whether you sign an LOI, which terms matter most to you, and whether you walk away. Many owners care as much about their employees, their patients or customers, and their legacy as they do about price. Those priorities are yours to bring to the table, with your advisors' help.

What to expect emotionally

Selling something you built is personal. It is normal to feel uncertain, protective, or even second-guess the whole idea. Take your time. A good investor will understand.

If you are still deciding whether to explore a sale at all, start with I Didn't Know I Could Sell My Business. Curious what investors look for? Read Is My Business Worth Anything to Private Equity?

Curious what is possible for your company? Start a confidential conversation. Owners pay nothing for an introduction.

Contact Ellsworth Capitol

This article is general information, not legal, tax, or investment advice. Ellsworth Capitol makes introductions only.