Sell my business UK: Stop Waiting, Start Maximising Your Exit

You don’t sell a business. You sell confidence. A buyer is really buying the next three years of profit, not the last three. If you’ve found yourself typing “sell my business uk” at 2 a.m., you already know this matters. You built this, now you want the freedom you’ve earned.

Here’s the blunt truth: the perfect time won’t announce itself. Markets drift. Fatigue creeps in. Margins compress. The biggest risk isn’t a bad buyer; it’s your own delay.

Every month you wait, you’re either making the asset more attractive or bleeding leverage. Interest rates shift, tax rules shift, and competitors sniff around your customers. I’ve watched founders miss seven figures by waiting “one more year” to tidy what they could have fixed in 90 days.

Decide what “done” looks like

Before a broker, banker, or mate at the golf club tells you the “market multiple,” decide what you want, on paper.

• How much is enough after tax and fees? Be specific. In the UK, Business Asset Disposal Relief (BADR) may let you pay 14% CGT on up to £1m of gains if you meet the rules (typically two years as an officer/employee and 5% shareholding). Miss a condition and your net number changes fast. Bring in a tax planner early.
• What do you want besides money? Time off? A clean exit? Or are you happy with an earn‑out if the upside is real? If you say “sell my business” but you really want to run it without the grind, a minority investment or MBO might fit better than an outright sale.

Make your business easy to buy

Buyers pay for ease and certainty. Make both obvious.

• Predictability beats potential. Clean monthly management accounts. Three years of steady gross margin. Explain any spikes.
• Reduce key‑person risk. If you’re the rainmaker, train a deputy now. Give them signatures, authority, and visibility.
• Spread customer concentration. No client over 20% of revenue if you can help it. If you can’t, lock in contracts.
• Clean up contracts and IP. Assignability clauses matter. Staff on proper employment contracts. IP owned by the company, not a freelancer.
• Fix the boring stuff. Companies House filings neat. VAT, PAYE, and corporation tax current. Lease assignments in order. If you’re in a regulated niche (FCA, healthcare), make sure permissions are transferable.

Start a lightweight data room: financials, anonymised customer lists, supplier agreements, HR, IP, insurance, policies. The faster you answer diligence, the higher the trust and the price.

Ask yourself: if a buyer shadowed you for a week, where would they see chaos?

Choose your route like a strategist, not a romantic

There are only a few ways this goes.

• Trade sale: A competitor or adjacent player buys you for synergies. Often the best price for smaller deals; sometimes the cleanest exit.
• Private equity: They buy a majority or significant minority. Great if you want a “second bite” later and your business can scale under a playbook. Expect governance and an earn‑out tied to growth.
• MBO/MBI: Your team (or an incoming team) buys with debt and investor support. Lower disruption, but you may carry a vendor loan note and get paid over time.
• Discreet off‑market sale: Make a tight list and speak directly. Works when the buyer universe is small and privacy matters.

Whichever path you choose, the UK process is standard: teaser and NDA, information memorandum, early calls, offers, heads of terms with exclusivity, diligence, then the share purchase agreement (SPA) and completion.

Two technical forks to consider:

• Share sale vs asset sale: Share sale is usually cleaner for you (CGT treatment, fewer transfers). Buyers like asset sales to avoid legacy risk. Negotiate, W&I insurance can bridge the gap on bigger deals.
• VAT and TOGC: Some asset deals qualify as a transfer of a going concern—no VAT if structured correctly. Get advice.

And a dose of reality on price: value is a range, not a number. UK private businesses trade on adjusted EBIT/EBITDA multiples shaped by growth, sector, and risk. Anchoring to US tech headlines is the fastest way to be disappointed.

Negotiate like an adult: you win on terms

There are only three levers: price, terms, and time. Most founders obsess over the first and bleed the other two.

• Cash at completion beats headline price. An extra turn of EBITDA isn’t worth much if it’s trapped in an earn‑out you don’t control.
• If there’s an earn‑out, keep metrics simple, pre‑agree the budget you’ll run under, and protect against the buyer starving marketing or changing revenue recognition.
• Watch the working capital peg. It can wipe out value if you ignore it. Agree a fair normalised level and the true‑up method. Nail what counts as debt‑like items.
• Keep competition alive as long as you can. You’re most valuable before exclusivity. Once you sign heads, momentum and preparation are your edge.

Above all, keep trading strong. Buyers will forgive dust in the data room. They won’t forgive a revenue wobble mid‑process. Run a weekly deal cadence, but protect your pipeline like it’s oxygen.

Ask yourself: what’s the one term you won’t compromise on and what will you trade to protect it?

Timing is a strategy, not a mood

A solid process takes 6–9 months end‑to‑end. If your numbers dip seasonally, plan around it. If you want BADR, make sure the two‑year conditions are met before you whisper to the market.

If you’re tired, don’t sprint into a sale. Take 60 days to rest, tidy, and delegate. You negotiate better when you’re not running on fumes.

And don’t chase the exact top. You won’t catch it. You’ll only know it existed six months after it’s gone. Sell when you can show the next owner a credible, simple plan to win the next 24 months.

The moment you finally say “sell my business” out loud, people will push you to move fast. Move prepared, not hurried.

Key takeaway

You don’t sell a business; you stage a transfer of trust. The more you reduce uncertainty, for the numbers, the people, and the plan, the more you get paid, and the more of it you keep.

Before you call anyone

Open a note and answer three questions:

1. What’s my after‑tax “enough” number and my non‑negotiable terms?
2. What would a buyer see in the first hour that makes them nervous and how do I fix it in 30 days?
3. Who are the five most likely buyers, and why would each pay more than the rest?

If you can’t answer those yet and you’re serious about selling your business what’s the smallest next step you’ll take this week to change that?