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Selling a Private Company: How to Make It Easy to Buy — and Choose the Right Intermediary to Maximize Outcome

4 min read June 26, 2025

Kensington has been involved in the purchase and sale of private businesses for over two decades, gaining practical insight into what makes a transaction successful. As an active buyer and seller in the private market, we understand what drives value, what buyers are looking for, and how to position a company for a seamless transition. For those considering a sale, early preparation and the right strategic guidance can make the difference between a good outcome – and an exceptional one.

1. Get the House in Order: Remove Friction Before It Starts

The first and most essential step is internal readiness. Buyers are evaluating risk, credibility, and ease of integration. A well-organized company signals low risk and high professionalism.

Make sure:

  • Corporate records are complete – All shareholder agreements, minute books, and legal filings should be current and clean. Unclear ownership or messy governance is a red flag.
  • Financials are accurate and current – Ensure three years of monthly and annual financials are complete, reconciled, and GAAP-compliant, with clear normalization of owner-specific expenses.
  • Sales and marketing materials reflect the real business – Your website, pitch decks, and client brochures should tell a consistent, up-to-date story.
  • Vendor and customer relationships are documented – All contracts, pricing agreements, and correspondence should be clearly organized and readily available.

The goal: a buyer should feel like they could step into the business tomorrow without discovering skeletons or inefficiencies.

2. Commission a Sell-Side Quality of Earnings (QoE) Report: Build Financial Credibility

Buyers expect to perform detailed financial due diligence. If you don’t prepare for it, it becomes a delay—or a price reduction. A third-party Quality of Earnings (QoE) report, prepared by a reputable accounting firm, eliminates those concerns upfront.

A good QoE report:

  • Verifies your EBITDA
  • Distinguishes recurring vs. non-recurring revenue and expenses
  • Analyzes customer, product, or margin concentration
  • Validates working capital and cash flow

Why it makes buying easier: It builds trust and accelerates the diligence phase. Buyers can move quickly and confidently when they don’t have to recreate your numbers.

3. Create or Commission an Industry Overview Report: Provide Strategic Context

Buyers—especially financial sponsors or non-industry players—often need help understanding the bigger picture. An industry report helps them connect the dots between your business and broader sector opportunities.

Include:

  • Market history and growth trends
  • Competitive dynamics and key players
  • Regulatory or technological change
  • Forecasts and opportunities ahead

Why it makes buying easier: It gives buyers an investment thesis. You’re not just selling a company—you’re selling the opportunity your company represents in a growing, well-defined market.

4. Map the Buyer Universe: Anticipate Fit and Intent

Knowing who might want to buy your company—and why—is essential for building a high-quality sale process. Before engaging a banker, build a preliminary buyer list with notes on:

  • Strategic acquirers (competitors, suppliers, customers)
  • Private equity firms with relevant portfolios
  • Family offices or independent sponsors
  • Management or internal succession candidates

Why it makes buying easier: It shortens the discovery curve and enables your banker to focus on the most likely and best-aligned buyers.

5. Select the Right Investment Banker: Prioritize Buyer Access Over Polish

The banker you hire will define the pace, tone, and success of your sale. The best bankers don’t just run spreadsheets and presentations—they run relationships. Their value isn’t theoretical—it’s personal and direct.

You’re not hiring a service provider. You’re hiring a connector with influence where it matters most.

What to look for:

  1. Sector Experience – They should understand your industry’s economics, buyer motivations, and acquisition patterns.
  2. Deal Size Fit – You want a banker who routinely works with companies in your value range.
  3. Strategic Capabilities – Firms that offer debt advisory, valuation opinions, or capital markets insights can enhance buyer decision-making and deal execution.
  4. Relationships with Buyer Decision-Makers – This is the most critical differentiator.

The best bankers know the CEOs of the buyers—and deal with them regularly. Their calls get returned, fast, because there’s trust, history, and mutual respect.

This kind of relationship isn’t built during the sale process. It exists long before, across multiple transactions and years of dialogue. It allows your banker to:

  • Create urgency
  • Get real feedback on buyer interest
  • Re-engage a stalled buyer quickly
  • Navigate internal politics on the buyer’s side

Without these relationships, the process is just outreach. With them, it’s influence.

Conclusion: Buyers Buy What’s Clear, Clean, and Connected

Selling your company is about making it easy to buy—with confidence, clarity, and conviction.

The best outcomes come from a combination of:

  • Meticulous internal preparation
  • Clean, verified financials
  • A well-structured story within a defined industry context
  • And above all, an advisor who already knows the buyer—and can get them on the phone tomorrow

When your sale process is led by someone whose calls are taken at the top, buyers don’t just look—they act.

Make it easy to buy. The rest will follow.

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