Can I sell my business without a broker?

You do every job a broker would do: set the price, package the financials, find buyers, screen them, keep the sale confidential, and run the deal from letter of intent to close.

• Price it. Start from your earnings. SDE is net profit plus one owner's full compensation plus documented add-backs. Buyers will challenge each add-back, so read which add-backs a buyer will accept before you build the schedule.
• Find and screen buyers. An NDA and proof of capital come before any financials leave your hands. A public listing tells staff, customers, and competitors that you are selling.
• Run the process. You negotiate the letter of intent, answer diligence requests, and coordinate the buyer's lender, your attorney, and your CPA.

The full sequence is laid out in how to sell a business without a broker, including the documents to have ready before the first call.

The lender checks historical earnings against debt service, and a broker's absence does not change that test.

When the buyer is an individual or a new entity (an Initial Acquisition), SBA SOP 50 10 8.1 requires at least 1.25x debt service coverage on the last fiscal year or a two-year average. Projections cannot be used to meet it. A same-industry business expansion, such as a competitor buying you, needs 1.15x.

Run your numbers through that test. Say your business has $1,000,000 in revenue and $250,000 of SDE. Because EBITDA subtracts a market-rate manager salary, it comes in below that $250,000, and the lender sizes debt service against EBITDA, not SDE. That gap sets how much the buyer can borrow, so it moves your price.

Three more SBA rules shape your negotiation:

• Above a $350,000 purchase price, the lender must obtain an independent valuation from a Qualified Source, ordered by and prepared for the lender. A valuation you commissioned cannot be used.
• Total acquisition debt, meaning the SBA loan plus any seller debt not on full standby, cannot exceed that valuation. A price above it must be covered by buyer equity or standby debt.
• At a $3,000,000 purchase price or more on an Initial Acquisition, the lender requires a quality of earnings report that was not prepared by or for you. See what a quality of earnings report covers.

If you plan to offer a seller note, expect the buyer's lender to want it on full standby, with no payments for the life of the SBA loan, and to count it toward the equity injection.

It saves the advisory fee and costs you time, plus the risk of a weaker price or a deal that stalls at diligence.

Munera's fee structure shows what you are comparing against. If your business matches one of Munera's active buyer clients, the buyer pays the fee and you pay nothing. If Munera runs a confidential buyer search, the fee is a success fee paid at closing, with no monthly retainer and a $5,000 engagement deposit credited against the fee at closing. For how other advisor fees are built, see what M&A advisors charge on a lower middle market sale.

Then price your own time. Munera's stated timeline runs 4 to 8 weeks of preparation, 2 to 4 months of marketing, and 60 to 90 days from signed LOI to close. Selling alone does not shorten those steps. It puts the work on you while you still run the business.

Selling on your own makes sense when you already have a qualified buyer, such as a key employee, a competitor, or a family member, and your main task is papering the deal.

It makes less sense when you need to create competition among buyers, because a single buyer sets the terms. Decide before you start which case you are in. If you have one buyer, hire a transaction attorney and a CPA to handle the asset sale versus stock sale decision and the purchase price allocation before you sign a letter of intent.

If you have no buyer, your choice is between building a buyer list yourself and engaging an advisor, and the cost comparison above is the place to start.