Is now the right time to sell?

Why timing matters in a business sale
When you choose to sell is one of the most consequential decisions you control as an owner. Timing directly impacts how buyers assess value, how much competitive tension exists in the process and how much negotiating leverage you retain.

Experienced buyers are more likely to pay a premium when financial performance is strong and the growth story is credible. In periods of active industry consolidation or high capital availability, competitive dynamics can drive valuations higher and improve terms. At the same time, entering the market after growth plateaus or sentiment softens can reduce offers and introduce more contingencies into deal structures.

For example, a regional logistics firm recently sold at a premium by entering the market just as several national carriers were acquiring midsize operators to expand their networks. By moving before demand cooled, the owner attracted multiple offers and secured favorable terms that might not have been possible a year later.^[1]

Here are the three primary factors that may be enhanced by optimized timing:

• Valuation premiums. Buyers are often attracted to businesses that demonstrate stable performance, scalable operations and credible growth prospects. Selling during a period of strong margins and manageable risk may increase enterprise value substantially compared to waiting until performance levels off or declines.
• Competitive buyer interest. When private equity firms and strategic buyers are actively pursuing deals in your sector, competition for quality businesses intensifies. A stronger field of interested buyers will usually translate into stronger competition and better offers. Timing your exit to coincide with this activity helps position you for a better outcome.
  
• Deal terms and control. Favorable timing can also enhance your negotiating leverage, enabling you to secure higher cash proceeds at closing, minimize earnout exposure and reduce conditional terms. Buyers are more likely to align with your priorities when market dynamics are in your favor.

Factors that shape the right time to sell
When is the right time to sell? While no single formula applies to every business, owners can make a more informed, strategic decision by evaluating three key factors: market conditions, industry dynamics and ownership objectives. Together, they provide the clearest picture of whether timing is in your favor or if it makes sense to wait and prepare.

• Market conditions. Look at the broader economic climate. Are interest rates supporting buyer financing? Is debt capital readily available? Are private equity sponsors and strategic acquirers actively deploying capital in your sector? Strong capital availability and active buyer demand can create a window of opportunity worth seizing.
  
• Industry dynamics. Evaluate how your industry is evolving. Is consolidation picking up? Are peer companies being acquired? Are emerging technologies, regulatory changes or cost pressures reshaping the competitive landscape? Selling while your industry is attracting investment, rather than reacting to disruption, can help you capture stronger value.
  
• Ownership objectives. Finally, consider your own readiness. Are you nearing retirement, looking to diversify your wealth or facing a leadership succession gap? Has your business hit an inflection point that will require outside capital or new leadership to sustain growth? Aligning your exit with your long-term objectives helps the timing feel right financially, strategically and personally.

Signs you might be ready to sell
Even in favorable market and industry conditions, the timing is only right if you and your business are prepared. Too often, owners wait until growth slows or market dynamics shift, missing their optimal window because they overlooked the signals. Identifying these indicators early allows you to act while your business remains well-positioned and before external or internal factors erode value.

Here are key indicators it may be time to evaluate a sale:

• You’ve received unsolicited inquiries from serious buyers. This indicates the market recognizes your company’s value and strategic fit, often a sign of heightened demand in your sector.
• Your leadership team and governance structure are stable. Buyers gain confidence knowing the business can operate independently of your direct oversight, increasing its attractiveness and facilitating a smoother transition.
• You lack a succession plan or no longer wish to lead day-to-day. In these cases, selling while the business remains strong can protect value and allow you to exit on your terms.
• Industry disruption or regulatory change is looming. Anticipating market shifts and acting before uncertainty impacts valuation can help you preserve leverage and command premium terms.
• You’re financially and personally ready. Clarity about your next chapter and how to deploy the proceeds ensures you approach the process with focus and resolve.

The role of an investment banking advisor
Even with ideal timing, executing a business sale is a complex, high-stakes process. An experienced investment banking advisor can help you navigate the transaction strategically, avoid missteps, protect value, and maximize certainty of a successful transaction.

A strong advisor helps:

• Clarify timing and readiness. Know exactly when your business and the market are aligned, so you can go to market with confidence.
  
• Provide market insight and benchmarks. Understand current valuation multiples, buyer activity in your sector and how your business compares, enabling you to set informed expectations and avoid undervaluing your enterprise. 
• Position your business for maximum appeal. Craft a compelling growth narrative, present accurate and transparent financials and highlight strategic fit to drive buyer interest and competitive offers.
• Manage risk and execution. Stay focused on running the business while your advisor oversees negotiations, coordinates due diligence and manages process risk to keep the deal on track.
• Ultimately, a trusted advisor provides the perspective, discipline and advocacy you need to make one of your most significant decisions with confidence.

Thinking about selling your business?
Comerica’s experienced investment banking team can help you evaluate your options, assess market conditions and develop a clear, strategic path forward. Talk to Comerica’s Securities Investment Banking team today to begin your confidential consultation.