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Sell-Side Considerations for Middle-Market Companies


An owner of a private, mid-market company who is contemplating its sale should execute the process with forethought and precision: Sell for the right reason, have an understanding of value, and be prepared to address a host of financial, operational, technology, and human resource issues during the transaction. 

The process can be daunting, especially because achieving goals in running a company – whether it is a longtime family business or an up-and-coming entrepreneurial firm – doesn’t necessarily translate into achieving those goals when selling it.

This article explores the issues and challenges company owners face leading up to and during the sale process, among them: 

  • Determining the preferred time to pursue a transaction 
  • Identifying and vetting interested buyers 
  • Deciding whether to pursue one-to-one negotiation or a broad auction process 
  • Managing post-transaction issues such as employee retention and disparate compensation strategies.

Because mid-market company owners often lack experience in M&A, the article suggests that they enlist a team of independent, experienced advisors – investment bankers, attorneys, M&A accounting/forensics professionals, tax and human resource professionals, and asset managers – to provide support before, during, and after the sale. 

The article also identifies leading practices that can help a seller prepare for and execute a transaction that achieves their goals for deal value. 

As used in this document, “Deloitte” means Deloitte LLP and its subsidiaries. Please see for a detailed description of the legal structure of Deloitte LLP and its subsidiaries. Certain services may not be available to attest clients under the rules and regulations of public accounting.

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