Torch Academy
The blog
Valuation, deal process, and what actually happens when businesses change hands.
After the Sale · Ep 5Should You Buy Another Business?
Seventy percent of sellers seriously consider buying again. Only 20-30% do it successfully. The gap is almost always motivation, not due diligence.
After the Sale · Ep 4Earnout Disputes and Post-Closing Problems
Most post-closing disputes trace back to the same thing: vague language in the purchase agreement. Here's where the fights happen and how to prevent them.
After the Sale · Ep 3Life After Selling: Identity, Purpose, and What Comes Next
More than 60% of sellers experience depression in the first year after exit, even when the money was better than expected. Here's why, and what actually helps.
After the Sale · Ep 2What to Do With the Money
The biggest financial decision of your life lands right after the biggest emotional high of your life. Here's how to avoid the classic post-sale mistakes.
After the Sale · Ep 1Tax Planning After Selling a Business
The tax bill on a business sale is set long before closing, not after. Here's how structure, timing, and allocation decide whether you keep fifty cents or thirty on every dollar.
The Deal Process · Ep 10After Closing: Transition and Handover
Transition is what protects everything you built. A smooth handover preserves customer relationships, retains key employees, and — if you have an earnout — pays you.
The Deal Process · Ep 9The Last 30 Days: Managing Closing
The final sprint to closing is where deals are most fragile. Stay organized, respond fast, and don't let emotions derail you at the finish line.
The Deal Process · Ep 8The Purchase Agreement Explained
The LOI is the roadmap. The Purchase Agreement is the binding contract — 60 to 80 pages that govern your relationship with the buyer long after closing.
The Deal Process · Ep 7Deal Structures: Cash, SBA, Earnouts, and Seller Notes
The headline price is only part of the story. How and when you actually get paid — and the risk you carry to get there — comes down to structure.
The Deal Process · Ep 6How to Survive Due Diligence
Due diligence is where most deals die — not from what buyers find, but from sellers who are slow, disorganized, or defensive. Here's how to keep yours alive.
The Deal Process · Ep 5How to Evaluate a Buyer
Not every inquiry is a real buyer. Here's how to qualify for financial capacity, industry fit, and seriousness before you share sensitive information.
The Deal Process · Ep 4How to Sell Without Anyone Finding Out
A premature leak can destroy employee morale, spook customers, and hand competitors an advantage. Confidentiality during a sale is a system, not a hope.
The Deal Process · Ep 3How to Create a CIM: Your Business's Sales Pitch
The CIM is often the first real document a serious buyer reads about your business. Here's what goes in it and how to present your numbers honestly.
The Deal Process · Ep 2Building Your Deal Team
Selling a business works best with the right mix of online tools and trusted advisors. Here's who actually earns their keep — and when to bring each one in.
The Deal Process · Ep 1How to Sell a Business: The Complete Process
Selling a business is a seven-phase process that takes six to twelve months. Knowing what comes next at each stage is how you stay in control.
Valuation Deep Dives · Ep 8Real-World Business Pricing: Three Case Studies, Expected vs Actual
Three businesses, three valuations, three very different outcomes. The gap between expected and actual price is almost always specific risk you can see coming.
Valuation Deep Dives · Ep 7Professional Valuation vs Market Analysis (Three Tiers and When to Use Each)
From a free online estimate to a $15K certified appraisal, three tiers of valuation serve different purposes. Here's how to match the tier to the job.
Valuation Deep Dives · Ep 68 Things That Increase (and Destroy) Business Value
Business value isn't fixed — it's built. These eight drivers determine whether buyers see a premium asset or a risky acquisition. Most can be moved in a year.
Valuation Deep Dives · Ep 5SDE vs EBITDA (Which Metric Is Your Business Valued On?)
Same business, same earnings — but the wrong metric can swing your valuation by 20 to 40 percent. Here's how to know which one applies to you.
Valuation Deep Dives · Ep 4The Direct Market Data Method (The #1 Valuation Approach Under $1M)
Forget theoretical models. If your business earns under a million, the most defensible way to price it is what similar businesses actually sold for.
Valuation Deep Dives · Ep 3Business Valuation Multiples Explained (Why Some Sell at 2x and Others at 4x)
Two businesses with identical earnings can sell for prices that differ by 60 percent. The multiple is the reason — and it's a direct reflection of risk.
Valuation Deep Dives · Ep 2How to Recast Financial Statements (The Step-by-Step Process Buyers Actually Use)
Your tax return tells the IRS a story. Your recast financials tell a buyer a different one. Here's how to bridge the gap without tripping any wires.
Valuation Deep Dives · Ep 1How Small Businesses Are Actually Priced
Three valuation methods answer the same question — what is this business worth? — and they rarely agree. Here's how each one works and when to trust it.
Ready to Sell · Ep 10What Your CPA Won't Tell You About Selling
Your CPA is trained to minimize taxes. But when you sell, the goal shifts to maximizing net proceeds—and those goals can be in direct conflict.
Ready to Sell · Ep 9When Is the Right Time to Sell Your Business?
The right time to sell isn't about one factor. It's about three: personal readiness, business readiness, and market conditions. All three have to align.
Ready to Sell · Ep 8Customer Concentration: The Silent Business Killer
If your top customer is more than 20% of revenue, your valuation takes a 20-30% hit—if the buyer even agrees to buy. Here's how to diversify before you sell.
Ready to Sell · Ep 7How Your Commercial Lease Can Kill a Business Sale
Your lease is your second-biggest asset in a sale. A bad lease—or a landlord who won't cooperate—can derail an otherwise perfect deal.
Ready to Sell · Ep 6Document Your Business Systems: SOPs That Sell
A well-documented business can be worth up to 3x more than one where everything lives in the owner's head. Here's how to build the playbook buyers want to see.
Ready to Sell · Ep 5Building a Management Team That Survives a Sale
A buyer is acquiring a team, not just customers. If your key people leave after the sale, you've sold them a broken business.
Ready to Sell · Ep 4Reducing Owner Dependency: Why You Can't Be the Business
If your business can't run without you, it's worth 40-60% less. Here's how to build systems and a team that operate independently.
Ready to Sell · Ep 3Cleaning Up Your Financials: Making Your Numbers Tell a Clean Story
A buyer is writing a check based on your financial statements. If those numbers look messy, they'll either walk away or deeply discount your valuation.
Ready to Sell · Ep 2The 2-Year Runway: Your Month-by-Month Timeline to Sale
Selling a business well is a two-year project, not a two-month scramble. Here's the phase-by-phase playbook for getting ready.
Ready to Sell · Ep 1Is Your Business Actually Sellable?
Not every business is easy to sell. Here are the eight critical factors buyers evaluate—and how to fix the gaps before you go to market.
Myth Busters · Ep 8Myth: The First Offer Is Always a Lowball
Not true. 65% of small business deals close at or near the initial offer. Time on market kills value faster than negotiation wins.
Myth Busters · Ep 7Myth: You Need a Broker to Sell Confidentially
False. Online marketplaces have built-in confidentiality tools. A leaked sale can cost you 40% in value—here's how to prevent it.
Myth Busters · Ep 6Myth: A Buyer Will Pay for the Potential
No, they won't. Potential is risk, and buyers pay only for proven performance.
Myth Busters · Ep 5Myth: My Accountant Said It's Worth...
Your CPA minimizes taxes, not valuation. There's usually a 30-50% gap between what your accountant sees and what a buyer will pay for.
Myth Busters · Ep 4Myth: I'll Sell When I'm Ready to Retire
That's exactly the wrong time. The moment you want out is when buyers will negotiate hardest.
Myth Busters · Ep 3Myth: You Need a Broker to Sell Your Business
This isn't a myth—it's the truth. And it can save you $50K to $120K on your exit.
Myth Busters · Ep 2Myth: I'll Just Sell to My Employees
The employee buyout sounds perfect in theory. Here's why it rarely works in practice.
Myth Busters · Ep 1Myth: My Business Is Worth 10x Revenue
Revenue multiples are a dangerous shortcut. Here's why your business valuation depends on what you actually earn.
Quick Explainers · Ep 20Buyer's Rep vs. Seller's Rep (Who's On Your Side?)
Understand the role of buyer's reps and seller's reps, why representation matters, and when you might represent yourself.
Quick Explainers · Ep 19What Is a Holdback? (And How to Negotiate One)
Understand holdbacks in business sales—how they work, why buyers want them, and how to negotiate reasonable terms.
Quick Explainers · Ep 18What Is Working Capital? (And Why It's Often Disputed)
Understand working capital in business sales, how it's calculated, and why it's one of the most common deal disputes.
Quick Explainers · Ep 17What Are Reps & Warranties? (Legal Promises About Your Business)
Understand representations and warranties in purchase agreements—what you're promising, your liability, and how to limit exposure.
Quick Explainers · Ep 16What Is Escrow? (Protecting Both Sides at Closing)
Understand escrow, why it's held, how long it lasts, and how to negotiate escrow terms that work for you.
Quick Explainers · Ep 15What Are Valuation Multiples? (How Price Is Determined)
Understand how valuation multiples work—the formula that determines what your business is worth—and what drives them.
Quick Explainers · Ep 14What Is Recasting? (Adjusting Financials to Show True Profit)
Learn what recasting is, how it affects your valuation, and why you need to be careful not to be too aggressive.
Quick Explainers · Ep 13What Is a Transition Period? (How Long Do You Stay?)
Understand transition periods in business sales—what they involve, how long they typically last, and how to negotiate compensation.
Quick Explainers · Ep 12What Is Goodwill? (The Intangible Value of Your Business)
Understand goodwill, why it's the majority of what you're selling, and how to build it before you exit.
Quick Explainers · Ep 11What Is a CIM? (Confidential Information Memorandum)
Learn what a CIM is, why it matters in business sales, and how it helps you attract serious buyers and better valuations.
Quick Explainers · Ep 10How Are Small Business Sales Funded? (The Capital Stack)
Understand where the money comes from in a small business sale—SBA loans, seller financing, and buyer cash.
Quick Explainers · Ep 9What Is a Business Valuation? (And Which Type Do You Need?)
Understand the three types of business valuations, what each costs, and how to choose the right one for your situation.
Quick Explainers · Ep 8What Is EBITDA? (And When to Use It)
Learn what EBITDA is, how it differs from SDE, and when larger businesses use it as a valuation metric.
Quick Explainers · Ep 7What Is a Letter of Intent? (And Why It Matters)
Understand what a Letter of Intent is, which terms are binding, and how it sets the stage for the rest of your sale.
Quick Explainers · Ep 6What Is a Non-Compete? (And How to Negotiate One)
Understand non-compete agreements in business sales—what they cover, what's reasonable, and how to protect yourself.
Quick Explainers · Ep 5Asset Sale vs. Stock Sale (What's the Difference?)
Learn the difference between selling your business assets and selling your company stock, and understand the major tax implications of each.
Quick Explainers · Ep 4What Is Due Diligence? (And How to Prepare)
Understand what due diligence is, what buyers will investigate, and how to prepare your business so the process goes smoothly.
Quick Explainers · Ep 3What Is an Earnout? (And How to Negotiate One)
Understand how earnouts work in business sales, why buyers want them, and how to protect yourself when a portion of your payment is performance-based.
Quick Explainers · Ep 2How to Sell Your Business Yourself (The DIY Selling Guide)
Explore the six-step process for selling your business without a broker. Learn the real costs, what it takes, and when DIY selling makes sense.
Quick Explainers · Ep 1What Is SDE? (Seller's Discretionary Earnings Explained)
Understand SDE, the metric that actually determines what your business is worth to a buyer. Learn how it's calculated and why it matters more than net income.