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The Early Selling Approach Most Owners Don't Consider

  • Writer:  Peter Flippen
    Peter Flippen
  • Mar 26
  • 4 min read

When owners start thinking about selling their business, many work backward from retirement. They pick a retirement date, trace things back through the sale timeline (roughly nine months for the sale and another six to 12 months for ownership transition), and land on the date they need to start talking to an M&A advisor.

 

The math is pretty straightforward. The underlying assumption is that after running a business for 20, 30, or 40 years, handing it to a new owner and staying on as an employee would be uncomfortable at best and untenable at worst.

 

That assumption isn't wrong in every case. However, the assumption shapes exit planning in a way that causes a lot of owners to skip past an option that could serve them significantly better: the early selling approach (sometimes called “the early exit approach”).

 

The early exit approach stands that whole process on its ear. Instead of selling when it’s time to stop working, you sell while you still want to be involved, and stay on for another three, five, or even 10 years (in a role that fits what you actually want to be doing). In this blog, we break down the positives and negatives of this approach.

 

What "Selling Early" Actually Means

 

Selling early doesn't mean walking out the door. In most cases, it means selling the majority of your equity (usually somewhere between 70% and 95%) to a buyer, while keeping a smaller stake and continuing to run the operation in whatever capacity makes sense.

 

In most cases involving mid-size HVAC companies today, the buyer is a private equity-backed platform executing a roll-up strategy. They're acquiring multiple businesses in a region or across the country, building a larger entity, and planning to exit that entity at a higher multiple in three to five years. You sell into that structure, retain some equity in the larger platform, and then benefit from the upside if the roll-up performs as planned.

 

The Case for Going Earlier

 

A sale can help a business owner accomplish several important goals. Let’s look at four of the most common.

 

  1. You want to take some financial chips off the table but not step away entirely. Building a contracting business for decades ties up an enormous amount of personal wealth in a single illiquid asset. A sale (even a partial one) converts a portion of that equity into liquid capital.

 

  1. You're spending most of your time on the parts of the business you don't enjoy.  At a certain size, a contracting business generates its own administrative headaches (think HR issues, accounting, compliance, sales strategy, vendor relationships, etc.). The things that used to take up a fraction of your time eventually consume most of it. A sale can put a lot of that administrative burden on the buyer’s team, which means you can get back to the work you're actually good at and like doing.

 

  1. The rollover equity opportunity is real. This point deserves more attention than it usually gets in early conversations about selling. When you retain equity in a roll-up platform, you're holding equity in a larger entity that's actively growing through additional acquisitions. If the platform executes well, the value of that retained stake can increase substantially over the hold period. Some owners who sold into roll-up platforms in the early years of consolidation in this industry have seen their retained equity approach or even exceed what they earned from the actual sale. That's not guaranteed, and it's not right for every deal, but it's part of the financial picture that owners sometimes miss.

 

  1. Your team benefits, too. Platform buyers can usually offer your employees better benefits, more advancement paths, and training resources that a smaller independent operation can't match. For owners who feel a real sense of responsibility to the people who helped build the business, a sale to the right buyer can mean better long-term outcomes for their team, not just themselves.

 

The Real Drawbacks

 

That said, selling early does come with some drawbacks that you should understand. Here are three of the most important.

 

  1. You'll answer to someone else. For owners who've run their own operation for decades, this is a real adjustment. Decisions that used to be entirely yours will go through a different process. The business will have reporting requirements, approval chains, and strategic priorities that reflect the platform's agenda, not just yours. Some owners adapt to this better than expected. Others find it genuinely difficult.

 

  1. Your lifestyle will require renegotiation. Long vacations taken on short notice, Friday golf, unconventional hours, and compensation that you could afford to pay yourself as the owner don't automatically survive a transaction. A buyer is acquiring a business, and they'll have expectations about how it runs. Some of these arrangements can be negotiated upfront and documented in the deal, while others can't.

 

  1. The culture/atmosphere of the buyer matters, too. Not all platform buyers operate the same way. Some run relatively decentralized businesses and leave acquired operators with a lot of autonomy. Others have strong centralized processes and expect acquired companies to conform almost immediately. The difference isn’t always visible during diligence. Spending time with the right advisors can help you get an accurate picture before you're locked in.

 

Is Early the Right Timing for You?

 

The answer is that it depends on factors specific to your situation:

 

●      Where is the business in its growth curve?

●      What does the current acquisition environment look like?

●      How are your personal finances positioned?

●      What kind of role do you actually want to play in the next chapter?

 

What's less variable is the cost of not thinking about it carefully. Owners who default to the standard retirement-minus-two-years timeline without examining the early exit option aren't making an informed decision. They're making a default one. In a fast-consolidating market where buyer appetite for quality contracting businesses remains strong, defaulting without looking at alternatives may mean leaving a significant amount of optionality on the table.

 

If you're five to 10 years from where you think you want to exit, it's worth at least running the analysis. Understanding what a transaction looks like now, what you'd net, what the rollover opportunity looks like, and what the day-to-day might require gives you the information to make a real decision rather than just sticking with the plan you made before you had all the facts.

 
 
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