The start of the year is often a time for reflection and deep thought. For some small business owners, it might even be to decide if they want to continue with their current venture. They might want to sell up and enjoy the fruits of their labour or the motivation to sell might be an itch to try something else.
Whatever the case, if a business owner is serious about selling up then they need to plan for the sale thoroughly. “Owners should ideally begin preparing two years in advance,” says Laura Gilbride, deals partner at PwC Ireland.
“A frequent mistake is seeking a full exit without succession planning. Even without appointing a new chief executive, identifying internal candidates provides flexibility to engage both trade and financial buyers. This creates competitive tension; one of the most effective levers for maximising value in a sale.”
While two years may seem like a long time, it’s at the shorter end, according to Aoife McGinley, head of client services at Bibby Financial Services.
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“Ideally, preparation should begin three to five years ahead of an exit. That allows time to strengthen management teams, reduce owner dependency, improve financial visibility and build a track record of sustainable performance,” she says.
“When owners leave it too late, they often uncover issues during due diligence, such as weak systems, informal processes or customer concentration that reduce value or delay deals. Early planning turns an exit from a reaction into a strategic choice.”
Naturally, a key part of any sale is working out what the business owner is getting for their asset. That means significant planning and research should go into the valuation of the company.
“Buyers increasingly look beyond profits to cash flow quality, recurring revenues, management depth, customer concentration and operational resilience,” says McGinley.
“Many owners overestimate the value of strong recent performance while underestimating risks like key-person dependency or weak systems.”
Indeed, that excess focus on recent performance can often distract sellers from some of the key drivers behind a good valuation.
“In many cases, they often undervalue loyal customers, strong brands or scalable infrastructure. A clear, well-documented business with predictable cash generation is often more attractive than higher but volatile earnings,” says McGinley.
Sectoral awareness is vital to getting an accurate valuation as the drivers vary depending on the industry.
“Valuation drivers vary by sector: manufacturing focuses on Ebitda, while software prioritises SaaS [software as a service] or ARR [annual recurring revenue] metrics. Buyers ultimately value future growth, so robust, defensible forecasts supported by pipeline evidence are critical,” says Gilbride.
“Working capital is another key area often overlooked; poor optimisation can reduce value. Applying a buyer lens ensures owners highlight the right metrics and avoid misjudging their company’s attractiveness.”
There’s more than the buyer and seller involved in such a transaction. Staff concerns are obviously top of mind but so too should be tax management. All too often, sellers misunderstand what reliefs are available to them.
“Sometimes sellers mistakenly assume they qualify for reliefs like retirement relief, entrepreneur relief, and rollover relief without verifying the details,” says Mairead Harbron, partner at PwC Private.
“Early planning is essential to optimise these benefits and where desired, ensure a smooth transition into new ventures. Structuring the sale, ownership, and timing effectively allows owners to maximise reliefs and minimise tax liabilities. Without early advice, sellers risk missing out on savings and may struggle to reinvest efficiently.”
Again, adequate and thorough planning is vital for ensuring the most tax-efficient sales process. Planning the sale of a business can often be more complex than planning to establish one, and the need to understand the tax aspect is a clear indicator of that.
“Many owners underestimate how much deal structure and timing affect their final take-home value. Reliefs such as retirement relief or entrepreneur relief are often misunderstood or assumed to apply automatically,” says McGinley.
“In reality, eligibility depends on planning years in advance. Early tax planning can make a material difference to net proceeds, sometimes amounting to hundreds or thousands of euro. Engaging tax and financial advisers early is critical to avoiding costly surprises late in the process.”
So, you’ve set aside the time to plan for an exit, you’ve optimised the business for the best possible valuation, and you’ve managed to figure out the tax issue. Now, it’s the matters not entirely within your control that come into play.
With significant shifts in interest rates and financing conditions in recent years, the very manner with which exits are structured and funded today has changed. This was something Bibby found in its own research.
“Higher interest rates and tighter credit have made buyers more selective and deals more structured. Over half of SMEs say access to finance has become more difficult in the past six months, while 39 per cent are more likely to use external funding now,” says McGinley.
“Earn-outs, deferred consideration and vendor financing are now more common as buyers manage risk. According to Bibby Financial Services’ SME Confidence Tracker, 11 per cent of businesses are considering a full sale in 2026, highlighting growing exit intent amid uncertainty. Owners should understand that deals may take longer, due diligence is deeper and flexibility on structure is often key to getting a deal done.”
Gilbride says the overall picture for those selling is good but they should be mindful of the potential impact of external factors when it comes to timelines.
“Ireland remains attractive to trade and financial investors, but higher interest rates and recent shocks; Covid, inflation, tariffs, mean deals take longer,” she says.
“Lenders and investors now spend more time on diligence, testing resilience and normalised trading profiles. Owners should expect extended timelines and more scrutiny, but strong fundamentals continue to attract capital and support successful exits.”
