Foundry Business Advisors
Conversations in confidence · How we keep a sale quiet

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Selling a closely held company in Gainesville.

Most North Florida owners sell once. The work is not a listing flyer. It is a recast of the books, a short list of people who can close, and a transfer that does not scare the crew who still have to open on Monday.

Why Gainesville sales feel different.

Alachua County and the towns around it are not a national listing mill. Buyers here know landlords, bankers, and sometimes the owner’s children. A leaked sale travels. That is why confidentiality is not a marketing line — it is how the company stays intact while you decide.

Closely held companies in North Florida often run on the owner’s judgment: pricing, key accounts, the lease negotiation, the person who knows where the spare parts live. A buyer is not buying a spreadsheet. They are buying whether that judgment can transfer without the shop falling apart.

Foundry sits in Gainesville as an independent brokerage practice. The principals are CPAs and licensed Florida realtors. We know how a return is built, and how Florida treats business brokerage as real estate. We do not invent deal counts or crowd a listings page to look busy.

When selling is the right move.

Retirement, health, a partner who wants out, a next generation that does not want the shop, fatigue that has stopped being temporary. Those are reasons. “I heard multiples are high” is not. Multiples move. A company that still depends on you for every decision does not sell at a magazine number.

The useful test: can a funded buyer see a future without you in every seat? If not yet, the work is readiness — cleaner books, a manager who is not you, customer concentration that would survive one lost account — not a public teaser. We will say which it is in the first conversation.

Read how we run a sale engagement end to end. If you are two years out, a private opinion of value is often the better first document.

What the file has to carry.

Tax returns are written to pay as little tax as is lawful. Buyers and lenders pay for cash. We rebuild seller’s discretionary earnings so the conversation is about the business, not about the truck that was expensed or the spouse on payroll. Add-backs have to be real and one-time where claimed.

Then a range grounded in what similar Florida companies have actually closed at — quality of earnings, how much of the story is still you, lease or building that can transfer. A confidential information memorandum is a controlled document, not a Craigslist ad with a multiple attached.

NDA first. Proof they can close second. Industry fit matters. A competitor fishing for your customer list does not get the file. Tours are staged. Employees learn when you decide, usually after a serious letter of intent.

What you keep is not the headline.

Buyers write a check. Sellers pay tax. The kitchen-table number is what remains after federal tax, structure, and whether the building conveys, leases back, or stays in the family. Because the principals are CPAs, we treat structure as part of the brokerage work — sitting with your CPA of record.

Foundry does not issue tax opinion letters. Those stay with the CPA of record. We make sure the purchase agreement and the tax plan are not strangers at the closing table. More on that in our note on after-tax proceeds.

If you want to begin, who we are is a short read. A name and one line to contact is enough to start.

Readiness before a listing.

Many Gainesville owners call when they are tired, not when the file is ready. That is human. It is also expensive. A buyer’s first questions are predictable: who runs the company when you are gone for two weeks, what happens if the largest account leaves, how clean is the inventory count, and does the lease assign. If those answers are soft, the process slows, the story leaks, or the letter comes in low.

Readiness work is unglamorous and valuable: separating personal from company expenses on a go-forward basis, documenting processes that live only in your head, introducing a manager to vendor relationships, and deciding early whether the building sells, leases, or stays. None of that requires a public announcement. All of it improves the range a serious buyer can defend to a lender.

We would rather spend the first engagement months on that work than force a premature market. A quiet opinion of value, a punch list, and a timeline beat a blind teaser that cannot survive diligence. When the file is ready, the sale sequence is shorter and kinder to the people still making payroll.

Who else sits at the table.

Your attorney drafts and negotiates the documents. Your CPA of record owns the tax return and any opinion letter. Foundry runs the brokerage process: recast, marketing under confidence, buyer screening, negotiation support, and coordination through close. Florida treats much of business brokerage as real estate; the principals here hold realtor licenses for that reason.

We do not replace counsel or the CPA of record. We keep those professionals from meeting for the first time at the closing table with a purchase agreement that fights the tax plan. Foundry remains an independent brokerage practice.

Banks, landlords, licensing boards, and key vendors enter on a schedule you approve. Early noise with any of them is how quiet sales stop being quiet. We stage those conversations the same way we stage tours.

A quiet next step.

If this is the season to talk, a name, a role, and one line is enough. Write hello@foundrybusinessadvisors.com or use the contact form. We answer in confidence.

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