Sell a Business in Florida: The Step-by-Step Seller’s Guide

A Florida Owner’s Resource

Sell a Business in Florida: The Step-by-Step Seller’s Guide

Every stage of selling a Florida business, in order, from deciding whether to sell through closing day.

Short answer: you sell a business in Florida by deciding when to sell, getting a realistic valuation, preparing your financials and operations, marketing the business confidentially to screened buyers, negotiating the price and deal terms, working through due diligence, and closing with a tax plan already in place.

I’m Ryan C. Winter, Business Broker with Truforte Business Group, licensed in Florida (BK3362329), based in St. Augustine, and working with owners in every part of the state, from Pensacola to the Keys.

The guide below follows those same steps in order, with the articles I have written for each stage grouped under its heading. Start with the section that matches where you are today. If you would rather read the whole process in one sitting, start with my complete guide to selling a business in Florida.

Bonus

Choosing the Right Broker

How to pick an advisor who will protect your value and your confidentiality.

Frequently Asked Questions

How do I sell my business in Florida?

Start with a confidential valuation so you know what the business is worth before you talk to any buyer. Then organize three years of financials, fix what a buyer is likely to question, and decide what you want your role to be after the sale. From there the business is marketed without your name on it, buyers sign a non-disclosure agreement and show they can finance the deal, and you negotiate price and terms. Due diligence, financing, and closing follow, usually with a Florida attorney and your CPA alongside your broker.

How long does it take to sell a business in Florida?

Most Florida business sales take six to twelve months from listing to closing. A well-prepared business at a realistic price often lands at the shorter end. Missing financials, an owner the business cannot run without, a lease that will not transfer cleanly, or a slow SBA loan approval can stretch it. The months you spend preparing before you list are usually the months you save in due diligence.

How much does it cost to sell a business in Florida?

Most of the cost comes at closing, out of the proceeds. A business broker is typically paid a success fee when the sale closes, with no upfront fees. You will also pay your own attorney and CPA, and possibly lease assignment fees or loan payoffs. Taxes are the other big line: Florida has no personal state income tax, so owners of pass-through businesses usually owe federal tax on the gain but no Florida income tax. C corporations are treated differently, so plan the structure with your CPA before you sign a letter of intent. See how business broker fees work in Florida.

Do I need a business broker to sell a business in Florida?

No law requires an owner to use one, but anyone who brokers a business sale for a fee in Florida must hold a Florida real estate license. Owners who sell on their own usually struggle with three things: pricing the business defensibly, reaching qualified buyers without tipping off employees and competitors, and holding the deal together through due diligence. If you already have a buyer and a good attorney, you may not need a broker. If you need to find the buyer, you almost certainly do. Use my checklist for choosing a Florida business broker.

How do I keep the sale of my business confidential?

Market the business as a blind profile that describes it without naming it, and release your name and financials only to buyers who have signed a non-disclosure agreement and shown they can finance the purchase. Hold showings after hours, keep site visits short and planned, and decide in advance what you will tell employees and key customers, and when. Most owners tell their team after closing, not before.

What documents do I need to sell a business in Florida?

Plan on three years of business tax returns, year-to-date profit and loss and balance sheet, a list of owner add-backs, your lease, an equipment list, key customer and vendor contracts, and any licenses or permits that need to transfer. Florida-specific items matter too: make sure your company is active and current on Sunbiz, and that your sales tax and reemployment tax accounts with the Florida Department of Revenue are up to date, because unpaid state taxes can follow the business to a buyer and buyers’ attorneys check for them.

Ready to talk about your business?

Reading is a great start. The best next step is a free, confidential conversation about your specific situation. No pressure, no obligation.

Prefer to talk now? Call (904) 789-1276