Austin · Exit planning

Who can help me prepare an Austin business for sale within two years?

A phase-by-phase plan for the two years before selling an Austin company, and who can help with each part.

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By Michael D. Rubin, CEO & Founder · September 2026 · 812 words

MDR & Associates' pre-exit consulting is designed for exactly this: the 12 to 24 months before a sale, when an Austin owner can fix what buyers would otherwise discount. Your CPA and transaction attorney handle the tax and legal parts. For Austin owners our advisors come to you; the firm's corporate office is in Frisco.

Two years is a good horizon. It is long enough for improvements to show up in the financial results buyers review, and short enough to keep the work focused on what affects price.

A 24-month preparation plan

The sale itself typically takes three to nine months from engagement to funds wired, so the last phase of preparation overlaps with the start of the sale process.

If you have less than two years, the plan shrinks rather than disappears. Focus on the records and on the one or two risks that most affect price, and leave larger changes for the buyer to make and pay for.

WhenFocusExamples
Months 24 to 18BaselineOpinion of value, a short list of issues to fix, bookkeeping cleaned up
Months 18 to 12Reduce riskManager hired or promoted, customer relationships spread, key contracts signed
Months 12 to 6Build the recordA year of improved results, documented processes, legal loose ends closed
Months 6 to 0Get market-readyFinancial recast, data room started, marketing package and video

Start with the financial records

Buyers price the company on adjusted EBITDA: earnings before interest, taxes, depreciation and amortization, adjusted to remove owner perks and one-time costs. They will only accept those adjustments if your records support them. Clean records are also the least expensive improvement on this page, and they affect every later step: the opinion of value, the recast, the buyer's quality of earnings review and the speed of due diligence. In the first months:

  • Make sure monthly financial statements reconcile to your tax returns.
  • Separate personal expenses from company expenses, or at least document every one.
  • Track margins by product, service line or customer.
  • Consider having an outside CPA review your statements if they have never been reviewed.

Fix the risks buyers discount

Each item is something a buyer would find in due diligence and use to lower the price or change the terms. Fixing it on your own schedule costs less than fixing it under a buyer's deadline. Our guide to preparing a business for sale goes into more detail.

  • Customer concentration. If one customer is a large share of sales, win new ones or sign longer agreements.
  • Owner dependence. Put a manager in place and hand key relationships to your team.
  • Handshake deals. Put customer, supplier and lease arrangements in writing, and check whether they can transfer to a new owner.
  • Deferred maintenance. Repair equipment, vehicles and systems a buyer would otherwise price in.
  • Legal loose ends. Resolve disputes, update licenses and permits, and clean up corporate records and ownership documents.
  • Recurring revenue. Add service agreements, maintenance plans or contracts where your industry allows.

What not to do in the two years before a sale

Also plan taxes and personal finances early. How the sale is structured affects what you keep, and your CPA can advise on steps that must be taken well before closing. The same goes for your own plans: owners who know what they will do after the sale make steadier decisions during it.

  • Do not cut spending on sales or maintenance just to raise one year's profit; buyers look for exactly that.
  • Do not start large new ventures that will not show results before the sale.
  • Do not tell employees or customers you plan to sell.
  • Do not respond to unsolicited buyers without advice.
  • Do not change accounting methods or bookkeepers late in the process without a reason buyers will accept.

Who does what during preparation

Preparation is a team effort. Your CPA cleans up the books and plans taxes. Your attorney handles contracts, corporate records and any disputes. Your managers take on the responsibilities you are handing over. An M&A advisor looks at the whole company the way a buyer will, sets priorities by their effect on price, and keeps the plan on schedule. Having one person hold the list prevents the common problem of fixing easy items while the ones buyers care about wait. A short check-in every quarter, comparing progress with the plan, is usually enough to keep it moving.

What we do in the two years before an Austin sale

We begin with a free, confidential discovery meeting and opinion of value. Pre-exit consulting is a separate, optional service with its own price; the sale itself is paid by a success fee only when the company sells. When you are ready, the same firm takes the company to market. For Austin owners we come to you; see our Austin page, contact us, or start with a free valuation snapshot.

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