
I spend my working life on both sides of a business sale. As an M&A advisor based in Wilmington, I help lower middle market owners across North Carolina, South Carolina and Virginia sell what they've built. As the founder and CEO of IQExit, I work with the bankers, wealth advisors, CPAs and attorneys who sit beside those owners for years before a sale ever comes up. From both seats, I keep seeing the same thing. The market is ready for our owners. Too many of our owners aren't ready for the market.
Start with our own backyard. Wilmington's metro area added more than 12,000 residents between July 2024 and July 2025, a 2.6% jump that ranked seventh in the country. It also posted the highest job growth rate of any metro in North Carolina. I see the same pattern in the growth markets I work in across the Southeast. New residents mean new customers and new workers. They also mean new buyers: people who moved here from corporate jobs and want to own something, private equity groups looking for add-ons in HVAC, electrical, landscaping and other trade services, and younger entrepreneurs who would rather buy a running business than start one from scratch.
The ownership numbers are hard to ignore. About half of North Carolina's small businesses have an owner who is 55 or older, and roughly 85% of those owners have no succession plan, according to the North Carolina Employee Ownership Center. Nationally, more than half of Baby Boomer business owners have no documented transition plan. That isn't a crisis yet. It's a timing problem. A lot of businesses will change hands over the next decade, and the prepared ones will get the better buyers and the better terms.
Buyers have money and they're using it. But an active market doesn't mean a fast one. The IBBA's latest Market Pulse survey found that Main Street deals took six to 10 months from engagement to close in the second quarter, and lower middle market deals took 11 to 12 months. That clock starts after the owner decides to sell. In my experience, the real preparation has to start years before.
Two clocks, two playbooks
When I sit down with an owner or their advisor, my first question isn't “What's it worth?” It's “When?” The answer puts the owner in one of two groups.
If the owner wants out within 24 months, we're in execution mode. There's no time to rebuild the business. The work is cleaning up what a buyer will test: three years of financials that tie to the tax returns, an add-back schedule you can prove, customer and vendor contracts in writing, a lease that can be assigned, and a price the market will actually pay. The goal is certainty to close.
If the exit is two to five years away, the owner has something worth more than time. They have choices. That window is where most value gets built, and most owners waste it by waiting.
What kills deals
In the lower middle market, deals rarely die over the headline price. They die in diligence, or they get retraded late in the process. I see the same causes again and again.
The owner is the business. If every key customer relationship runs through the owner's cell phone, a buyer sees risk and a lender sees more of it.
The books don't hold up. Buyers spot weak accounting fast. Statements that get revised mid-process, a revolving door in the bookkeeper's chair, revenue tracked on a side spreadsheet, and margins that slip while sales climb with no clear reason all make a buyer nervous. So does an owner who pushes back when asked for documents. And plenty of private owners run personal expenses through the company. Add-backs are normal. Add-backs you can't document turn into a lower offer.
The real estate isn't sorted out. Many owners hold their building in a separate LLC. That's fine, but the lease terms or the property sale should be settled before a buyer shows up, not halfway through diligence.
Revenue sits in too few hands. Picture a contractor with 40% of its work coming from one builder, or a service company running on handshake deals. Buyers will still look, but the terms shift toward more seller financing, an earnout, or less cash at closing.
Owners and advisors: if your exit is three to five years out
• Get a baseline now. Find out where the business really stands today: what a buyer would pay, who that buyer is likely to be, and which gaps would hurt you in diligence. You can't fix what you haven't measured, and the answer is often different from what the owner expects.
• Make yourself less necessary. Spend the next few years building a manager or small team that can run daily operations and own customer relationships. Put handshake deals into written contracts. A business that runs without its owner is worth more and is far easier to finance.
• Clean the books for three straight years. Buyers and lenders look back at least three years. Separate personal expenses, keep the financials tied to the tax returns, track every add-back as you go, and settle the real estate plan early.
A word to CPAs
CPAs often see a sale coming before anyone else, and you're usually the most trusted voice an owner has. Year-end meetings are the right time to start this conversation. Here's what I'd ask every CPA to do this season with business owner clients over 55:
• Ask the timing question. “Do you see yourself owning this business in five years? If not, who takes it over?” Write down the answer and bring it up again at next year's meeting.
• Run a proof of cash and review revenue recognition. Make sure the cash in the bank ties to the revenue on the books. Pay close attention to contractors with work in progress and to companies selling memberships or service plans. These issues are easy to fix with years of lead time and painful to fix a month before closing.
• Pair the tax return with an exit readiness review. Invite clients to complete IQExit's Exit Readiness Intelligence (ERI) process as part of year-end planning. It gives you and the client a shared picture of readiness gaps and an indicative value range, and the results come back to you as the advisor. That turns a tax meeting into a planning relationship, and it puts you in position to bring in tax and M&A help early, when choices like purchase price allocation can still save the client real money.
Changing the conversation
For bankers, wealth advisors and attorneys, the hard part is raising the subject without seeming to nudge a client toward the door. I understand that. Nobody wants to tell a 60-year-old owner it's time to sell. So don't. Ask a different question: “If a buyer called tomorrow, what would they find?” That's a planning question, not a pitch, and it's useful whether the exit is two years out or 15. It's the question we built IQExit to help advisors answer.
Whether you're in Wilmington, Raleigh, Charleston, Richmond or anywhere else, owners have a real opening right now. The buyers are out there and so is the capital. The owners who come out ahead will be the ones who start getting ready before they're ready to sell.