Build a Shopify Business You Can Actually Sell One Day.

26 Feb 2026 · 44 min · 18 chapters

Ask about this episode

Ask anything about it. ChatGPT or Claude reads this page and answers with the times it was said.

Connect VO and ask about every podcast you hear, including the moments you saved. Add to ChatGPT · Add to Claude

In short

How Shopify/e-commerce founders can prepare to sell (or raise investment) and increase valuation, including misconceptions, what buyers pay for, deal “red flags,” and how to work with advisors/brokers/bankers.

Guest

Lexi, founder of TheyGotAcquired. Background: media entrepreneur; sold two businesses (a small content marketing agency and a writers’ website property). Built TheyGotAcquired after wishing there were resources/advisors for smaller exits.

Key claims

Less than ~20% of e-commerce businesses sell. You don’t need a “big” company to sell—profit matters more than size; unprofitable businesses are hard to sell. Buyers value predictable profit (EBITDA/SDE) and revenue quality, especially recurring and repeat customer revenue. Growth trends and declining performance can hurt multiples. Founder dependency (operational or brand reliance on the founder) can kill deals; mitigate via teams, delegation, documentation, and transition plans. Diversify channels/suppliers to reduce risk.

Notable examples

Recurring vs one-time revenue can trade at very different multiples (example: recurring bucket ~10x one-time). Amazon copying “Amazon Basics” as a risk example. TikTok Shop success may change with platform policy. Advisors/brokers typically charge commission on sale; some add upfront fees; contracts may include exclusivity/contingent payment terms.

Written by AI. May contain mistakes. Listen to the episode to check what was said.

Chapters

Tap a time to open that second in VO

Understanding the Importance of Selling Your Business

0:45 to 2:40

Exploration of why business owners should consider preparing to sell their e-commerce businesses early.

“This is my favorite topic, so I'm happy to shout about it.”

Lexi's Journey: From Selling to Educating

2:40 to 4:45

Interview with Lexi discussing her experience selling businesses and the need for resources and guidance.

“You're, and you're also kind of stuck in this space where you can't, it doesn't make financial sense to be paying the professional firms $50 ,000 or$100 ,000 for advice through this transaction.”

Misconceptions About Selling E-commerce Businesses

4:45 to 7:10

Discussion on common misconceptions founders have regarding the sale of their businesses.

“Well, I think one we've alluded to a little bit already, which is that you have to have a really big business to sell.”

The Value of Recurring Revenue in Business Sales

7:10 to 9:45

Insights into how recurring revenue affects business valuation and strategies for increasing it.

“And I think a buyer can see it that way as well.”

Understanding Revenue Types and Their Impact on Valuation

9:45 to 13:55

Examination of different revenue types and how they influence business sale prices.

“or some whatever amount, but it's one time.”

Preparing Your Business for Sale

14:00 to 23:37

Learn how to structure your business now for a future sale.

“So for people listening right now, I've sometimes asked founders, I say, what's your long term goal?”

Preparing Your Business for Sale

23:56 to 25:18

Learn how to structure your business now for a future sale.

“At the beginning of the show, I told you why everyone serious about their Shopify business should have their store backed up and protected with Rewind.”

Understanding Brokers and Advisors

26:51 to 28:00

Explore the differences and roles of brokers and advisors in selling a business.

“Okay, Lexi, brokers, advisors, what's the difference?”

Choosing the Right Advisor for Selling Your Business

28:00 to 29:06

Learn how to select an advisor or broker for selling your business based on their experience and recommendations.

“And advisors consider themselves like more a handholder from beginning to end where they're like helping this founder sell their baby.”

Timing Your Engagement with Advisors

29:06 to 30:28

Discover when to engage with an advisor and how long it typically takes to prepare a business for sale.

“When should someone reach out or find one?”
Show all 18 chapters

Making Strategic Changes Before Selling

30:28 to 32:32

Understand the importance of making strategic business changes well before a sale to maximize value.

“away an opportunity for a buyer who says oh like it's not like selling a house like when you sell your house, you want your house to be perfect when you put it on the market, right?”

Advisor Compensation Structures

32:32 to 34:32

Gain insights into how advisors charge for their services and the different compensation models.

“And hopefully, I mean, really it's one of the, if you are thinking about this in advance, first of all, you're amongst the few, like most founders don't think about this until they actually go to sell.”

Navigating Advisor Agreements and Terms

34:32 to 36:59

Learn about important terms in advisor agreements that founders must review carefully before signing.

“But so basically if you're selling for less than a million dollars, I usually recommend commission only advisors.”

Finding Buyers for Your Business

36:59 to 38:42

Explore the strategies for finding potential buyers to enhance the sale price of your business.

“that are doing the commission only model.”

Key Metrics for Business Valuation

38:42 to 42:00

Identify key metrics that impact your business's valuation and how to prepare for due diligence.

“So you want to find some way, whether it's you directly reaching out to more buyers or you engage an advisor to do that for you, you want to add more buyers to the pool because that's how you're going to sell for more.”

Preparing Your Business for Sale

42:00 to 44:25

Learn how to ensure your business's financials are in order for potential buyers.

“But I have seen a number of founders who thought their books were in good shape.”

Valuing Your Business Beyond Numbers

44:25 to 45:35

Understand the significance of smaller business sales and their life-changing potential.

“Final parting advice you would give founders listening right now who dream of selling their business one day.”

Resources for Aspiring Sellers

45:35 to 46:30

Discover resources that can help you connect with brokers and enhance your business value.

“And I've seen a ton of founders have a similar path.”
Hear the part that matters, and keep it.Open this episode in VO. Double tap your headphones to save a moment as you listen.
Get VO free

Transcript

Automatic transcript. May contain errors.

0:00Welcome back to another episode of the Shopify 1 % podcast. I'm excited for today's episode because it's a topic that I hear so many merchants talk about, have questions about. And then when someone actually goes through it, I hear so many other people asking questions. And that's the topic of selling, potentially selling or selling your business or getting some kind of significant investment or some financial event for all your hard work one day. And before this episode, I did a little bit of research and the numbers are actually quite low. Like it's less than roughly 20 % of e-commerce, well, actually businesses in general, it might even be less for e-commerce.

0:39We'll find out with our guests right away. But just to set the stage a little bit, it's a very low number of businesses that ever actually sell. And so if you're a business owner, you're listening to this podcast, you probably know that you work for a lot of years and you might not make a lot of money because business is a grind and there's years where you maybe pay your employees but maybe you don't pay yourself it's a lot of hard work and then at the end to not have some kind of exit kind of sucks and so my hope is to give some information to our listeners today on how to prepare for that because it's not later down the road that you want to think okay I'm ready to sell it actually starts like day one so my guest today is the founder of they got acquired, which we're going to get into what that all is.

1:25But Lexi, welcome to the show. Thank you so much for being here. Hey, yeah, sure. This is my favorite topic, so I'm happy to shout about it. So you've sold businesses yourself and then you built they got acquired because you said, I saw somewhere you wished it existed when you sold. So what was missing for you? Yeah, exactly. Well, I sold two businesses. They were both in the media space. One was a small content marketing agency and the other was a website property, like a website for writers. And what was missing for me was everything. Like when I looked around, I didn't know where to find resources and I didn't know who could help me.

2:05And all the examples that I saw of acquisitions were like these massive companies that were selling for billions of dollars or hundreds of millions of dollars. And, you know, here I was with my six or seven figure sale, which would be meaningful for me and meaningful for, you know, a lot of founders who bootstrap. But I didn't know how to find resources about that specifically. And also, you know, how to find an advisor or someone who could guide me through the process. And most of the places I looked, it looked like the bankers were doing much bigger deals. So yeah, that's, I felt like I needed something to guide me through it.

2:39And yeah, that's what we do. They got acquired. It's so interesting. You're, and you're also kind of stuck in this space where you can't, it doesn't make financial sense to be paying the professional firms $50 ,000 or$100 ,000 for advice through this transaction. I mean, we've gone through similar things at Bull. Like we've had two pretty significant raises in our history. One was for$19 million and one was for$35 million. And we could, when you're doing that kind, you can afford to pay for proper legal counsel. But I was part of a family business that we sold. And you've got to be careful. You can't, you can't, yeah, you can't be spending a hundred thousand dollars for advice because that'll quickly eat up all the proceeds.

3:19And so that's awesome that you built this. Tell me a bit about it. Like what is the, they got acquired? Yeah, thanks. Well, we are a media brand at heart because my background is as a media entrepreneur. So the biggest thing we do is educate. Like we want to teach founders, how do you sell your business? And also even more so, what do you think about now so you can sell for more later? Right. And we also, we connect founders who want to sell to advisors or brokers or bankers who are a good fit for that business. So a lot of the educating, we do it through storytelling. So we tell stories of founders who have sold their business and how they did it and what they learned, the mistakes they made, so that we can all learn from all those people.

4:01And, you know, we've interviewed hundreds of founders and they've been so generous to share their learnings with us. But I think that's one of the best way to learn is to talk to other people who have exited, but not all founders have that network. And so we try to become like that friend that you can have straight talk with about an acquisition. Yeah, it's not something you go through every day building your business and all of a sudden, I mean, you're dealing with people if they're acquiring it that have maybe done this a lot and could be easy to be taken advantage of. Right. Like you don't if you don't know other people's stories and what is OK and what's not OK.

4:33So maybe let's talk about, let's start with some of the big misconceptions about selling a Shopify business. But I mean, you could say this about any business, but our listeners all run online stores. Some of them have retail locations there. But what are some misconceptions founders have about selling, especially maybe about running an e-commerce business? Well, I think one we've alluded to a little bit already, which is that you have to have a really big business to sell. Because you can sell almost any business as long as it has profit. It doesn't really matter how small you are. How you go about doing it will change depending on how big you are.

5:07So like you were mentioning, it doesn't make sense to pay an advisor$100 ,000 if you have a low six-figure sale. So you have to think about like, how do I go about it? I might be too small to use an advisor, for example, but you're really never too small to sell the business unless you don't have profit. I think what's hard to sell is an unprofitable business. And actually that gets kind of another misconception is because we see all these stories of VC-backed businesses that are selling before they're profitable or acquired before they're making any real money, people think that applies to, can apply to the rest of us.

5:41And it doesn't usually. It's difficult to sell an e-commerce company that's not profitable. So that's the number one thing that you want to have just for yourself as you're building the business, but also when you go to sell is profit. And by profit, I mean EBITDA or another word in the M &A space, they use SDE, which is seller's discretionary earnings. And that's basically a proxy for profit that applies to smaller businesses. Right. And discretionary earnings, because as a founder, if you are spending money on something that wouldn't be spent on for the acquirer, correct? I might use the profits of my e-commerce business to pay for myself to go to a lot of conventions or something like that.

6:29But now if someone were to acquire that discretionary spending wouldn't be there. So it potentially is profit. Is that what you mean by that? Well, so I'm not an accountant, by the way. But my understanding is that the biggest difference is that SDE, you can include your own salary. So you're paying yourself$100 ,000 a year, then that counts as profit. Whereas a much bigger business, they're going to be looking at EBITDA and they're going to take that out. But for smaller companies, if you're an owner who just has a few contractors, the money you put in your pocket at the end of the day, that is profit to you, right?

7:06Because you're taking it home. And so it works a little differently. And I think a buyer can see it that way as well. Like they understand that's how an owner is thinking about it. So what is a buyer actually buying? Is it all your inventory? Is it just your cash flow or future potential earnings, maybe systems that you've set up, your story, your social? Like, what are they actually buying? Well, what they want to buy is they want to buy predictable revenue and predictable EBITDA or profit. So they want you to have systems in place where you're going to make money every month or every year and they can count on that coming in.

7:43And yes, like for an e-commerce business, they'd also buy your inventory. And honestly, I'm not. So we cover all types of businesses. We've written plenty of stories about e-commerce businesses, but e-commerce businesses do have some specifics that I'm not like quite as familiar with because what you're talking about, like having that inventory, like that's unique to an e-commerce business. And that's why you really want to work with someone who has experience selling e-commerce businesses specifically. Yeah. Every business is unique. Yeah. Mm-hmm. Mm-hmm. But yeah, and they're also buying the brand.

8:15But really what they care about is anything that ties into revenue and profit at the end of the day. So one thing on that note, then I would imagine, and this would probably be true for all businesses, is the amount of your revenue that is recurring or repeatable or subscription in some component would affect the valuation. 100%. And in fact, one of the best ways to make more for your business when you sell it is to have recurring revenue. Buyers are going to pay a lot more for recurring revenue. And excuse me, it makes sense because as an owner, when you own a business, you want to have predictable, consistent revenue that you know you're going to get over time, right?

8:59It creates a less stressful environment for you. Well, the buyer wants the same thing. The buyer wants predictable, consistent revenue. So if you have recurring revenue, whether that's part of your like just part of your revenue or all of your revenue that's going to help you sell for a lot more so this is actually one of the ways that we suggest people think about if you're setting your business up years in advance before selling it you want to think about like how can i add in a recurring revenue model because that's going to sell for a lot more yeah when we with our raises at bold we actually had so we had different types of revenue and we've had an agency component and we don't do agency work anymore, but at the time we did.

9:39And, you know, that work is kind of one-time revenue. Like you would do a project and they might pay you$50 ,000 or some whatever amount, but it's one time. And then we had our software revenue, which is generally recurring, some type of a monthly fee. And they literally looked at our revenue and they said, okay, this bucket gets like a one X multiple, the one-time revenue. This bucket over here, the recurring revenue was like, it varied, but it was like 10x that. And it's the same company, we're the same business, we're the same brand, but they just looked at the revenue buckets completely different when they looked at the multiples.

10:19Same thing happens for when you sell. So that's why if you were starting out a business, like if you picked a business to start based on your exit, rather than what you actually want to build and what the market needs or whatever, you would probably build a software business because software trades for much higher multiples than pretty much any other type of business. We've seen some of, so we have a subscription platform at Bold, like our listeners know, but I don't know if you're aware, but anyways, so we have a lot of stores running subscriptions for e-commerce, not software, e-commerce subscriptions.

10:53And we've seen some of them sell and get valuations similar to what software companies get. And it's awesome. That's one of the things I love, the fact that we, in a small way, are helping that brand get something more. And I just want to add something else that I've noticed lately is I talked to someone, and get your thoughts on this, but I talked to someone about six months ago who acquired e-commerce businesses. And he said one of the first things they do is obvious. They look at the recurring revenue, if there's any subscription. They look at the one-time revenue. but then they also look at revenue from repeat customers.

11:32So there's one-time revenue, which is just a customer coming once, one and done, they buy, they never return. But then there's repeat customers who aren't on a subscription, but they buy over and they might come, I don't know, say you sell dog food. Like they might not be on a dog food subscription, but they're a repeat and they buy. And he applied a different multiple to that revenue and then also by the same token, when he sold these businesses, he made sure investors also apply to different multiples. So he kind of broke it into three buckets. Any thoughts on repeat business that's still one-time revenue and how important that is or any strategy?

12:12I'll stop there, but any thoughts on that? Yeah, that's awesome. I think that's a great way to think about it. Anytime you sell a business, if there's something that you're doing that makes it, again, more predictable and consistent, then that's great for you as an owner and it's going to be great for a buyer. So any buyer is going to ask what percentage of your buyers are repeat customers. And they're also going to ask, do you have control over that? Like, how are you making sure that continues to happen? Maybe that's like paid media or you have an email list or there's some way that you're getting people to come back.

12:45But that makes it a lot stronger for sure. What kills multiples? so you've got two businesses doing the same just if you just look at the numbers and one store is doing a million dollars and 500 000 of it is recurring 500 000 one time what can kill it even though you maybe have the numbers but what's what are like red flags for buyers a big one is growth so growth can kill or it can like multiply if you have consistent strong growth over the last couple of years, the buyer is going to think, oh, this brand is going to continue to grow. And so I want to, I'm going to pay for that, right? Because I want a brand that's going to continue to grow.

13:27And on the other side, if the brand is declining for the last few years, which by the way, is a problem a lot of e-commerce owners are facing because it's been a tough couple of years for a lot of business owners. That can also hurt like how much you sell for. So sometimes I'll talk to founders who will say, oh, we've had a bad couple, like last two years. But the year before that, you know, we did really well. But the thing is, the buyer is not going to look at that. They don't care what you did before. They care about what you've done most recently and what the trend is. And they're assuming that the trend is going to continue.

13:59Right. So for people listening right now, I've sometimes asked founders, I say, what's your long term goal? And they a lot of times people say, well, maybe, you know, one day to sell it, write this. And, you know, I've always heard that it's not a decision you make one day, it's you got to start planning now. What are some things that merchants should be thinking about, even if they're not at all on the market for selling, but they want to start setting themselves up for, I always say like, even if you're not selling, structuring your business in a way that's healthy for someone who's looking at it is still a good exercise.

14:34But regardless, what are some things people should be looking at and doing now to be prepared? Yeah. The cool thing is that most of the things that you would do to be appealing for a buyer are also the same things that would make a business great for you to run. Right. So sometimes there are people who like make these optimizations with a goal of selling and then they're like, oh, actually this business became more profitable and it's less stressful. And so I want to keep running it. There's a reason they care about those metrics, right? Yeah, exactly. So one good one is thinking about founder dependencies.

15:05Yeah. And that means like, where is your company dependent on you as the founder? so that could be operationally so like maybe you're doing you're actually executing stuff in the day-to-day like you're making the business run or it can be a branding dependency where people are buying from the brand because they know your name and your face and if you weren't there then they wouldn't buy in the same way right and both of these things are a risk for a buyer because you know if you leave then they won't be able to continue to run the business in the same way And most founders, not all, but most founders, when they sell their business, they're doing it because they do want to exit.

15:43Like they want to move on to something else. They want to go on to the next phase of their life. And so you want to set it up in a way where you can transfer it over. And there may be like a transition period, short or long, but eventually you can transition it over. So building teams and delegating and having systems that are documented so that other people can do the work. That's one of the best ways to set yourself up. And founder dependency is also, you asked about multiple killers. That can be a deal killer. Yeah. It's so interesting because the last episode literally was about the importance of building a personal brand as a founder.

16:19So I just want to make sure listeners know that is important. It is like building your personal brand, you as a founder, becoming an authority on something. You know, the AI now is looking at all of these data points and that is considerations into when it recommends a product. So, but then transitioning is the key, right? Like it's, there's a balance of it being dependent on you versus successful because of you. But if something were to happen, it's such a unique challenge that you want to build your personal brand, but you also want it to then flourish without you. Yeah, totally. It's a contradiction.

16:57And it's like I said earlier, most of the things that you want to do for a buyer are the same things you would do for yourself to run the business. This is like one of the few exceptions, I think, because I actually think like when you are, especially when you're starting a company, people want to hear from people, not brands, right? They want to know who is the personality behind this company and they want to learn to trust you. but so so it's good i think to have yourself be visible as part of that brand but then over time you've got to find a way to transition that trust either into the brand itself or someone else who wants to be the face of the brand who is going to stick around for a long time or it could be multiple people it's really tricky and i think this is like a sticky point that's becoming more and more sticky as branding becomes more important some other things i have noticed too i'll get your thought on this diversification in general.

17:47So like I think of being channel specific, like I know some brands that all of their acquisition is through meta ads, for example. And we've seen issues in the past where people have built up audiences on certain channels and then something happens, some algorithm changes, or you're no longer able to reach that audience, or you have to pay to reach them. But channel diversification, the three that I listed, I have channel diversification product and supplier too. Like, you know, from a risk perspective, what are some other diversification things you see brands should consider? Yeah, I think those are the main ones.

18:27Because you're right, like buyers want low risk. Right. So if there's any risk points you want to diversify, I mean, where you sell, I don't know what the e-commerce word is for that, but like where you sell. So it used to be that like some aggregators were buying up shops that were just on Amazon. Yeah. I don't think that's as popular anymore because most, not all, but most buyers, they want diversification to make sure that if there is a point of failure, it doesn't doom the whole company. So anything like, I mean, the founder dependency is also another thing that's, you're basically diversifying by having the company run on a team instead of yourself, right?

19:06yeah how you make money how you get customers how you source if one supplier could potentially be a risk we see these brands right now building empires on tiktok shop and just crushing it like tiktok shop right now is the hottest thing and people are seeing incredible success but it's an interesting time because TikTok is being very lenient and giving like really promoting and very easy to work with. But, you know, as they have to meet numbers and meet quarterly earnings, that could change. And so if your business is just like the Amazon's a great example, because we know brands that built empires on Amazon, but then Amazon would build a version of their product and call it Amazon basics.

19:54Like maybe you've got some ultra lightweight hiking backpack. Actually, this happened to a backpack company and then Amazon literally made an identical copy of it. And, you know, the company is still okay, but it hurt their numbers dramatically. So yeah, channel diversification, I think is one I would listen there for sure. What is the, if you're thinking, is there a certain metrics that you would track monthly or quarterly as a founder? If you're like with your business, let's just say if you were going to sell, they got acquired or any of your, a few different business. What are some things that you, like your dashboard of health that you would track?

20:37Good question. We have some due diligence checklists, which I can give to you as a resource if you want to put in the show notes. That'd be amazing. But basically it goes line by line. Like these are the things that a buyer might ask you for when you go to sell, but really profit is the biggest driver. And I think that's something that gets overlooked because, you know, everyone wants to build a great brand and team and all these things cost money. But at the end of the day, profit is really going to be the most important metric when you go to sell. So I would put that like at the very top of the dashboard.

21:11Growth, I would also track at a high level is are we growing from the last year or two? Like, how's that trend looking? And then, I mean, some of the things I would track for a media company probably aren't the same for an e-commerce company but i'm just thinking around like audience right and how you get people to your product right in a healthy way that like to me that's it is it's easy to build a brand and just pay for traffic but it's not organic healthy growth that's something i would care about is it healthy profit versus paid for profit that could collapse right when you look under the hood yeah i mean so many businesses now are baited are grown though on paid profit no i know i'm not against it by any means by any means but then turning that into you can pay for them but then do you get them to repeat do you get them to subscribe do you get them into some other healthy channel right essentially yeah yeah i had a i was just looking back for our listeners go back and listen to an episode called profit first we had an episode it It was in August last year, but I had, are you, Lexi, are you familiar with Michael Michalowicz?

22:20Yeah, definitely. Yeah, his book. Yeah. So he's got his book, Profit First. I had him on the show a little while ago and I loved, it just reminded me of this concept when he's talking about the importance of profit. And he's got a really interesting concept on that. He flips it backwards. You know, usually the way you do accounting, traditional accounting is you have, you know, your expenses and everything else and everything you pay. And then what's left at the very end is profit. And the premise of it, and I'm going to butcher this a little bit and condense it, but the premise is you need to flip it and think profit first.

22:55Like what should you be making? And then build everything else around it, build your pricing, build your, how do you, your cost, your every else model needs to support what your profit should be. don't just let the profit be a surprise and like i've heard founders i think i've probably done this myself like at the end of the year you're doing your bookkeeping and then you ask your accountant did we make any profit it's like a it's like a surprise at the end versus you should know what your profit is going to be everything else might you don't know as much but it's a backwards way of thinking essentially it's a really good episode i would encourage anyone to go listen to that one.

23:32So he'll explain it much better than I did. So Lexi, I want to take a super quick break just to hear a little bit from our sponsors who make the show possible. And then when we come back, I want to talk about the difference between brokers and advisors and what is their difference? How do brokers work? Like billing? I think a lot of people are not clear on that. So I'd love to pick your brain on that. But first, let's just really hear quick from one of our sponsors. At the beginning of the show, I told you why everyone serious about their Shopify business should have their store backed up and protected with Rewind.

24:05There is no excuse not to. There literally is no undo button for Shopify. Shopify's own terms actually say that your data is 100 % your responsibility. Your products, your theme, your customizations, your settings, everything. They don't back up any of it. And no, a CSV export does not cover it. With CSV exports, there's no images, no meta fields, no themes, settings, etc. Nothing. I was talking to the people at Rewind about a brand where one team member actually ran a bulk update and accidentally overwrote 11 ,000 products. Orders, customers, contacts, all of it gone in a single action. Luckily though, with Rewind, it was a simple one-click rollback.

24:49It could be anything, a bad CSV import, a random app you just installed that messes everything up, or all of these AI tools that everyone's using to manage their store. Now, I have heard so many horror stories. Rewind just gives you peace of mind no matter what. If you don't have Rewind installed, you absolutely should have it. Go now and get it. Shopify 1 % dot com slash Rewind. You'll get an exclusive 30 days free on me. The link is also in the show notes. At the top of the show I mentioned, OmniSend can now talk to ChatGPT and Claude. And I want to tell you why that's even bigger than it sounds.

25:24So if you missed it, quick catch up. OmniSend is what I use for email and SMS on every Shopify store I work with, plus for this show as well. And you can now connect your AI, Claude, ChatGPT, straight to your OmniSend account. Your data, your campaigns, your flows, everything. You open a chat and you ask, what should I focus on this week to make more money? And it will come back with real answers about your store, which flow is underperforming, which automation needs improvement, which customers are going quiet, what's missing, everything. My favorite part, though, is AI segments. I used to build these by hand, clicking through filters forever.

Read the full transcript

26:02Now I just type something like customers who bought twice but ignored my last campaign and it just builds it. And anything it writes already sounds exactly like your brand because it pulls from all your previous emails, from your website, your logo, your color, your voice, everything. I've been doing this for 15 years, and this is the closest I've ever felt to having a full-time marketer sitting right beside me. I have a link for you in the show notes that will give you 30 % off for your first three months, or you can just use code J30 when you sign up, J-A-Y-3-0. If you're ready to migrate from Klaviyo to Omnisend like thousands of others, they will do everything for you.

26:37You just show up and all your campaigns and automations from Klaviyo will be set up and running in OmniSend, ready to go. And usually at 35 % less what you were paying Klaviyo.

26:51Okay, Lexi, brokers, advisors, what's the difference? That's a good question. They're mostly the same. I consider like an advisor, broker and banker, they all help you sell your business. but there are nuances between the between those three the biggest difference is a banker does bigger deals so if you're selling for i mean some banks do much bigger deals right but there are boutique banking shops that would sell a business for 25 million but anything less than that you're going to want to work with a broker or an advisor and a lot of people like the word broker has kind of gotten a bad rap over the years.

27:33People think they're like slimy salespeople. So a lot of the brokers don't use that word. They call themselves M &A advisors, which is also confusing because there's all types of advisors in this world, right? And is that because the concept of a broker, just the first thing that comes to mind is they're taking a percentage. If I have an auto broker or a broker for anything else, is that why they use a different term? Yeah, I think people sometimes think of brokers as being very transactional and not caring about the person involved. And advisors consider themselves like more a handholder from beginning to end where they're like helping this founder sell their baby.

28:13But in practice, you know, we partner with advisors and brokers and bankers, and they all do very similar things. The ones in our network, at least, they all handhold, even regardless of what they call themselves. So the bigger question is really who's the best person to work with, regardless of which term that they use. It's who has experience selling your type of business, who sells businesses of your size. And then the other big thing we encourage founders to look for is like someone who's vetted or comes recommended by other founders. Those are the pieces that we, so we have a network of advisors, brokers, and bankers that we match to founders who want to sell.

28:52And those are the three things that we promise. We always say, and it's whether you do this on your own, find somebody or you go through us, you want to find someone who has sold your type of business, who sells businesses of your size and who comes recommended by other founders who have sold with them. So when should someone engage with a advisor, like when they're ready to sell or do you start? When should someone reach out or find one? I mean, you can do it when you're ready to sell. You can also do it maybe up to a year before you actually want to sell. And for much bigger businesses, it is common to work with bankers for like years as you're preparing, like working towards a sale.

29:28But if you're going to sell for less than 10 or 15 million dollars, yeah, a year is plenty. Even six months is probably plenty. I mean, it depends on how much work you want to do to get your business in good shape, right? If you're thinking far ahead, you have a lot more opportunity to make optimizations. And if you understand the things that we're talking about now, you might be able to look at your business and say, oh, if I make these three tweaks, it's going to sell for a lot more. So it's really about knowing those pieces. And sometimes an advisor can help you identify what they are. So that's why it makes sense to kind of maybe shop around a little, a year in advance and find someone you like so that you can work with them and they can get to know your business and they can say, Hey, if you do these things, you'll sell for more.

30:13but it typically takes like at least a year or two to make changes in a meaningful way so that because it has to show in your bottom line it has to show in your profit right and you don't want to make changes right before you sell if they don't have time to do that if they don't have time to show in your pnl you don't really want to bother making the changes because you could be taking away an opportunity for a buyer who says oh like it's not like selling a house like when you sell your house, you want your house to be perfect when you put it on the market, right? But when you sell your business, if there are things that you haven't done well, either like work on those years in advance so that you have time to see the benefits and then sell, or when you sell, it's actually an opportunity for the buyer because they're going to say, oh, for example, this e-commerce shop never used paid media.

31:02And you might, sometimes founders are embarrassed with the things that they didn't do well or they didn't do it all. But the truth is it's actually an opportunity for a buyer because a buyer might then say, oh, like we're good at that. And so we can layer that on top. And it's a good reason to buy this business. I see because the buyer wants an opportunity, right? Right. So coming back to your question. Yeah, I would like for the advisors in our network, they're usually open to introductions for someone who wants to sell in the next year. That's such a good point that if you're evaluating your business is, so let's say paid media.

31:34I mean, most people would probably be doing it, but if you're not, do you, is it better if I implement this now and try to ramp up my sales? Or if I better, if I leave this off the table that I do and as something I can call out to whoever's buying it, look, we're doing this profit, we're seeing this growth and we're not even running ads on meta. That's a good question. It depends. Yeah. It depends on what your timeline is. Right. You know, if you want to sell in the next six months or a year, I would not make any huge changes. Maybe six months is more fair. If you want to sell in the next six months, I wouldn't make any big changes.

32:11But if you have a longer timeframe than that, you can start thinking about what you can do. We actually have a course on this. It's about what you can do now to sell for more later. Because a lot of founders are in this position where they think, okay, I have a couple of years before I sell. What can I do so I can sell? for more. Right. And there is, we have, we offer like a framework for thinking through different parts of your business. And hopefully, I mean, really it's one of the, if you are thinking about this in advance, first of all, you're amongst the few, like most founders don't think about this until they actually go to sell.

32:42So you're already like doing well if you're thinking about it ahead of time. And I mean, it's literally one of the best ways like to, you could make literally make millions of dollars more when you sell your business, if you make the right changes ahead of time. So it's really smart if you can take the time to think about it. It's the most valuable time you will ever spend, arguably. For sure. What does engagement with an advisor look like from a financial? Is it, are they taking a percentage? Do they bill for hours? If you engage someone two years before you're selling and they're advising you, what does that, what does all that look like?

33:17Yeah. So I'll give you, if you want to put something in the show notes, So I'll send something to you that you can put in the notes that explains all this. And we have a kind of a chart that shows how advisors typically charge. But most of them charge primarily on commission. So when you actually sell the business, you give them a percentage. So just if you have a real estate agent sell your house, in the U.S. at least, you don't pay them until they actually sell the house. Then they get a piece, right? Yeah. So all brokers, advisors, bankers have that model. Some also have upfront fees. So there are some advisors that are work on commission only, and there are others that also have upfront fees.

34:00And that might be a small one-time fee just to make sure you're invested. Or it could be a monthly fee that you pay over time as you're preparing the business together. There are also like, I think sometimes people confuse this with like exit readiness consultants who are people who help you get the business ready for sale and they're actually working with you ahead of the sale. And those types of professionals do pay like a monthly, you have to pay them a monthly fee over time or a quarterly fee or however they charge. But so basically if you're selling for less than a million dollars, I usually recommend commission only advisors.

34:41there's a couple I can think of there's a couple exceptions that I can think of but most of the advisors I would suggest are commission only interesting so is it really sorry is it is the analogy with a real estate agent if you don't sell your house you don't pay the agent is the same thing with your business so like they work for you but if you can't find a buyer is there I mean is there some terms where okay we agree that your company should be sold for X value, they find a buyer. But now if the founders just say, no, I don't want to sell it to that person. But if that broker gets like a reasonable buyer for a reasonable price, but the founder still doesn't want to sell it for some reason, is there any type of arrangements there where they have to pay some amount or maybe that doesn't come up?

35:26I don't know. Maybe it's a dumb question. I know what you mean. Yeah. It makes sense. It really depends on. So every advisor or broker, they have their own agreement that you sign. And actually, this is a mistake that some founders make is I would have a lawyer look at that agreement because usually the broker, the advisor is like the first stop for a founder and it's their first counsel. But really you want to have an M &A lawyer look at that agreement because there's usually some exclusivity rules in there. And there might be terms like you're describing where if there's a perfect deal and they decide not to sell, they still owe something.

35:56I'd say most advisors do not. Like most advisors, if you don't sell the business, they don't get paid. But some of them do have terms that specify that you get they get paid for something so just review those terms closely and i mean this is why advisors are pretty careful about who they choose to work with because you know not only do they have to know that the business is sellable but the founder also has to have their head in the game because founders do change their mind at the last second or decide they don't want to sell for whatever reason there's a million reasons why deals can fall through it's their baby right they They built it and they maybe, yeah, for sure.

36:32And that's why some, many advisors, especially for bigger businesses, they do charge fees upfront and they still get paid the vast majority of their fees through the commission. But that's why they have to do something like that because if they're putting a lot of work into getting the business ready and there's a risk for them and there's, it could be a point of failure on the founder's part or the buyer might fall through. There's so many things that could go wrong, but it is really a risk for the advisors that are doing the commission only model. And that's why I say, if you're selling for more than a million and even under a million, if you have a, like some specific types of businesses that would be difficult to sell, an advisor might still slap a fee on that because they want to make something even if they know that they might not sell it in the end.

37:19But so it does make sense to consider advisors that have upfront fees as well as the ones that are commission only. It basically just is which one is best for you. that's the question I would ask. Is there a stand? Oh, go ahead. I was just going to say, and then just coming back to something that you said at the beginning around, if you're a certain size, it might not make sense to use an advisor. I think I, for me, I think that markers around half a million. So if you're selling for 500 ,000, I have seen some advice, some founders use an advisor there, but I've also seen others decide that they don't want to, or they have another way of selling so they don't have to because it is significant like it'd probably be so basically the way it works is the bigger your business is the smaller percentage they take but if you're selling for half a million dollars they might take 15 which is what like 75 000 or something it's a lot so it eats it the smaller your business is the more that fee eats into your take home yeah but for a lot of founders they don't have another option if you have a smaller business you could sell in a marketplace, you could pitch buyers yourself.

38:29Yeah. But really in the best case scenario, you want to have more than one interested buyer. So even if you're able to pitch buyers or a buyer comes to you, for example, the best way to drive up your sale price is to have more offers. So you want to find some way, whether it's you directly reaching out to more buyers or you engage an advisor to do that for you, you want to add more buyers to the pool because that's how you're going to sell for more. Yep. One last question on the advisor front. Is there a standard time that is written into contracts where if the founder decides not to sell, but then for a certain period of time after that advisor is entitled to the commission?

39:11So like the scenario being that you engage an advisor. And the reason I ask is because I heard of this happening to someone. And I think I can't remember if it was three years or five years, but there was a time frame where. Wow. Yeah. Sorry, I don't remember the exact date, but it was along that lines where they engaged an advisor broker and they worked with them for it. But they worked with them for a while. It was for like a couple of years. they ended up not selling, but then it was in the agreement that if they did sell within a period of time, like a year later or something else, they still were had to pay something.

39:47And I mean, I get it because if you, you could, if an advisor does all that work for a year, you end the contract and then you try to sell it yourself, that's not right either. But is there a standard that's normal for that? Honestly, I don't know what the standard is, but I have heard of that happening. So even if there is a standard, I would look closely at the terms in your own agreement because you never know what your advisor has written in there. And those are the things that can come back to bite you. Yeah. That's why you need a lawyer to look at it for you. Yes, exactly. Okay. Well, let's do a couple of quick kind of, well, sort of rapid fire questions, but little quick ones here before we run out of time.

40:27But what's the biggest red flag when you look at of business that you say this won't sell? Not profitable or drastically decrease anti-growth, what's the word? Declining. Yeah. What if it's not profitable, but growing, but the founders putting all the money back into growth? Because I know a lot of our e-commerce brands are like that. They might not be profitable, but they're growing 50 % year over year. Is that okay? I mean, if you have a path to profitability, I think it's worth showing that. But I think you're in a better position if you're already there. Right. What is one metric you would improve in 90 days to help sell more, for more?

41:13That's a good question. Someone listening right now. Okay, forget I said 90 days. Right now, if there's one metric they can focus on to increase their valuation, obviously there's lots. But if there's one, what would you say? I mean, I have to say profit, but we've talked about that so many times. I'll give you another one, too. Founder dependency. That's the other one that can kill. And it's not really a metric, but I guess maybe like how much of the work depends on you to get done. I guess you could measure that in a metric. I'm putting it on the spot here. But what is, would you say, the most underrated diligence question founders should prepare for?

41:51That they don't think they're going to get asked, but often gets brought up during the due diligence period. Well, one I've seen, this isn't exactly what you're asking, but kind of adjacent. But I have seen a number of founders who thought their books were in good shape. And when they went through the due diligence process, they weren't in great shape. And the buyer uncovered that the bookkeeper hadn't been doing a great job. and the numbers looked a lot different than they thought. And this is basically what you want to avoid because it gives the buyer a reason to revise downward their offer.

42:26It's very difficult as a founder to work the offer back up once you go through something like that. So one way to avoid that is to just really make sure that your books are squeaky clean going because you don't want any surprises. Like the whole point of due diligence is they're looking for surprises or things that you haven't revealed. So if you can show everything and obviously in a good light, if you can, but no surprises should be your goal for that due diligence. Yeah. And I would say too, just knowing the numbers, it sounds as founders, we're often sometimes just focused on building, growing.

43:04And we have an accountant that takes care of a lot of the bookkeeping, but you should, especially at the time where you're talking to someone with selling, If someone says, what was your net revenue last year? Do you do subscriptions? What's your net dollar retention? Or what's your churn look like? You should be able to rattle those numbers off the top of your head. I would say on a daily basis, you should know or monthly be reviewing this stuff. But especially when someone is talking to you, just knowing those numbers, because nothing kind of scares an investor. Even if you have a healthy business, they say, what was your whatever profit ratio on something last year?

43:41I don't know. I'd have to look that up. it's just might not be a red flag. It might be perfectly fine, but it feels like a red flag to someone. I mean, I talk to founders all the time who don't know their basic numbers, like how much EBITDA they made last year. And honestly, I'm like, no judgment because I get it. Like as a founder, you're basically, you're focusing on just, you have your heads down building this business. And, you know, we know what to focus on to make that business do well. But you're right. When you want to sell, you do have to look up and get yourself up to speed on all the things a buyer cares about to make yourself look informed.

44:11And that's also why, especially if you sell for a certain size, it's nice to have someone else to guide you through the process because they're going to make sure that you have what you need. And often they'll share those numbers on your behalf too. Okay. Final parting advice you would give founders listening right now who dream of selling their business one day. It's not something they're like actively doing right now, but they know it's something they wish and hope for that they can sell it and maybe add a big chunk to their retirement. what final bit of advice obviously check out your content download your guides we're going to put all those links in the show notes but any last advice you can give small deals can be life changing i think like it's really easy to think you have to sell for a ridiculous amount to put a lot of money in the bank for your family or to be able to you know donate to a cause you care about but if you bootstrap your business and you do well like a seven-figure sale or even a six figure sale can be really meaningful.

45:12So I like to keep that in perspective and don't fall into the trap of thinking, oh, I've got to be, you know, so much bigger because those are the stories we tend to hear about. But in reality, there's lots of founders who are selling for quote unquote, smaller amounts and doing really well. And then many of those people also go on to start another business. So it doesn't have to end there. Yeah. And I've seen it where one builds on the next one And then, right, like even you look at some of the most successful Elon Musk, maybe the richest person in the world, but he started with one business and then used that to build the next one.

45:47He's got to build the next one. And I've seen a ton of founders have a similar path. Yeah, that's how my career path has gone as well. I'm a big fan of that, that building block method. Let's see where obviously they got acquired. Is it dot com? Yep. They got. OK. Is there any social channels you're active on? I can send people to. I'm on LinkedIn personally. That's it though. Our biggest way that we reach people is through our newsletter and you can sign up just by going to theygotacquired.com. Okay, awesome. I'll make sure I put all that in the show notes. I was going to say, I'll offer two other resources we have.

46:17One is if you want a broker match, you can do that through the website as well. Like you want us to suggest a broker or an advisor who's a fit for you. And second, if you are interested in learning about how to increase the value of your business now so you can sell for more, you'll find a course, our course available on the homepage as well. Amazing. Lexi, thank you so much. Yeah. Thanks for taking the time. This was fun.

From the publisher

Most Shopify founders think they’ll sell “someday.” Most will never. Only 20% to 30% of businesses that go to market actually sell, which is a fun little statistic if you enjoy pain. In this episode, I sit down with Lexi Grant, founder of They Got Acquired, to talk about how to build a Shopify business that buyers actually want. We break down profit, SDE, add-backs, founder dependency, and why recurring revenue and repeat customers can push your Shopify valuation into the “this was worth it” zone.

💡 Key Take-aways
  • Why do so many Shopify founders think “revenue” equals value, and why do buyers disagree?

  • If you want to sell in 2 to 4 years, what should you start doing this month?

  • What are the most common “multiple killers” in ecommerce. Founder dependency, channel concentration, declining growth?

  • How do SDE and add-backs work. What’s legit, what gets laughed out of diligence?

  • Why do subscriptions and repeat purchase behavior change how buyers price your Shopify business?

  • Should you fix weaknesses before you sell, or leave them as upside for the buyer?

  • When does it make sense to hire a broker or M&A advisor, and how do you avoid hiring the wrong one?

  • What does “no surprises” due diligence actually look like in the real world?

🛠️ Resources & Links Mentioned in the Show

They Got Acquired: https://theygotacquired.com/ Lexi Grant (LinkedIn): https://www.linkedin.com/in/alexisgrant/ They Got Acquired (LinkedIn): https://www.linkedin.com/company/they-got-acquired/ Free Founder to Advisor Matching (They Got Acquired): https://theygotacquired.com/recommend-ma-advisor/ Due Diligence Checklists (They Got Acquired): https://theygotacquired.com/due-diligence-checklists/ The Exit Playbook Course (They Got Acquired): https://playbook.theygotacquired.com/ Profit First (Mike Michalowicz): https://profitfirstbook.com/ Mike Michalowicz (site): https://mikemichalowicz.com/

Special offers mentioned: Lexi offers a free founder to M&A advisor or broker matching service, plus her Exit Playbook course for founders who want to “sell for more later.”

More from Shopify1Percent - The Best Shopify Podcast To Make Your Ecommerce Business 1% Better Every Episode

All 62 episodes
Build a Shopify Business You Can Actually Sell One Day.Shopify1Percent - The Best Shopify Podcast To Make Your Ecommerce Business 1% Better Every Episode · 44 min
Listen in VO