Seller-focused advisory
Maximize What You Keep When You Sell.
Most business owners spend years building value — and weeks negotiating a deal. We make sure the structure, tax treatment, and diligence process work in your favor from day one.
The Seller's Advisor, Not the Broker's
Investment bankers and M&A brokers work to close deals. We work to make sure the deal that closes is the right one for you — structured to minimize your tax burden, protect your interests through diligence, and set you up for what comes next.
AGIO has advised on more than $50 million in business transactions. Our clients are founders and owner-operators who want a trusted financial partner in their corner — not just another advisor billing hours.
Schedule a consultationTax & deal structuring
Structure the Deal to Keep More of What You've Earned
The difference between an asset sale and a stock sale, or between an installment arrangement and a lump-sum close, can mean hundreds of thousands of dollars in tax. We model every scenario before you sign anything.
Pre-Sale Tax Planning
We begin 12–18 months before a planned transaction to implement strategies — entity restructuring, income timing, qualified opportunity zone elections — that reduce your effective tax rate on the gain.
Deal Structure Analysis
Asset sale vs. stock sale, earnout design, seller financing terms — we model the after-tax outcome of every structure the buyer proposes so you negotiate from a position of clarity.
Installment Sale Planning
Spreading gain recognition across multiple tax years can significantly reduce your overall liability. We design installment arrangements that balance tax efficiency with your liquidity needs.
Qualified Small Business Stock
If your business qualifies under Section 1202, you may be able to exclude up to $10 million in gain from federal tax. We assess eligibility early and structure accordingly.
State & Local Tax Exposure
Multi-state operations create layered tax obligations at closing. We map your exposure across every jurisdiction and build it into the deal model before you receive a letter of intent.
Post-Close Tax Strategy
The work doesn't end at closing. We plan for the tax treatment of proceeds — reinvestment, charitable giving, trust structures — to protect the wealth you've created.
Due diligence support
Walk Into Diligence With Nothing to Hide
Buyers and their advisors will scrutinize every number in your financials. We prepare you for that scrutiny — and help you respond to findings without losing leverage.
Financial Statement Review
We review your historical financials through the lens of a buyer's accountant — identifying adjustments, normalizing owner compensation, and presenting EBITDA in the most defensible way.
Quality of Earnings Preparation
We prepare or review the Quality of Earnings analysis that buyers will commission, so you understand the findings before they do and can address issues proactively.
Tax Return Reconciliation
Discrepancies between tax returns and financial statements are a common diligence red flag. We reconcile every year under review and document the differences clearly.
Diligence Response Management
When the buyer's team submits a data request list, we coordinate the response — organizing documents, drafting explanations, and managing the information flow so you stay in control.
Outcomes
What Seller-Side Advisory Looks Like in Practice
Every transaction is different. These examples illustrate the kinds of outcomes our clients achieve when they engage us early.
Professional Services
$380K
Tax savings on exit
A founder selling a 12-person consulting firm engaged us 14 months before close. By restructuring the entity and timing certain income items, we reduced the federal tax on the transaction gain by $380,000 compared to the original deal structure.
Distribution
3
Diligence issues resolved
A buyer's QoE identified three material adjustments that threatened to reduce the purchase price by $1.2 million. We documented the business rationale for each item and negotiated the adjustments down to a $140,000 escrow holdback.
Technology
18
Months of pre-sale planning
A SaaS founder planning an exit in two years engaged us to assess QSBS eligibility, restructure equity, and build a clean financial history. The transaction closed at a valuation 22% above the initial LOI.
Planning a Sale? Start the Conversation Now.
The earlier we engage, the more options we have. Schedule a confidential consultation to discuss your timeline and goals.
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