Houston Business Broker: How to Sell Your Company Fast

Why Most Houston Business Owners Start with a Broker

If you're selling a business in Houston-whether it's a local service company, retail operation, or even a smaller software business-you'll probably talk to a business broker at some point. They list your company, find buyers, handle negotiations, and take a commission when the deal closes. For businesses doing under $5M in revenue, brokers are often the default option because they have buyer networks and know how to structure deals.

I've sold five companies, and I've worked with brokers on some exits and gone direct on others. The decision depends entirely on your business size, the complexity of the sale, and whether you have time to manage the process yourself. Houston has a solid pool of business brokers who understand oil and gas services, healthcare, logistics, franchises, and local retail-industries that make up a huge chunk of the Houston economy.

Here's what you actually need to know before you pick up the phone.

I've worked with business owners who waited way too long to think about their exit, and it cost them millions. One client came to me after already listing with a broker-turns out they hadn't built any outbound sales process, so when buyers asked "how do you get customers?" the answer was just "referrals." That's a red flag for any serious buyer. If you're relying purely on referrals, you could be growing 3-4x faster with a systematic outreach process, which also makes your business infinitely more attractive to acquirers.

What Houston Business Brokers Actually Do

A business broker is a middleman. They market your business to potential buyers, qualify leads, facilitate negotiations, and guide you through due diligence and closing. In Houston, most brokers specialize by industry or deal size. Some focus on restaurants and franchises, others on manufacturing or distribution businesses. A few handle lower-middle-market deals in the $2M-$10M range.

Typical services include business valuation (often a free estimate to win your listing), preparing a confidential information memorandum, listing your business on platforms like BizBuySell or Axial, reaching out to their buyer database, and managing the Letter of Intent and purchase agreement process. They also coordinate with attorneys, CPAs, and lenders to keep the deal moving.

Commission structures in Houston are usually 10% on deals under $1M, with sliding scales down to 5-6% as deal size increases. Some brokers charge upfront retainers, but most work on success fees only. The Lehman Formula is common for larger deals: 5% of the first million, 4% of the second, 3% of the third, and so on.

Houston's Business Market and Why Location Matters

Houston ranks third nationally for Fortune 500 headquarters-only New York and Chicago have more. The metro area is home to 26 Fortune 500 companies, including ExxonMobil, Chevron, Phillips 66, and ConocoPhillips. This concentration of corporate power creates a robust ecosystem for mid-market acquisitions, strategic buyers, and private equity activity.

The Houston economy is heavily tied to energy, but it's more diversified than most people realize. Healthcare and social assistance is projected to drive nearly half of new job growth in the region, with professional services, logistics, and aerospace also contributing significantly. If your business serves these industries, Houston brokers understand how to position it to local and strategic buyers who are already active in the market.

The region is also seeing steady population growth-Houston added nearly 200,000 residents in a recent year and is expected to reach 3.5 million jobs. That growth fuels demand for local service businesses, retail, construction, and B2B suppliers. If you're selling a business that depends on local market dynamics, a Houston-based broker with deep regional connections is a real advantage.

How to Choose a Business Broker in Houston

Start by asking what industries they specialize in and what size deals they close most often. A broker who sells HVAC companies all day won't be the best fit for a SaaS business. Ask for recent comparable sales-not just testimonials, but actual deal structures and multiples. If they can't share anonymized examples, they probably don't have them.

Check if they're certified. The Certified Business Intermediary (CBI) designation from the International Business Brokers Association is a good signal. In Texas, business brokers don't need a real estate license unless they're selling businesses that include real property, but many have one anyway.

Ask how they plan to market your business. Do they have an active buyer list in your industry? Will they do targeted outreach to strategic acquirers, or just post on listing sites and wait? How do they handle confidentiality? You don't want your best customers or employees finding out you're selling before you're ready to tell them.

Finally, ask about their valuation methodology. If they throw out a number that's 30% higher than everyone else just to win the listing, you'll waste months chasing a price the market won't pay. A good broker gives you a realistic range based on actual comparable sales and current market conditions.

Understanding Broker Fees and Commission Structures

Most business brokers in Houston charge between 8% and 12% of the final sale price for businesses under $1 million. For deals between $1M and $5M, brokers often use tiered structures like the Double Lehman formula: 10% on the first million, 8% on the second, 6% on the third, and so on. Flat commissions in the 4-6% range are also common for larger transactions.

Some brokers charge minimum fees ranging from $10,000 to $25,000, which protects their time on smaller deals. Upfront retainers are less common for Main Street businesses but become standard for middle-market transactions, typically ranging from $2,000 to $20,000. These retainers are often credited against the final commission at closing.

It's worth negotiating. Commission rates aren't set in stone, especially if your business is easy to sell or if you're in a hot market. Brokers compete for listings, and if you have multiple firms interested, you can use that leverage to reduce fees or improve terms.

When to Skip the Broker and Sell Direct

I've sold companies both ways. If your business is doing over $5M in EBITDA, you're better off hiring an M&A advisor or investment bank instead of a traditional business broker. They have relationships with private equity firms, strategic buyers, and family offices that brokers don't. They also know how to run a competitive auction process that drives up your multiple.

If you're selling a SaaS company or online business, brokers often undervalue it because they're used to brick-and-mortar multiples. SaaS businesses trade at 3-8x revenue depending on growth rate and churn, while most service businesses trade at 2-4x EBITDA. I've seen Houston brokers try to sell software companies using the wrong comps, and it kills the deal.

For smaller exits-under $500K-you might be better off selling directly through platforms like Flippa or reaching out to competitors and strategic buyers yourself. The broker commission on a $300K sale is $30K, and you can often close faster by cutting out the middleman.

I explain this step by step in this walkthrough:

The first call with a broker is where most sellers either gain leverage or lose it. I've been through this process myself while searching for businesses to acquire, and the key is treating it like any sales call-you need to qualify them as much as they're qualifying you.

Houston-Specific Considerations

Houston's economy is tied to energy, healthcare, logistics, and construction. If your business serves those industries, brokers here understand the cyclical nature of your revenue and how to position it to buyers. They also know which local buyers are active and which private equity firms are hunting for add-ons in the Texas market.

One advantage of working with a Houston-based broker is their knowledge of Texas law and deal structures. Texas is a business-friendly state with no personal income tax, which makes it attractive to buyers. Brokers here also understand seller financing norms-many small business deals in Texas include 10-20% seller notes because bank financing can be hard to get for sub-$1M acquisitions.

If your business has employees, a Houston broker will know how to handle the Texas Workforce Commission requirements and employment law nuances. They'll also understand local lease issues if your business operates out of a commercial space, which is critical for retail and service businesses.

The Role of Strategic Buyers in Houston

Houston's concentration of Fortune 500 companies creates a deep pool of strategic buyers. If your business provides services to energy companies, medical centers, or logistics firms, there's a good chance a larger competitor or complementary business will pay more than a financial buyer.

Strategic buyers acquire for synergies-they can bolt on your customer base, eliminate duplicate overhead, and increase margins immediately. That means they'll often pay higher multiples than private equity or individual buyers. A good Houston broker has relationships with corporate development teams at these companies and knows how to run a targeted outreach process without blowing up confidentiality.

For industries like oilfield services, industrial distribution, or healthcare staffing, strategic buyers are often the best path to a premium exit. Your broker should be able to name specific companies that have acquired businesses like yours in the past three years and explain how they positioned those deals.

Building Your Exit Before You Need It

Most business owners call a broker when they're already burned out and ready to leave. That's a mistake. The best time to prepare for an exit is 12-24 months before you want to sell. Clean up your financials, document your processes, reduce customer concentration, and get your revenue off your personal relationships.

If you're running an agency or service business, grab the 7-Figure Agency Blueprint-it covers how to structure operations so your business isn't dependent on you. Buyers pay more for businesses that run without the owner's daily involvement.

I also recommend getting serious about lead generation and sales systems early. If your pipeline depends on referrals or your personal network, that's a red flag for buyers. Build a repeatable outbound system so you can show consistent revenue growth. If you need a framework for qualifying prospects and running discovery calls, check out the Discovery Call Framework.

Here's what most people get wrong about building an exit: they think it's about cleaning up financials six months before selling. But I learned this the hard way when I was $40,000 in debt after a startup collapsed-the businesses that sell fast are the ones with systematized customer acquisition. I've seen agencies go from $20 million to $60 million in under 6 months just by sending a few dozen emails a week. That kind of predictable growth engine is what strategic buyers pay premiums for.

Preparing to Work with a Broker

Before you sign a listing agreement, get your financials in order. Buyers and brokers want at least three years of tax returns, profit and loss statements, and balance sheets. If you've been running personal expenses through the business, create an add-back schedule that shows true profitability. Common add-backs include owner salary above market rate, personal vehicle expenses, family member salaries for minimal work, and one-time legal or consulting fees.

Document your customer list, revenue by customer, and contract terms. If you have recurring revenue, show retention rates and churn. If you rely on a few big customers, explain why they'll stay after the sale. Customer concentration is one of the biggest deal killers-if 40% of your revenue comes from one client, expect a lower multiple or an earnout structure.

You'll also need to prepare a list of assets included in the sale. Equipment, inventory, intellectual property, customer lists, domain names, social media accounts, and proprietary processes all add value. If you're selling a business with physical locations, clarify whether real estate is included or if the buyer will assume a lease.

If you're selling a business that requires a customer list or contact database, make sure it's clean and organized. I use a B2B lead database to keep prospect and customer data centralized, which makes handoff during acquisition much smoother. Buyers want to see that your sales pipeline and customer relationships are documented, not just in your head.

When preparing to work with a broker, document your sales process like your life depends on it-because your valuation does. One agency owner I worked with generated $50,000 in new business in just one hour after implementing a systematic outbound approach. When they eventually sold, buyers paid a premium because they could see exactly how to replicate that success. If your answer to "how do you get customers?" is anything other than a documented, repeatable process, you're leaving money on the table.

Finding Buyers for Houston Businesses

Houston's buyer market is deep and active. Local buyers include individual entrepreneurs looking for cash-flow businesses, serial entrepreneurs building portfolios, and private equity groups based in Texas. National buyers are also active-Houston's size and industry diversity attract out-of-state acquirers looking for platform companies or bolt-on acquisitions.

If you're in a local services business-like HVAC, landscaping, or home services-there are multiple consolidators actively buying in the Houston market. These are typically private equity-backed platforms that acquire 10-20 businesses a year and roll them up under one brand.

For B2B businesses, the buyer pool includes strategic acquirers in adjacent markets. A Dallas-based distributor might want your Houston customer base. A national service provider might want your local contracts. Your broker should be able to identify 20-30 potential buyers and explain why each one would be interested.

The Sales Process Timeline

Selling a business in Houston typically takes 6-12 months from listing to close. The broker will spend 2-4 weeks preparing marketing materials, then another 4-8 weeks actively marketing to buyers. Expect 30-60 days for due diligence after you accept a Letter of Intent, and another 30-45 days for final negotiations and closing.

During due diligence, buyers will request access to financials, contracts, employee records, tax returns, and operational details. They'll want to interview key employees, talk to major customers, and review your supplier agreements. This is where deals fall apart if you haven't been honest about the business condition or if your financials don't support the asking price.

One thing that slows down deals: incomplete or disorganized records. If you can't produce clean financials, signed contracts, or proof of customer retention, buyers get nervous and either walk away or reduce their offer. Spending time upfront organizing your data room will pay off when you hit due diligence.

Using Technology to Streamline Your Sale

If your business relies on finding and contacting prospects, buyers will want to see your lead generation process documented. Tools that centralize contact data, automate outreach, and track pipeline activity make your business more valuable because they reduce dependency on your personal knowledge.

For businesses that prospect locally-like contractors, real estate services, or B2B sales-having a documented system for sourcing leads is critical. ScraperCity's Maps scraper can help you build and maintain a pipeline of local prospects, which is exactly the kind of repeatable system buyers want to see.

If you're in a niche that requires finding decision-maker contact information, an email finding tool can demonstrate that your outbound process isn't dependent on your personal network. Buyers pay more for businesses with documented, repeatable systems.

Technology doesn't have to be expensive to be valuable. I've watched entrepreneurs build $3,000 software tools using overseas freelancers, then use cold email to scale to $3,000 in monthly recurring revenue almost immediately. When streamlining your sale, focus on tools that demonstrate predictable customer acquisition-that's worth more to buyers than fancy dashboards. If you're effectively closing one-third to half of your qualified meetings and selling a $10,000 service, you should be generating $20,000+ in new business for every hundred emails sent. Those are the metrics that make brokers' jobs easy.

Alternatives to Traditional Brokerage

If you're selling a business with a strong online component or remote operations, consider M&A platforms that specialize in digital businesses. If you're in a niche with active strategic buyers, sometimes a direct approach works better than a broker. I've closed deals by reaching out cold to companies that would benefit from acquiring my customer base or technology.

For service businesses and agencies, the best buyers are often competitors or adjacent companies looking to expand into Houston. If you've built a reputation in a specific niche-like industrial safety training or healthcare staffing-your competitor probably knows who you are. A well-crafted cold email to the CEO or founder can start a conversation that leads to an acquisition.

Some sellers also consider earnouts or equity rollovers, where you stay involved for 12-24 months post-sale and get paid based on performance. This can increase your total payout if you're confident in the business trajectory, but it also means you're not fully out. I've done one earnout and hated it-if you want a clean exit, negotiate for cash at close.

Red Flags to Watch For

Be cautious of brokers who push you to sign an exclusive listing agreement longer than six months. If they can't sell your business in six months, they're either overpriced or not putting in the work. Also watch out for brokers who want large upfront retainers-most reputable brokers work on commission only for deals under $5M.

If a broker tells you your business is worth significantly more than other appraisals you've received, they're probably inflating the number to win your listing. When the business doesn't sell, they'll pressure you to drop the price. Start with a realistic valuation based on comparable sales in your industry and geography.

Avoid brokers who don't have a clear marketing plan or who refuse to provide references from past sellers. You're trusting this person to handle the biggest financial transaction of your life-do your homework.

The biggest red flag I see? Brokers who can't articulate how they'll actively market your business beyond listing it on their website. Early in my career, I got burned by trusting someone who turned out to be running a phantom company-I closed over $1 million in deals in under 6 months, but he wasn't delivering any work and vanished with the money. Now I trust numbers, not promises. Ask your broker for specific outreach metrics: how many emails will they send, to whom, and what response rates do they typically see? If they can't answer that, walk away.

What Happens After You List

Once your business is listed, expect weekly or bi-weekly updates from your broker. They should be tracking how many buyers have viewed the listing, how many NDAs have been signed, and how many serious inquiries they've received. If you're not hearing from your broker regularly, that's a problem.

Good brokers will pre-qualify buyers before they waste your time. They'll ask about financing, acquisition criteria, and timeline before setting up a call. You should never be meeting with buyers who can't afford your asking price or who aren't serious about closing in a reasonable timeframe.

When you start getting offers, your broker should help you evaluate them beyond just the headline number. Is the buyer offering cash at close or a structured payout? Are there earnouts or contingencies? What's the buyer's track record of closing deals? A $2M all-cash offer is often better than a $2.5M offer with a three-year earnout.

Negotiating the Letter of Intent

The Letter of Intent (LOI) is where deal terms get locked in. It's not legally binding in most cases, but it sets the framework for the purchase agreement. Key terms include purchase price, payment structure, earnout provisions, non-compete agreements, and transition support expectations.

Most LOIs include a 30-60 day exclusivity period, which means you can't talk to other buyers while this one is doing due diligence. Don't agree to exclusivity until you're confident the buyer is serious and capable of closing. Ask your broker about the buyer's history-how many deals have they closed in the past year, and how many LOIs have they signed that didn't close?

Non-compete clauses are standard, but the scope matters. A two-year non-compete in Houston is reasonable. A five-year non-compete covering the entire state of Texas is not. Make sure you understand what you're agreeing to before you sign.

Due Diligence and Closing

Due diligence is the period after you sign an LOI where the buyer verifies everything you've told them about the business. They'll review financials, contracts, customer lists, employee agreements, tax returns, and operational processes. They'll also conduct background checks, verify licenses and permits, and confirm that there are no outstanding legal issues.

This is where deals fall apart if you've been dishonest or if your records are a mess. Buyers will find discrepancies, and if they're significant, they'll either renegotiate the price or walk away. The best way to avoid this is to be transparent from the beginning and have your documentation organized before you list.

Once due diligence is complete and the buyer is satisfied, you'll move to closing. This involves signing the purchase agreement, transferring assets, and collecting payment. Your broker should coordinate with attorneys, CPAs, and escrow agents to make sure everything goes smoothly.

Post-Sale Transition and Support

Most buyers will expect you to stick around for 30-90 days post-sale to help with the transition. This includes introducing them to key customers, training their team, and answering questions about operations. The transition period should be clearly defined in the purchase agreement, including how many hours per week you're expected to work and whether you'll be compensated separately.

If the buyer wants you to stay on longer-either as an employee or consultant-make sure the terms are spelled out in writing. What's your role? What's your compensation? What happens if you want to leave early or if the relationship isn't working out?

One thing I learned the hard way: buyers will ask you for advice long after the official transition period ends. Set boundaries early about how available you'll be, and don't feel obligated to provide free consulting indefinitely.

Tax Implications of Selling Your Business in Texas

Texas doesn't have a state income tax, which is a huge advantage for sellers. You'll still owe federal capital gains tax, but you won't get hit with an additional state tax bill like you would in California or New York. For most business sales, you'll pay long-term capital gains rates (currently 15-20% depending on your income bracket) if you've owned the business for more than a year.

Asset sales vs. stock sales have different tax implications. In an asset sale, you're selling the business assets (equipment, inventory, customer lists, etc.) and the buyer gets a step-up in basis, which is usually better for them. In a stock sale, you're selling the entity itself, which can be better for you from a tax perspective. Your CPA should help you structure the deal to minimize your tax burden.

Some sellers use installment sales to spread out the tax hit over multiple years. If the buyer is paying you over time, you only pay tax on the income as you receive it. This can be advantageous if you're close to a higher tax bracket or if you want to defer some of the tax burden.

Final Thoughts from Someone Who's Done This

Selling a business is stressful, time-consuming, and emotional. A good Houston business broker can take a lot of that weight off your shoulders, especially if you're selling a traditional brick-and-mortar business in an industry they know well. But don't assume a broker is the only path. For larger deals, higher-growth businesses, or companies with unique characteristics, you might be better off with an M&A advisor, a direct approach, or a specialized platform.

I built and sold five companies, and the biggest lesson I learned is that preparation matters more than anything else. The businesses I sold quickly and at good multiples were the ones where I had clean financials, documented processes, and a business that didn't depend on me personally. Start preparing for your exit long before you're ready to sell, and you'll have options when the time comes.