
Selling Your Business to Private Equity: What You Need to Know
In this episode of EWA's FIN-LYT Podcast, Jamison Smith sits down with investment banking experts Tom Krahe and Andy Bianco to break down what actually happens when a business owner sells to a private equity group. Most owners walk into a potential private equity sale with the same fear: that the buyer is looking for a loophole to exploit them once the deal is signed. Tom and Andy push back on that narrative directly, drawing on years of closing deals across industries to explain why reputation and repeat business keep most private equity groups honest, and why the real risks sit somewhere else entirely, in deal structure, employment expectations, and the fine print most sellers never think to ask about. The conversation moves through the practical mechanics owners actually need to understand before they get an LOI in hand. That includes the difference between asset sales and stock sales, how F reorganizations and 338(h)(10) elections let a stock sale get tax treatment similar to an asset sale, why real estate usually stays out of the deal, and how rollover equity can signal whether a buyer truly believes in the business going forward. Tom and Andy also walk through why a quality of earnings analysis can shrink a seller's expected EBITDA overnight, using a real example where 10 million dollars in reported earnings was recast down to 7 million once addbacks like PPP loan forgiveness were removed. Beyond the numbers, Jamison, Tom, and Andy talk candidly about what life actually looks like after the sale closes, how to vet a private equity buyer the same way that buyer is vetting the seller, and why understanding the post closing expectations matters just as much as the purchase price on day one. If you found this episode helpful, please like and subscribe so you never miss an episode of the FIN-LYT Podcast. Connect with EWA: https://ewa-llc.com/ https://www.instagram.com/ewa.llc/ https://www.linkedin.com/company/equilibrium-wealth-advisors/ https://www.facebook.com/EquilibriumWealthAdvisors/ View EWA Disclosures and Firm ADV: https://adviserinfo.sec.gov/firm/summary/308977




