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Two moments decide how the money lasts
Selling a business to private equity has two moments that matter, and they are usually handled by different people. Before the sale, the deal decides what you keep after tax, and that is mostly set in the term sheet. After the sale, the plan decides what the money does for you, and almost nobody prepares owners for it. This site covers both, and leans into the second, because that is where a first-generation liquidity owner is most on their own.
After the sale
The check cleared. Now the harder part.
The day after closing, your wealth is split into two very different things: a cash lump sum, and in most deals a rollover stake you cannot sell that may be worth a great deal or nothing. The first year decides how you handle that concentration, whether you use the unusually low-tax years for Roth conversions, and how you replace the income the business used to pay. Start with the after-the-sale guide.
Investing the proceeds
Size the portfolio to the income you need, not the returns you earned on your own company. Diversified and boring, with the rollover kept separate.
Managing the rollover
What you actually own, the phantom income risk, and why to plan as if it were worth zero.
The low-tax window
The years after the sale are often your lowest-tax years. The sale year is the worst time to convert. Use the difference.
How much you need
Turning the after-tax proceeds into income you can live on, without counting the rollover.
Before the sale
What the deal actually nets you
The headline price is not the check, and the check is not what you keep. Four things decide the rest, and each has its own page.
Decision 1
What the contract calls each dollar
Call a dollar goodwill and it is taxed at 20 percent; call it a non-compete or transition pay and it runs to 37 percent. The allocation in the contract decides the label.
Decision 2
Whether QSBS erases the tax
For a qualifying C corporation, Section 1202 can exclude up to $15 million of gain from federal tax. For an S corp or an excluded field, it does nothing. Know which you are.
Decision 3
How much you roll, and into what
The rollover is a postponed tax bill, not a forgiven one, and the stake itself ranks behind the lenders and the sponsor before you see a dollar. Build the rest of your plan to stand without it.
Decision 4
Which structure the deal uses
Asset sale, stock sale, or F-reorganization. There is a structure that gives the buyer a step-up and keeps your rollover deferred.
Where the market stands in 2026
Your industry changes the deal
Multiples, deal structure, and whether QSBS is even possible all differ by industry. Each page follows the same outline so you can compare.
HVAC
The most active trade for roll-ups. Recurring service agreements drive the multiple.
Plumbing
Often bought as an add-on to an HVAC platform for cross-sell.
Electrical
Residential service beats project and new-construction work for the multiple.
IT managed services
Recurring revenue and cybersecurity carry the highest multiples of the group, and QSBS can apply.
Accounting and CPA firms
Sponsors are now half of accounting M&A. QSBS does not apply here.
Insurance agencies
Valued on commission revenue and book portability, not just EBITDA.
Marketing agencies
Retainer revenue and client concentration decide the price.
Consulting and staffing
Key-person risk is the central issue, and QSBS splits the two.
Tools to use at either stage
After-tax proceeds calculator
Enter the price, the rollover, the allocation, and any QSBS amount, and see the cash you would actually keep after tax. It uses 2026 rates and states its limits in plain sight.
The after-the-sale checklist
A short checklist of the money moves that matter in the first year after selling: the tax reserve, the low-tax window, the rollover, and the mistakes to avoid. Free, no email required.
Case study: an IT services owner's sale
How one owner used a QSBS exclusion to erase most of the federal tax, kept the rollover small, and built the plan for the money after closing.
Should you sell at all?
How roll-ups work, what changes after you sell, and an honest look at when selling is the wrong move.
When you do not need us
If your offer is a small all-cash price with no rollover and no QSBS question, the allocation is probably not negotiable and the real question is whether to sell at all. If you sold for a few million in cash, live in a no-tax state, and plan to retire on a diversified portfolio you are comfortable managing, a low-cost index approach and a good CPA may be all you need. We will say so on a call, and there is no charge for it. Where a fee-only planner earns a place is when the price is large enough that allocation or QSBS matters, when there is a real choice about rollover or residency, and when someone needs to invest a lump sum and replace lost income for the first time. Who we serve describes those situations.
Who writes this
Nirav Desai is the founder of Qubera Wealth Management, a fee-only fiduciary registered investment advisor in Los Angeles. Qubera works with business owners, physicians, and tech professionals on portfolio construction, tax planning, and business transition planning. Nirav holds an MBA from UCLA Anderson and an MS in Computer Science from USC Viterbi, and has written about investing at keepcalmandinvest.com since 2012. Selling a medical or dental practice instead? See the companion site at physicianbuyoutplan.com.