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FJ & Associates

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Exit Strategy and Business Sale Planning for Utah Business Owners

June 1, 2026 By Missy Dennis

The day you sell your business may be the largest financial event of your life — and most business owners spend less time preparing for it than they spend on a single tax return. The businesses that sell for the best prices, on the best terms, with the least stress are the ones that started planning 2–5 years in advance.

FJ & Associates, PLLC works with Utah business owners to build and execute exit strategies — from initial valuation benchmarking and financial cleanup through sale structure, due diligence support, and post-sale tax planning.

📞 (801) 927-1337 | ✉️ admin@cpaone.net

Why Exit Planning Starts Years Before the Sale

The most common exit planning mistake is waiting until you’re ready to sell to start preparing. By that point, you’ve lost the time needed to build clean, auditable financial records, improve financial performance, resolve structural issues, and execute tax planning that can save hundreds of thousands of dollars in after-tax proceeds.

Step One: Valuation Benchmarking

Before you plan an exit, you need to know what your business is worth. We provide preliminary valuation analysis using the methods buyers actually use:

EBITDA Multiple — The most common valuation method for small and mid-sized businesses. We calculate your adjusted EBITDA — normalizing for owner compensation, non-recurring expenses, and one-time revenue items — and benchmark your multiple against comparable Utah and national transactions.

Asset-Based Valuation — For businesses where the primary value is in hard assets — real estate, equipment, inventory.

Revenue Multiple — Used for high-growth or recurring-revenue businesses (SaaS, subscription models, service businesses with long-term contracts).

Step Two: Financial Cleanup and Documentation

Buyers and their accountants will review 3 years of financial statements, tax returns, and supporting documentation. We prepare your business for this scrutiny: reconciling all accounts, separating personal expenses, documenting recurring revenue, preparing normalized earnings calculations, and cleaning up the balance sheet.

Step Three: Sale Structure and Tax Planning

Asset Sale vs. Stock Sale — Most buyers prefer asset sales; most sellers prefer stock sales. We model both scenarios and advise on which structure to push for based on your tax situation.

Installment Sale Treatment — Spreading gain recognition across multiple tax years can keep you in lower tax brackets. We evaluate whether installment treatment is advantageous.

Capital Gains vs. Ordinary Income — Different asset classes trigger different tax treatments. We allocate purchase price in a way that minimizes ordinary income recognition.

Qualified Small Business Stock (QSBS) — If your business is a C-Corp and meets QSBS requirements, up to $10 million of gain may be excluded from federal tax.

Exit Options Beyond a Third-Party Sale

Management Buyout (MBO) — Selling to your existing management team. We structure the transaction and advise on fair market valuation methodology.

Family Succession — Transferring the business to family members through gift, sale, or a combination. See our estate and trust tax services.

ESOP — Employee Stock Ownership Plans allow you to sell to your employees through a tax-advantaged structure. Sellers in S-Corps can potentially sell to an ESOP with no federal capital gains tax.

Private Equity — PE firms are active acquirers of Utah professional services, healthcare, construction, and technology businesses. We help business owners understand PE deal structures before entering negotiations.

Start Planning Your Exit Before You Need To

📞 (801) 927-1337 | ✉️ admin@cpaone.net | 612 N Kays Dr Suite 120, Kaysville, UT 84037


Missy Dennis, CPA | Partner | FJ & Associates, PLLC | Kaysville, Utah
Missy holds a Master of Accounting degree from the University of Utah and is a licensed Certified Public Accountant. With more than twenty years of public accounting experience, Missy specializes in tax preparation and advisory, bookkeeping strategy, estate and trust taxation, audit and consulting services, and small- and mid-sized business advisory.

Filed Under: Advisory

FJ & Associates, PLLC

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