

200 - Crucial Red Flags to Know When Buying and Selling Businesses with Clint Fiore
Jul 7, 2025
Clint Fiore, the founder of Bison Business and Dealonomy, shares his wealth of experience from over 500 M&A deals, totaling over $100 million. He discusses critical red flags buyers and sellers should be aware of, including the impact of aggressive tax avoidance on business valuation. The conversation highlights how seller motivation can skew perceptions of value and the importance of having a robust deal team. Clint also unveils Dealonomy's innovative approach to the brokerage model, designed to prioritize buyers while offering free services for sellers.
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Sellers Self-Sabotage Deals
- Clint Fiore shares a story about sellers in their seventies who self-sabotage deals and get upset when deals close.
- Sellers sometimes push back on closing, doubting the broker who's trying to help them finalize their retirement plan.
Ask Sellers Their Selling Reason
- Always ask sellers why they want to sell; a weak or unclear reason is a major red flag.
- Sellers undecided or hiding issues often indicate underlying problems affecting the sale.
SDE vs EBITDA in Valuation
- SDE (Seller's Discretionary Earnings) is key for valuing small businesses, including add-backs like owner's salary.
- SDE multiples are about 3 to 5, roughly one turn less than EBITDA multiples common in middle-market deals.