Before You Buy or Sell a Business

Jared Johnson sits down with Paige Wiese, founder of Tree Ring Digital, a 16-year full-service digital marketing and web agency, to unpack the part of buying or selling a business that almost nobody plans for: digital asset transfer. Paige explains why domains, hosting, email, social accounts, analytics, third-party tools, brand files, and even AI/GPT logins often sit in personal inboxes or with old vendors—and how that can stall or even devalue a transaction. She walks through her two-step approach (digital asset assessment, then a 300+ point audit), why buyers should ask earlier for logins and proof of marketing performance, how sellers can show up more prepared, and what can go wrong when a domain expires or the recovery email is deleted. They also get into the new issue of employees training GPTs on company data under personal accounts, and why companies need standards now: one company-owned AI account, clear rules on what data can go in, and a plan for what happens when an employee leaves.Main Takeaways:- Most businesses cannot produce logins on demand and access is scattered across staff, vendors, and old emails- Digital assets (domains, hosting, email, website, social, analytics, third-party tools) are business assets and should be part of the deal- A two-step process works best: identify gaps, then audit and recover everything before close- There are far more digital data points in a modern business than owners realize, often 300+- Expired domains, deleted recovery emails, and vendor deaths can take 1–2 weeks to unwind- Sellers who package digital assets cleanly reduce friction and protect valuation- Buyers should ask early for proof of marketing performance and actual ownership of key platforms- Key employees should not be single points of failure for website SOPs, renewals, or platform access- Use a single company-controlled email (webmaster@ / marketing@ / info@) for all third-party tools and renewals- AI/GPT tools introduce new risk when staff train models with company data under personal accounts- Companies should provide the AI account, define what can be uploaded, and make it portable on exit- Auditing tools also surfaces unused SaaS/AI expenses and can save money while organizing assetsEpisode Highlights:[00:00:21] Why digital asset transfer is an overlooked part of ETA and small business deals[00:02:05] Paige’s background, 16 years running Truing Digital[00:04:12] “Do you have the login?” and why clients rarely have everything in one place[00:08:17] Preparing to sell in 6–12 months: start with a digital asset assessment[00:10:43] The 300+ digital data points behind a business[00:15:48] Extreme case: developer dies, everything was on reseller accounts, legal recovery required[00:20:22] Standards of practice: one shared email for renewals and third-party tools[00:26:14] Post-transaction integration: re-running the checklist once the buyer owns the business[00:28:32] The “website is down six months after close” call and why it happens[00:31:40] AI complication: personal GPTs trained on company data[00:33:27] Policy solution: company-provided AI accounts and data rules[00:37:25] Document everything before IT wipes a departing employee’s machineConnect with Paige:Website: https://www.treeringdigital.com/beforeyoubuyorsellabusinessLinkedIn: https://www.linkedin.com/in/paigewiese/Facebook: https://www.facebook.com/TreeRingDigital/Instagram: https://www.instagram.com/treeringdigital/Tree Ring Digital LinkedIn: https://www.linkedin.com/company/treeringdigital/posts/?feedView=allYouTube: https://www.youtube.com/@treeringdigitalConnect with Jared:If you have questions for Jared, visit: https://jaredwjohnson.comhttps://www.linkedin.com/in/jaredwjohnson/DISCLAIMER:The views and opinions expressed in this program are those of the guests and host. They do not necessarily reflect the views or positions of my employer.Keywords:digital asset transfer, ETA, small business acquisition, website ownership, domain recovery, hosting and SSL, marketing ops, AI account governance, GPT workplace policy, third-party tools, renewals management, post-transaction integration, seller preparedness, buyer due diligence, SOPs for logins, SaaS sprawl, data security

Jared Johnson sits down with husband and wife operators Tahir Zaman Hussain and Neilab Rahimzada to unpack an 18-month search that started in London and New York, survived a failed first deal, and ended with the acquisition of a hyper niche window restoration company with decades of brand equity. They explain why calling brokers directly beat scrolling listings, how a prior LOI on a fire sprinkler company fell apart over working capital, and what changed when they found a seller who was transparent and responsive. The pair walk through pricing, a structured transition that kept the seller away from staff, and why even a negative working capital model still demanded real cash at close for insurance and early costs. They share role reversals once they took the keys, the expected J curve, discovering demand that exceeded capacity, and the plan to professionalize operations while hiring to remove themselves as the bottleneck.Main Takeaways:Calling brokers and building relationships beats passively browsing listingsSeller fit and transparency are early signals of post close realityWorking capital is a must have topic, if the seller cannot grasp it, walk awayEven firms with negative net working capital need cash at close for early billsWeekly seller calls and a living data room keep diligence moving and cut surprisesA tailored transition can work if the seller is kept away from employees and authorityExpect role shifts after close, divide by aptitude rather than the original planThe J curve is real, track project efficiency early or you give margin awayA strong and aligned deal team keeps emotions in check and momentum toward closeGrowth needs capacity and systems, hire to free owners for tools, process, and scaleEpisode Highlights:[00:00:28] Backgrounds, London and Long Island roots, careers in finance and capital markets[00:03:06] Why ownership, investment returns and the itch to operate[00:04:47] What they bought, a hyper niche window restoration company with outsized reputation[00:07:37] How they sourced it, broker outreach over listing sites and why that worked[00:10:18] Search timeline, education in mid 2023, close in October after about 18 months[00:11:45] The first LOI that died, fire sprinkler company and a breakdown on working capital[00:14:06] Context on working capital in lower middle market deals, shifting norms and lessons learned[00:18:20] The right seller, transparency, fast document turns, weekly calls, clean diligence cadence[00:20:11] Transition design, seller support for two months without interacting with staff[00:23:05] Deal structure at a high level, SBA senior debt, standby seller note, modest buyer cash[00:24:55] Why they still needed working capital, insurance costs and early cash needs in New York[00:27:01] The value of an aligned deal team, keeping emotions steady through closing[00:29:35] Day one, the speech, then role reversal, Tahir on sales, Neilab on operations[00:32:42] Performance, an initial dip then trending toward the best year in company history[00:33:30] What is next, systematize operations, add headcount, prepare to handle more demand[00:36:13] Mentorship, leaning on entrepreneurial family and the search for a mentor[00:38:44] Motivation, stewardship of a legacy brand and showing up even when it is hardConnect with Jared:If you have questions for Jared, visit: https://jaredwjohnson.comhttps://www.linkedin.com/in/jaredwjohnson/DISCLAIMER:The views and opinions expressed in this program are those of the guests and host. They do not necessarily reflect the views or positions of my employer.Keywords:entrepreneurship through acquisition, ETA, SBA loans, working capital, broker outreach, seller diligence, window restoration, niche services, transition planning, negative working capital, first 100 days, project tracking, J curve, operations professionalization, demand management, deal team, seller note, DSCR awareness, small business ownership, capacity planning

In this discussion, Adam Markley, an investor and small business operator, shares his fascinating journey from nearly flunking out of college to founding a fund for supporting business searchers. He highlights the importance of seller behavior as an indicator of post-close success and stresses the necessity of in-person site visits during the due diligence process. Adam details his four-pillar support model for new operators, discusses operational challenges during transitions, and predicts a future of more specialized, professional off-market searches.

First-time buyers often worry about what they do not know, but success comes from focusing on fundamentals and building strong relationships.In this episode of Before You Buy or Sell a Business, Jared Johnson talks with Sushant Bharadwaj, a former technology consultant who transitioned into entrepreneurship by acquiring two e-commerce businesses. Sushant shares how his consulting background in ERP systems and supply chain management shaped the way he evaluated deals, why he treated banks and sellers as partners, and how he built trust by answering questions with transparency.He explains the criteria he used to filter opportunities, the leap of faith behind his first acquisition, and why clean financials, repeat customers, and seller credibility mattered more than industry knowledge. Sushant also breaks down his approach to due diligence in e-commerce, from spot-checking customer data and ad spend to verifying traffic patterns. Finally, he reflects on transition challenges, including moving inventory across the country and navigating the rough first 30 days after closing.Main Takeaways:Banks and sellers can be valuable partners when approached with transparency and trustClean books and reasonable add-backs create confidence in small business acquisitionsE-commerce due diligence should focus on spot-checking key metrics, not perfect certaintyTransition planning for the first 30 days is critical to smoothing operations post-closeA strong network of advisors and peers helps overcome the steep learning curve of ownershipEpisode Highlights:[03:55] From technology consulting to exploring business ownership during COVID[11:20] Searching hundreds of listings on BizBuySell and narrowing down opportunities[16:40] Why seller trust and financial clarity shaped Sushant’s acquisition decisions[23:05] Buying a women’s apparel brand without industry experience by focusing on fundamentals[31:15] Negotiating a fair price and taking a leap of faith with his first LOI[39:20] Due diligence in e-commerce: customer lists, ad spend, and traffic verification[47:00] Treating banks and sellers as true partners, not just transaction counterparts[54:25] Transition challenges: moving inventory, planning day one, and surviving the first 30 days[01:02:10] Confidence gained from the first deal and the path to a second acquisitionConnect with Jared:If you have questions for Jared, visit: https://jaredwjohnson.comhttps://www.linkedin.com/in/jaredwjohnson/DISCLAIMER:The views and opinions expressed in this program are those of the guests and host. They do not necessarily reflect the views or positions of my employer.Keywords:entrepreneurship through acquisition, ETA, buying an e-commerce business, SBA acquisition financing, seller trust, business valuation, due diligence process, clean financials, transition planning, moving inventory, first 30 days of ownership, consulting background, small business acquisition strategy, building networks, buyer-seller relationships

Closing on a business is only the beginning. Success depends on how you manage the first years of ownership, the capital you bring to the table, and the partners you choose.In this episode of Before You Buy or Sell a Business, Jared Johnson talks with Jacob Hall, Founder and Managing Partner of Kando Capital, about the realities of Entrepreneurship Through Acquisition (ETA).Jacob shares how his career as an engineer and operator shaped his approach to investing in self funded searchers and independent sponsors. He explains why search is a double edged sword, what makes alignment between investors and operators essential, and how his firm structures equity to support both short term liquidity and long term ownership.The conversation covers SBA rule changes, the risk of ignoring the J curve, and why working capital is often underestimated in the first year of ownership. Jacob also discusses quarterly reporting, portfolio diversification, and why he now teaches ETA at the University of Texas to prepare the next generation of operators.Main Takeaways:ETA is a promising path but requires commitment, maturity, and resilienceInvestor and operator alignment sets expectations and avoids future conflictThe J curve is common in the first year and must be planned forWorking capital is critical for payroll, vendor terms, and unexpected expensesEquity partners provide strategy, networks, and growth support beyond fundingMentorship and transparency build a stronger ETA communityEpisode Highlights:[02:10] Jacob’s career path from engineering and corporate operations to small business COO[09:45] Discovering ETA in 2020 and shifting from searching to investing[14:22] Building Kando Capital and raising from accredited investors and family offices[20:35] Structuring equity, hold periods, and aligning with entrepreneurs[29:10] Independent sponsor compared to self funded search and what sets them apart[36:50] SBA rule changes and how they impact investors and operators[47:28] Alignment as the foundation for long term operator and investor success[55:40] Common post close mistakes including the J curve and underfunded working capital[01:07:05] What Jacob looks for in operators before writing a check[01:15:20] Why mentorship shaped Jacob’s career and why he now teaches ETA at UT Austin[01:21:44] Motivation and why Jacob enjoys supporting entrepreneurs and building small business valueConnect with Jacob: https://www.linkedin.com/in/jacobhall01/Website: Kando CapitalMore from Jared:If you have questions for Jared, visit: https://jaredwjohnson.comConnect with Jared on LinkedInDISCLAIMER:The views and opinions expressed in this program are those of the guests and host. They do not necessarily reflect the views or positions of my employer.This podcast is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any securities. Any discussion of target returns or investment strategy is illustrative and subject to change. Investments are open only to verified accredited investors under SEC Rule 506(c). Listeners should consult their own legal, tax, and financial advisors before making any investment decisions.Keywords:entrepreneurship through acquisition, ETA investing, self funded search, independent sponsor, SBA rules, equity partners, working capital in acquisitions, J curve in small business, investor operator alignment, accredited investors, small business acquisition strategy, post close challenges, mentorship in ETA

At the heart of entrepreneurship is the responsibility to create value. Not just for yourself, but for employees, customers, and the community.In this episode of Before You Buy or Sell a Business, Jared Johnson sits down with Munashe Makava, an NYU MBA graduate who began his career at Deloitte and Goldman Sachs before stepping into entrepreneurship through acquisition.Born and raised in Zimbabwe, Munashe shares how his parents instilled an entrepreneurial mindset early on, why the birth of his first child was the push to finally buy a business, and what he learned transitioning from Wall Street to owning two concrete companies in the U.S.Munashe breaks down how he evaluated opportunities, why geography mattered more than industry, and what he wishes he had done differently during negotiation. He also talks about team building, mentorship, and why the hardest part of being an entrepreneur is people—not the numbers.Main Takeaways:Entrepreneurship isn’t only startups: ETA reduces some risk but still demands leadershipGeography can guide your search just as much as industryBuild your deal team early, including tax strategy support, to avoid missed opportunitiesStrong seller and broker relationships can unlock deal structures others overlookEmployees who think like owners are the key to long-term successMentorship and networks multiply opportunities and help overcome self-doubtEpisode Highlights:[03:42] Growing up in Zimbabwe, working at Deloitte, and moving to the U.S. for an MBA[09:25] How becoming a father pushed Munashe to pursue entrepreneurship[15:17] Why entrepreneurship isn’t the “holy grail” for everyone and the difference between being an entrepreneur vs. entrepreneurial[22:04] Narrowing a search by geography and being industry-agnostic[28:40] Finding two concrete businesses on BizBuySell and spotting hidden value[36:55] Negotiating the deal structure, seller note, and lessons on tax allocation[43:28] Raising capital through classmates, friends, and crowdfunding platforms[51:02] Transition challenges: losing operators and rebuilding the team quickly[57:41] Discovering more value post-acquisition and surpassing year-one expectations[01:04:30] The importance of people, culture, and creating ownership mentality among employees[01:12:05] Why mentorship matters, building a pay-it-forward network, and revamping mentors as your stage evolves[01:19:15] Purpose as the ultimate motivator: enabling others through entrepreneurshipConnect with Munashe:https://www.linkedin.com/in/munashe-makava-fcca-2728372a/More from Jared:If you have questions for Jared, visit: https://jaredwjohnson.comhttps://www.linkedin.com/in/jaredwjohnson/DISCLAIMER:The views and opinions expressed in this program are those of the guests and host. They do not necessarily reflect the views or positions of my employer.Keywords:entrepreneurship through acquisition, ETA, buying a construction business, concrete pumping business, asset sale vs stock sale, SBA acquisition financing, seller notes, raising capital for acquisitions, building an entrepreneurial team, immigrant entrepreneurship, mentorship networks, employee ownership mindset, small business transition, growth after acquisition, business acquisition strategy

What’s the difference between starting a business from scratch and buying an existing one?In this episode of Before You Buy or Sell a Business, Jared Johnson talks with Sathya Ramanathan, a former tech founder who grew and exited a software company before acquiring a light construction equipment dealership in the Dallas-Fort Worth area.Sathya shares what he learned from selling his first business, working alongside new management during a two-year transition, and then moving into acquisition entrepreneurship. He explains why buying an established company can be less risky than starting one, the due diligence steps he followed, and how he evaluates deals for fit, financial health, and growth potential.Jared and Sathya cover how to build trust with employees after a takeover, why vendor and customer relationships matter during closing, and the operational improvements Sathya is making to grow his new business. Sathya also offers candid advice on who should (and shouldn’t) buy a business, and how to match your skills with the right opportunity.Main Takeaways:Buying a business can reduce risk compared to starting from scratch, but still requires careful planningFit matters: match your skills to the business’s needs to add immediate valueStrong relationships with the seller, vendors, employees, and customers smooth the transitionKey diligence items include working capital, customer concentration, and recurring revenueAvoid rushing into changes before understanding the existing operationFlexibility on location, deal structure, and operations increases acquisition optionsEpisode Highlights:[02:14] Selling a tech startup and working through a two-year transition with new management[07:42] Why buying an established business can be less risky than starting one[10:15] Defining location, sector, and business characteristics before searching[13:50] The importance of customer concentration and churn in deal evaluation[17:26] Why Sathya prefers going through brokers rather than sourcing off-market[19:18] Asset sale vs. stock sale: flexibility in LOI and tax considerations[21:30] Setting and negotiating a working capital target in the LOI[28:11] What made a light construction equipment dealership the right fit[35:03] Managing vendor, customer, and employee relationships before and after closing[42:50] The value of patience before making operational changes[46:12] Growth plans: marketing, digital transformation, and potential expansion[51:04] Who should and shouldn’t buy a businessConnect with Sathya: https://www.linkedin.com/in/sathyaramanathan/More from Jared:If you have questions for Jared, visit: https://jaredwjohnson.comhttps://www.linkedin.com/in/jaredwjohnson/DISCLAIMER:The views and opinions expressed in this program are those of the guests and host. They do not necessarily reflect the views or positions of my employer.Keywords:how to buy a small business, buying vs starting a business, working capital in acquisitions, asset sale vs stock sale, business due diligence, customer concentration risk, vendor relationships, small business transition, employee trust after acquisition, entrepreneurship through acquisition, ETA, light construction equipment business, small business growth strategy, operational improvements, acquisition search strategy

What kind of person should actually buy a business, and who should not?In this episode of Before You Buy or Sell a Business, Jared Johnson talks with David Barnett, former business broker, author, and small business advisor, about what buyers need to know before stepping into business ownership.They cover who should and shouldn’t buy a small business, how the acquisition landscape has changed, and the mistakes new buyers make by relying on online content instead of real experience. David explains why he left the brokerage world, what many buyers get wrong about business financials, and how to approach deals with clarity, caution, and the right strategy.David shares his background in finance and brokerage, how online hype has led to a wave of underprepared buyers, and the red flags they often miss, like ignoring balance sheets, underestimating CapEx, and failing to plan for operating capital. He breaks down the risks of over-leveraging, why not all boomer-owned businesses are good targets, and gives practical advice for new buyers: build capital, get experience, and avoid rushing into the wrong deal.Main Takeaways:Buying or selling a business requires experience and due diligenceMost first-time buyers underestimate risk and overestimate deal qualityFinancial understanding must go beyond the profit and loss statementNot all listings are good opportunitiesMistakes can be avoided with the right guidance and preparationEpisode Highlights:[03:13] The realities of working as a business broker[12:10] Red flags in financials, including missing balance sheets and CapEx[13:08] Why operating capital is often ignored during valuation[15:46] The CapEx trap: why SDE and EBITDA don’t tell the whole story[17:07] How to budget for equipment replacement[22:24] What to watch for with deferred maintenance[24:59] Why understanding what you're buying is more important than price[27:37] Risk varies with the buyer; no one-size-fits-all deal[32:21] Why there’s no such thing as a risk-free acquisition[39:40] Who should actually buy a businessConnect with David:https://www.businessbuyeradvantage.com/https://www.linkedin.com/in/davidbarnettmoncton/More from Jared:If you have questions for Jared, visit: https://jaredwjohnson.comhttps://www.linkedin.com/in/jaredwjohnson/DISCLAIMER:The views and opinions expressed in this program are those of the guests and host. They do not necessarily reflect the views or positions of my employer.Keywords:how to buy a small business, buying a business with SBA loan, David Barnett, business buyer advice, entrepreneurship through acquisition, ETA, SDE vs EBITDA, CapEx planning, business due diligence, small business acquisition, buying vs starting a business, operating capital, over-leveraging risk, small business finance, business valuation, search fund, business acquisition strategy, red flags in buying a business

In this episode, Jared Johnson sits down with Nadav Ben-Chanoch, a former tech operator turned small business acquirer, to unpack why more founders are skipping startups and choosing to buy real businesses instead.Nadav shares how his experience in Silicon Valley shaped his approach to deal-making, why he walked away from the traditional venture path, and what he’s learned transitioning from building software to operating a brick-and-mortar business. Whether you’re exploring search, planning your first acquisition, or just trying to understand where the market is headed—this conversation offers a grounded look at what it really takes to own and operate outside the startup bubble.Episode Highlights[00:06:15] — Why Nadav left tech to pursue small business ownership[00:11:45] — What operators misunderstand about buying brick-and-mortar[00:18:20] — How misalignment around working capital can derail deals[00:25:10] — Why buying a business isn’t the shortcut people think it is[00:32:00] — Advice for tech founders considering acquisition entrepreneurship[00:37:40] — What Nadav looks for in deals—and what he avoids[00:41:15] — The mindset shift from “builder” to “owner”Connect with NadavFollow Nadav on LinkedIn linkedin.com/in/nadavbcMore from JaredGot a question for Jared or want to work together?Visit: https://jaredwjohnson.comlinkedin.com/in/jaredwjohnsonDISCLAIMER: The views and opinions expressed in this program are my own and/or those of my guests. They do not necessarily reflect the views or positions of my employer.

In this episode, Jared Johnson sits down with Michael Seitz, CEO & Chairman of EarthWise Pet, for a wide-ranging conversation on entrepreneurship, franchising, M&A strategy, and what it really takes to build and scale a brand in a mission-driven industry.Michael shares how growing up in a family business shaped his values, how almost becoming a dentist led him back to his entrepreneurial roots, and the hard-earned lessons behind buying 42 stores in a single day. Whether you’re a first-time buyer, seasoned operator, or just curious about franchising from the inside out—this one is packed with insight.Episode Highlights[00:07:30] — The power of asking better questions early in your career[00:13:00] — Why unit-level economics are the heartbeat of franchising[00:23:00] — Why buyers need to focus on trailing 12 months, not just historical EBITDA[00:29:00] — What EarthWise looks for in new franchisees (hint: it’s not just the money)[00:33:30] — Advice to 20-somethings considering their first acquisition[00:36:00] — The #1 mistake most sellers make—and how to avoid it[00:38:00] — What really keeps a founder going after decades in the gameConnect with MichaelLearn more about EarthWise Pet: earthwisepetfranchise.comFind Michael on LinkedIn: Michael Seitz, CEOMore from JaredIf you have questions for Jared, visit: https://jaredwjohnson.comDISCLAIMER: The views and opinions expressed in this program are my own and/or those of my guests. They do not necessarily reflect the views or positions of my employer.