An advisor-led Amazon FBA brand sale runs through a fixed sequence:
This process assumes buyer outreach spans the types in Financial vs. Strategic Buyer Taxonomy (Amazon Brand Sales) and that the brand has already gone through Amazon FBA Exit Preparation Checklist before go-to-market.
The advisor's first meeting with the founder, used to understand the business's history and establish baseline figures — net sales, contribution margin, growth rate, and trajectory — before valuation or buyer outreach begins.
Determines the seller's timeline (e.g. selling within 6 months vs. running a 2-3 year prep project) and the sale structure: share sale (selling the legal entity itself) vs. asset sale (retaining the entity, selling the assets/brand). The choice depends on location and corporate setup — share deals require more diligence and legal cost and are typically reserved for larger businesses.
An early, non-binding valuation the advisor produces once financials have been reviewed, used as a reality check against the seller's price expectations. It identifies the gap between current worth and desired price and frames the improvements needed over the following 6-12 months to close that gap — see Amazon FBA Exit Preparation Checklist.
A pre-diligence phase where the advisor reviews the business at diligence-level depth and compiles a fully verified information package before approaching buyers, so the package is "100% solid, 100% accurate" and doesn't surface deal-killing surprises later. This work is packaged into the investment file/memorandum — the core marketing document sent to buyers, covering brand history, market insights, growth potential, an investment thesis, and financials (income statement, P&L, KPIs).
Before outreach, the seller aligns with the advisor on negotiation strategy — how much to weigh upfront cash vs. earnouts/deferred payments — so incoming offers can be evaluated on consistent terms. Once buyers are engaged, they sign an NDA, provide proof of funds (a bank/investor letter confirming they can finance the deal), and submit an indication of interest (IOI) or letter of interest (LOI). Collecting multiple LOIs in parallel is what enables competitive leverage between buyers.
After a buyer's LOI is accepted, the deal enters due diligence: the buyer-side verification stage that checks every claim in the investment file — P&L accuracy, trademark ownership, inventory records, and more. This typically takes about two months and involves detailed, tedious buyer questioning even after a well-prepared go-to-market phase. The seller keeps running the business in parallel while it proceeds. Any undocumented expense or discrepancy discovered here risks a buyer retrade.
Once due diligence clears, the closing phase drafts the purchase agreement and models the transaction (valuation modeling) to ensure final terms match what was agreed in the LOI. Legal advisers on both sides work from the previously negotiated LOI terms to finalize the agreement. Whether the transaction is structured as a share deal or asset deal is itself gated by deal size, not seller preference.
Из тем: Selling the Brand