Can you sell with declining revenues?
What if your revenues are down year over year? Many founders assume buyers won’t be interested, but that’s not the case. While valuation may be affected, a deal can still get done if you position your company strategically and highlight the value it brings to the right acquirer.
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Can I Sell When Revenues Are Declining?
One of the most common concerns in business exit planning is whether a company can still be sold when revenues are declining or flat. The short answer is yes—but the approach requires realism, preparation, and a focus on strategic buyers.
What Buyers See in Declining Revenues
If your financial results are trending down, most buyers won’t pay for the “future upside” you believe is possible. They will value the business based on current transferable economics—revenue or EBITDA as it exists today. That means sellers should set aside the expectation that buyers will pay for growth that hasn’t materialized yet.
Where Opportunity Still Exists
Declining results don’t make a sale impossible. With the right positioning, founders can highlight strategic benefits for potential buyers. For example:
A larger acquirer may reduce your cost of goods sold through better supplier contracts.
A buyer with a stronger distribution network could immediately improve margins.
If the buyer trades at a higher EBITDA multiple, acquiring your company may create instant value for them.
By showing how your business adds value inside a larger entity, you can make the transaction compelling even in a down cycle.
Distressed vs. Declining
It’s important to distinguish between a company that is declining and one that is distressed. If your business is distressed—carrying heavy debt, losing key employees, or struggling to operate—you may be limited to selling to competitors, pursuing asset sales, or negotiating with creditors. In some cases, private credit firms may provide structured capital to stabilize operations for a later exit.
What Founders Should Do
Even if results are down, prepare as if you’re running a strong sale process:
Professionalize your financials
Protect intellectual property
Create competitive tension between buyers
Be transparent about why results declined and how value can still be realized
Declining revenues don’t mean you can’t sell. With realistic expectations, creative structuring, and the right buyer pool, a transaction is still possible—and may deliver a better outcome than waiting for a turnaround.
