Inside a Hart Marx sell-side engagement — a partner-led process built on honest valuation, real preparation, and buyers we actually know.
Here is a number most M&A advisors won't put in writing: industry experience suggests that as much as 70 to 80 percent of businesses taken to market do not sell. The owners invest months of effort and emotional energy, confidential information circulates, and the process ends without a transaction. The reasons are usually predictable — unrealistic price expectations, surprises in the financials, concerns no one prepared the buyer to hear answered.
Selling the business you built is a once-in-a-lifetime transaction, and the difference between joining that 70 percent and closing successfully is rarely luck. It is preparation, honest expectations, and a process run by people who know the buyers in your market. Here is how a sell-side engagement with Hart Marx Advisors works — starting before you sign anything.
Before the Engagement: The Summary Valuation
Every Hart Marx sell-side relationship begins with a complimentary Summary Valuation — delivered before any engagement letter is signed. It is a candid, experience-based assessment of the value range the market will likely offer for your business, grounded in our review of your financials and current market conditions. The purpose is alignment: we make sure we understand your business, and you know what the market is actually paying — before either side invests months of effort. If your expectations and our read of the market are far apart, we say so honestly. That conversation, had early, is exactly how businesses avoid becoming part of the 70 percent.
How a Sell-Side Engagement Works
1. Kick-Off: Learning Your Business and Your Objectives
The engagement begins with a working session between our partners and your team — typically including a visit to your facilities. We develop a deep understanding of your products, systems, and culture, and align on your objectives for the transaction: valuation expectations, timing, confidentiality concerns, and what you want for your employees and your legacy after the sale.
2. Strategic Assessment of the Sales Price
Building on the Summary Valuation, we prepare a full assessment of the Company's value: analysis of your financial statements, normalization of EBITDA, and identification of the value-added factors your business offers a buyer. The outcome is an asking price range — and conditions — that you and we agree on together, so the business goes to market with a number the market will take seriously.
3. Preparation: Due Diligence Before the Buyer's Due Diligence
Before any buyer sees your business, we examine it the way a serious acquirer will — reviewing the information and documentation a transaction will require. This early work surfaces the questions buyers will ask while there is still time to prepare good answers, and it means the marketing materials we build are supported by documentation rather than assembled under deadline pressure later.
4. The Offering Package: Teaser, CIM, and Data Room
We then develop the materials that present your company as a prime acquisition candidate: a blind teaser that describes the opportunity without identifying your company, and a Confidential Information Memorandum (CIM) addressing what acquirers care about — financial performance, product and service mix, key employees, customer loyalty, facilities, and the channels you serve. Nothing is distributed without your prior written approval, and everything lives in our secure data room from day one.
5. Identifying Buyers — and Getting Your Approval First
Our partners and in-house research team build a carefully vetted list of strategic and financial buyers, drawing on our network across the automotive, heavy-duty, and transportation markets, our database of thousands of qualified buyers and executives, and targets you may already have in mind. You review and approve every name before anyone is contacted — if there is a competitor you never want to see your information, they never will.
6. Confidential Outreach and Buyer Qualification
We approach each approved buyer without naming your company. Only after a non-disclosure agreement is signed is your identity revealed. We qualify each interested party's seriousness and financial capability, filtering out the curious so your time is spent only on buyers who can actually close — and qualifying them against strategic fit, so the process focuses on acquirers with a real reason to pay for what makes your business valuable.
7. Offers and the Letter of Intent
As interest develops, we solicit and present offers, manage the negotiations, and work to arrive at a purchase price — with terms and conditions — that meets your approval. Because we know what comparable businesses in our markets have actually sold for, we negotiate from evidence, not hope. Throughout the search you receive continuous visibility: a regularly updated target list and monthly review meetings with the partner running your engagement.
8. Due Diligence Through Closing
After the LOI is executed, we facilitate the buyer's due diligence and the negotiation of the purchase agreement in collaboration with your attorney, CPA, and other advisors. We don't provide legal, tax, or accounting advice — but we work closely with the professionals who do, keeping the many business issues that arise in this phase moving toward one outcome: a completed transaction on the terms you agreed to.
Why Sellers Choose Hart Marx
- Honesty before engagement. The complimentary Summary Valuation means you get our candid read of the market before you commit to anything — alignment first, engagement second.
- Partners do the work. The partner you meet on day one prepares your materials, makes the buyer calls, and negotiates your transaction. There are no junior team members on Hart Marx engagements — ever.
- We know the buyers. More than 150 years of combined experience in the automotive aftermarket, heavy-duty and commercial vehicle, performance, chemicals, and broader transportation markets means we know which strategic and financial buyers are acquiring — and what they will value in your business.
- Preparation improves the odds. We identify the concerns a buyer will raise and work with you to minimize or eliminate them before going to market — the single biggest factor separating businesses that sell from those that don't.
- Confidentiality at every step. Seller-approved outreach, blind teasers, NDAs before disclosure, and a secure data room protect the business you're still running.
What It Looks Like in Practice
When the owners of Heidts Automotive — a four-decade icon in classic muscle car and street rod suspension — were ready to sell, Hart Marx Advisors identified a buyer whose catalog ended precisely where Heidts' began: Miller Performance Parts, parent of BMR Suspension. The transaction closed in March 2026, with the Heidts brand preserved, its employees retained, and the combined company now covering eight decades of American performance vehicles. That outcome came from strategic buyer identification — knowing who was building a platform and where the catalog gaps were — not from a database search.
“Hart Marx Advisors knows the industry, businesses, and owners necessary to find the right buyer for my family's business.” — Owner, aftermarket distribution company
Start With the Number
If you are thinking about selling — now or years from now — the right first step is knowing what the market will actually pay. Request a complimentary Summary Valuation and have a confidential conversation with a Hart Marx partner. No commitment, no pressure, and an honest answer either way.
Request a Summary Valuation, or read the full Heidts case study to see the process end to end.
