Selling your business: questions owners ask us.

YC Media Holdings, LLC is a New York-based holding company that buys and operates digital marketing agencies, affiliate networks and healthcare businesses (senior care, home health and fertility clinics), along with software and apps that serve these markets. We also run DiscoverMyBusiness, a US digital marketing agency with an in-house development team, which gives acquired businesses hands-on operating support.

Neither. We are a principal buyer acquiring businesses for our own account, and each acquisition is held in its own subsidiary. We are not a broker, and we do not act as your advisor in a sale. We recommend you have your own lawyer and accountant.

Typically businesses with $500K to $3M in annual EBITDA. We also look at smaller businesses in our sectors with steady, recurring revenue, case by case.

We apply a multiple to verified earnings. The earnings figure is usually adjusted EBITDA, or seller’s discretionary earnings (SDE) for smaller owner-run businesses. The multiple reflects size, growth trend, revenue quality, client concentration and how much the business depends on the owner. We explain how we reached our number.

SDE (seller’s discretionary earnings) is the total cash benefit to one full-time owner: profit plus the owner’s salary and benefits, plus documented personal or one-time expenses. Adjusted EBITDA goes one step further and deducts what it would cost to hire someone to do the owner’s job at a market salary.

Example: a business shows $180K profit and the owner pays themselves $120K. SDE is $300K. If replacing the owner’s role would cost $100K a year, adjusted EBITDA is $200K. We use SDE when the buyer will step into the owner’s role, and adjusted EBITDA when the business runs with a management team.

Our typical entry range is 2× to 4× adjusted EBITDA. Where a business falls in that range depends on its size, growth, recurring revenue, retention, client concentration and owner dependence. Businesses with declining revenue or heavy owner dependence sit at the lower end.

We accept add-backs that are documented and will not continue under new ownership: one-time costs, owner personal expenses run through the business, and owner compensation above a market rate. We do not accept add-backs for salaries of people who keep working in the business, including partners or family members who are not selling owners, or for “one-time” costs that recur every year.

Tax returns and bank statements are the most reliable record of what a business earned. Internal P&Ls are a useful starting point, and we reconcile them to the returns and to bank deposits. Where they differ, we ask why. Deals move fastest when all three tell the same story.

If clients have paid in advance for work not yet delivered (deferred revenue), the cash was received by the seller but the work falls to the buyer. That amount is credited to the buyer at closing.

Most deals combine cash at closing (from our equity and, where available, bank financing), a seller note, and in some cases an earn-out or rollover equity. We tailor the mix to the business, your goals and the financing available, and we tell you the proposed structure before a letter of intent.

A seller note means part of the price is paid to you over time, with interest, after closing. Interest rate, term and security are negotiated. If the deal uses an SBA-backed loan, SBA rules may require part or all of the note to be on standby, meaning payments start only after a set period.

An earn-out is an additional payment made after closing if the business hits agreed targets, usually revenue levels that are easy to measure. It bridges the gap when an owner expects growth that has not yet shown up in the historical numbers.

Sometimes, but an all-cash offer is usually lower, because the buyer carries all of the risk. Seller notes and earn-outs typically allow a higher total price and keep both sides invested in a smooth handover.

Where the business is eligible, yes. SBA-backed acquisition loans usually require the buyer to put in equity, and they have rules on seller notes and on what the business must be. Some businesses, such as those whose assets are outside the United States, are not eligible. We tell you early which financing a deal would use.

The price and terms in an LOI are not binding. They are subject to due diligence, financing and a final purchase agreement. Certain provisions, such as confidentiality and exclusivity, are binding. Only the signed purchase agreement commits both sides to the sale.

Most acquisitions of this size are structured as asset purchases, but it depends on the business, contracts and licenses. The choice affects your taxes, so discuss it with your accountant before signing an LOI.

An introductory call; a mutual NDA; a financial review and preliminary valuation; agreement on key terms in writing; a letter of intent; due diligence and financing; and closing, followed by the agreed handover.

It depends on the business, the quality of its records and the financing. Bank financing, especially SBA loans, adds time for underwriting. We give you a realistic timeline after the financial review rather than a promise up front.

Yes, once an LOI is signed. The exclusivity period is defined in the LOI and covers the time needed to complete diligence and financing. Before the LOI, there is no exclusivity.

We sign a mutual NDA before any financial discussion. Your employees, clients and competitors will not hear about the sale from us, and we agree with you when and how they are told.

After an NDA: business tax returns for the last two to three years, monthly P&Ls including year to date, bank statements, a schedule of add-backs with support, a client list by revenue with retention history, key contracts, and a summary of your team and contractors. For apps and software, we also ask for platform revenue exports, MRR movement and churn data.

We raise them with you promptly and directly. Depending on what we find, the outcome may be no change, a change to price or structure, or a decision not to proceed. We would rather you tell us about known issues early than have us find them later.

For larger transactions, we or our lender may engage an outside accounting firm to verify earnings. We tell you in advance if one is needed.

Yes. Some owners stay in a role that suits them, and in some deals owners keep an equity stake. Others leave after the handover. We agree this with you before closing.

Typically three to six months for agencies and two to three months for software and apps. The length and your time commitment are agreed in the purchase documents.

We plan to keep your team and continue serving your clients. Key people are often the reason a business is worth buying. We introduce ourselves to staff and clients together with you, on a timeline we agree.

Usually yes. Sellers typically agree not to compete with, or solicit clients and staff of, the business they sold for a period of time. We keep the scope tied to the business you are selling.

Healthcare deals involve licenses, accreditation, payer contracts and patient privacy rules. Some licenses and payer enrollments require approval or notice when ownership changes, so we plan regulatory steps into the timeline from the start. Patient information is handled only as permitted by law, including HIPAA.

Yes. We work with brokers, M&A advisors and marketplace sellers, and we respect their fee agreements. See our For Brokers page for our criteria and how to submit a deal.