So I'm selling my 22-year-old HVAC company. No broker, trying to save the 10% fee. Buyer is a regional competitor. We agreed on price and asset list, but now they're demanding I stay on for 18 months as a "consultant" for free, plus a 2-year non-compete that covers three states. I'm in my 60s, ready to fish. How do I push back without blowing up the deal? Every time I say no, they hint they'll walk.
Negotiation
How to handle difficult buyer negotiations without a broker
Free consulting for 18 months? That's not a negotiation, that's a hostage situation. What's your BATNA? If you have another interested party, even loosely, use it. If not, you need to decde your walk-away number before you reply.
We sold our landscaping biz last year without a broker. The 'consulting' ask is standard but 18 months free is not. Counter with 3 months at a monthly fee, and make the non-compete match what you actually do—three states for an HVAC guy is absurd unless you're doing commercial work across state lines.
I'm a buyer (rolled up two pl umbing companies). Honestly, if you push back firmly on scope they'll usually fold. The 'we'll walk' thing is often a bluff, especially if they've already paid for due diligence. Just don't be a jerk about it. Put your counter in writing.
OP, how much is the deal worth to you? If you're desperate to sell, they can smell it. If you can afford to walk, say no once and see what happens. No broker means you're the bad cop and good cop.
beancounter, no other buyer right now. That's the problem. MamaTried, good idea on the monthly fee. I'll counter with 4 months paid. SkepticalSue, I can walk—barely. But I've been running this thing ffor two decades, I'm tired.
"Barely able to walk" is still able to walk. Use it. Tell them the consulting is 3 months at $X per month, non-compete limited to your current service area, and you'll sign today. If they say no, you'll know they were never serious.
Also get everything in a letter of intent before you keep negotiating. Verbal promises are garbage. We learned that the hard way—buyer kept adding 'small' asks after we shook hands.
One more thing: the non-compete. If you're selling the goodwill of the business, a reasonable non-compete is expected (1-2 years, same territory). Three states is just them trying to lock you out of the industry. Push back on that specifically.
Honestly, if they're hinting they'll walk over a free consulting clause, they're probably testing you. Call their bluff. Worst case you still own an HVAC cmpany, right?
Thanks all. I'm drafting a counter now. 3 months pid, 1 year non-compete within 50 miles. If they balk, I'll tell them the deal's off. Let's see who flinches.
Good luck. Report back. And don't let them drag it out—deadline your offer.
Please update us. I'm curious how this shakes out.