Short answer: In 2025, the typical U.S. small business sold for about 2.6× seller's discretionary earnings (SDE), or roughly 3.5× EBITDA across all industries — and multiples climb steeply with size, past 5× above $10M and toward 10× at the top of the lower-middle market. A sale took a median of ~170 days to close, went for 94% of asking, and about 1 in 3 advisor-led processes ended with no deal at all — usually over a valuation gap. Below is what the data actually says, with every figure sourced.
Most "what's my business worth" advice online is either a broker's rule of thumb or a number with no citation behind it. We pulled the benchmarks that do have credible sources — the IBBA & M&A Source Market Pulse survey, BizBuySell's 2025 transaction data, BVR's DealStats index, GF Data, and Pepperdine's Private Capital Markets Report — and left out the widely-repeated stats that trace only to marketing content. Where good data doesn't exist, we say so.
What businesses actually sell for
Small businesses sell on SDE (owner's discretionary earnings) at the low end and EBITDA higher up. In 2025, across roughly 9,600 closed transactions, BizBuySell reported an average 2.61× SDE multiple and a 0.69× revenue multiple. BVR's DealStats index — which tracks private-company deals across all industries — put the median at 3.5× EBITDA in Q4 2025.
The single most important thing the data shows: the multiple rises sharply with size. A sub-$500K business trades near 2.8×; by the time enterprise value passes $10M the average is above 5×, and at the top of the lower-middle market private-equity buyers pay into the double digits.
| Segment | Multiple | Metric | Source |
|---|---|---|---|
| Under $500K price | ~2.8× | SDE | IBBA Market Pulse, Q4 2025 |
| All SMB (avg, 2025) | 2.61× | SDE | BizBuySell, 2025 |
| All private co. (median) | 3.5× | EBITDA | DealStats / BVR, Q4 2025 |
| $5M–$50M | ~5.5× | EBITDA | IBBA Market Pulse, Q4 2025 |
| Under $10M TEV | 5.5× | EBITDA | GF Data, 2025 |
| $100M–$250M TEV | 10.0× | EBITDA | GF Data, 2025 |
Multiples also cooled through 2025. DealStats shows the median EBITDA multiple easing from a 4.8× peak in Q2 2024 to 3.5× by Q4 2025 — the path ran 3.5× → 3.7× → 3.8× → 3.7× → 3.5× across the five quarters. Pricing momentum is softening even as deal volume holds.
Where NeoNox fits: our published base rate of 2–4× EBITDA lines up with the independent data for Main Street and the smaller lower-middle market — where most owners actually sit. The lesson of the size premium is the useful part: growing normalized EBITDA past the next size band is often worth more than negotiating the multiple.
How long a sale takes
In 2025 the median time to close was about 170 days — roughly five and a half months from listing to closed deal — essentially flat year over year (BizBuySell, 2025). That's the one clean, well-sourced timeline figure; a reliable, current benchmark for time from term sheet to close in this size band doesn't really exist in public data, so we won't invent one.
How deals are actually structured
All-cash is the exception, not the rule. In the IBBA Market Pulse Q4 2025 survey, sellers received 76% to 89% cash at close (including senior debt and buyer equity), with the balance carried in other forms. Seller financing appears in roughly 40% of small-business transactions (BizBuySell), used most often to bridge a valuation gap. Earnouts and retained equity are used sparingly at this size (IBBA).
On terms, broker consensus for a seller note runs to a minority of the price (commonly 10–30% down carried by the seller), mid-single-digit to low-double-digit interest, and 3–7 year payback — but note that specific down-payment, rate, and term figures circulate mostly on brokerage sites rather than in a single citable study, so treat them as ranges, not gospel.
Whether the deal closes at all
This is the number most sellers never hear. In Pepperdine's 2025 Private Capital Markets Report, about 31% of advisor engagements ended without a transaction — roughly one in three processes that a professional took on simply didn't close. The reasons, per the same report:
| Reason | Share of failed engagements |
|---|---|
| Valuation gap between buyer and seller | 26% |
| Unreasonable buyer or seller demands | 14% |
| No market for the business | 12% |
Valuation gaps dominate — and most were not enormous: Pepperdine found the majority of gaps sat in the 11–30% range, the kind of distance that structure (a seller note, an earnout, retained equity) is designed to bridge. Among the deals that did close in 2025, businesses sold for a median of 94% of asking price (BizBuySell). You should note the popular claim that "70–80% of businesses never sell" — it's repeated everywhere but traces only to marketing content, not a real study, so we don't cite it.
What actually moves your number
The empirical data thins out here — there's no Tier-1 study that cleanly quantifies how much a given flaw costs you. What every advisor agrees on, directionally:
- Customer concentration. When one client is more than ~20% of revenue, buyers commonly discount roughly one to two turns of EBITDA for the risk. It's the most-cited detractor in small-business deals — widely held advisor consensus, not a published statistic.
- Owner dependence. A business that can't run 90 days without the owner prices as a job, not an asset. Building a second line of leadership is the highest-return pre-sale work most owners can do.
- Clean, normalized financials. Recast EBITDA is the most common valuation basis (used in 76% of Pepperdine respondents' analyses). Add-backs a buyer can't verify simply don't count.
Where the market is heading in 2026
Sentiment is cautiously strong. In the Q4 2025 IBBA survey, 72% of intermediaries expected 2026 to match (23%) or exceed (49%) the 2021 peak, and 54% expected higher deal volume in the following quarter. Volume in 2025 was flat-to-up — BizBuySell counted 9,586 closed deals (+0.4%) worth $7.95B in enterprise value (+3%), at a median sale price of $350K (+3%). The cross-current: multiples are cooling from the 2024 highs even as volume holds. The short version for an owner — demand is there; the premium pricing of 2024 is not.
The NeoNox lens
We're a buyer, so read this as our vantage, not a neutral one. We acquire lower-middle-market businesses through a five-tier model — a 10% minority stake up to a 100% buyout, at a 2–4× EBITDA base rate that the independent data above supports for this segment. Unlike the market's ~31% no-close rate, our model is built to find the deal: if the headline number and the terms don't meet, the tiers let an owner sell less, or trade a higher price for more structure ("your price, my rules — or my price, your rules").
And unlike the median buyer, we don't sell. Our own first-party numbers: seven companies, $36M+ in combined revenue, 450+ jobs, and zero exits since 2011. Where the benchmarks describe a market of transactions, we're describing a hold. If you want to see where your business lands against these numbers, our three-minute tier assessment puts a coordinate on it before you talk to anyone.
Sources
- IBBA & M&A Source — Market Pulse, Q4 2025 (multiples by size, cash-at-close, 2026 sentiment).
- BizBuySell — 2025 Year in Review (SDE/revenue multiples, 170-day close, 94% of asking, deal volume).
- Business Valuation Resources — DealStats Value Index (median EBITDA multiple + 2024–2025 trend).
- Pepperdine — 2025 Private Capital Markets Report (deal-failure rate and reasons, recast-EBITDA usage).
- GF Data (via CapitalPad summary) (EBITDA multiples by enterprise-value band).
Figures from IBBA, BizBuySell, DealStats, and GF Data update quarterly and will drift; this report reflects data through Q4 2025 and will be refreshed as new surveys publish. Multiples are benchmarks, not appraisals — every business prices on its own facts.