Selling a Consumer Goods Retail Business

Most consumer goods retail brands are priced off seller earnings and risk, not just revenue. Multiples tend to improve when top SKUs show strong margin after ads, marketplace fees, and returns, inventory is clean with a clear plan for old units, and revenue is not hanging on one channel or one hero listing. For a quick range, start with Rejigg’s free valuation calculator, then pressure-test it against concentration and inventory aging.

Inventory is often negotiated separately from the “business value” because it can look like cash on the balance sheet while still being hard to sell. Many buyers want a count as of a specific date and valuation at landed cost, then a haircut or exclusion for obsolete, damaged, or very old units. Expect the most debate around items older than 180 to 365 days, discontinued SKUs, and packaging versions you can’t sell at full price.

No. Brokers typically charge 5 to 10% of the sale price for coordination work you can handle yourself with the right process and a buyer-ready diligence package. Rejigg gives you pre-vetted buyers, digital NDAs, direct messaging, a secure data room, and offer tracking, and it’s free for sellers because buyers pay. Start with the preparation guide so your SKU economics and inventory story are tight before you talk to buyers.

If your SKU margins, inventory aging, and channel reports are already organized, many owners can get buyer-ready in 30 to 60 days. If you need to rebuild landed cost, reconcile Amazon or Shopify payouts to accounting, or clean up how returns and ad spend are tracked, plan for 60 to 90 days. Rejigg’s data room and QuickBooks integration can reduce the back-and-forth once serious buyers engage.

Most buyers expect monthly profit and loss statements and balance sheets, plus a clear bridge from platform dashboards to the books. In consumer goods retail, they also ask for SKU-level unit economics on the top sellers and inventory reports that match the balance sheet. Diligence slows down when Amazon, Shopify, and wholesale payouts do not reconcile cleanly. Rejigg’s due diligence checklist lays out what to assemble.

Sometimes. SBA lenders usually want stable, transferable cash flow and financials that tie out cleanly. Amazon-heavy brands can still qualify, but lenders may push harder on platform dependence, inventory swings, and how consistent earnings are after ad spend and returns. If you want to sanity-check buyer payments, run scenarios in the SBA loan calculator and be ready to explain your cash cycle from purchase order to payout.

An LOI is a signed term sheet that captures the main deal terms before full diligence. In consumer goods retail, it should be clear about whether inventory is included or purchased separately, how inventory will be valued, which platform accounts and brand assets transfer, and what post-close support looks like in practice. Clarity here prevents the late-stage fight over inventory value and account access. Rejigg’s negotiation guide covers the terms to lock down early.

A working capital adjustment is a closing true-up so the business transfers with a normal level of short-term assets and liabilities. In consumer goods retail, the common friction points are inventory, prepaid freight, deductions you are still trying to collect from retailers, and marketplace settlements that lag. Buyers want enough working capital left behind so they can keep ordering and fulfilling without an immediate cash crunch. Define what counts and how it’s measured before you get to closing.

Add-backs are expenses you believe will not continue for a new owner, like a one-time packaging redesign, a non-recurring legal bill, or a personal expense run through the business. Buyers get skeptical when add-backs are really ongoing operating costs in disguise, like frequent air freight, persistent refunds, or “temporary” agency spend that keeps the ads working. Keep add-backs specific and documented, and attach proof for each one. Rejigg’s data room makes that easy to package cleanly.

Many buyers expect a structured handoff that covers suppliers, inventory planning, 3PL operations, and marketplace account management. A common structure is 30 to 90 days of support with defined hours per week, plus specific introductions and a few recurring meetings in the first month. Transitions usually go smoother when you hand off the cadence and decision rules, not just folders. Use transition planning to set expectations early.

It depends on your legal setup and how the account is owned today, but buyers want continuity and clear control. Some deals transfer the entity that owns the Seller Central account so operations keep running without a big transfer event. Others transfer Brand Registry, listings, and access in a controlled sequence. Either way, buyers will diligence account health, admin permissions, and who owns Brand Registry and ad accounts. Share sensitive screenshots and proofs only after an NDA through Rejigg.

Buyers expect the company to transfer the assets that make the brand convert, including trademarks, Brand Registry access, product photos, packaging files, domains, and any customer lists where permitted. Deals get sticky when assets are owned personally by the founder, held by an agency, or licensed from someone else. Before you go to market, list what is owned versus licensed, and gather the permissions in writing. Keep everything in one place so diligence does not turn into a scavenger hunt.

An earnout means part of the price is paid later if the business hits agreed targets. Earnouts can get complicated in consumer goods retail because results can swing based on inventory buys, ad spend choices, promo timing, and platform changes. If you consider an earnout, define the metric in plain English, spell out what operating choices the buyer can change, and agree on how returns and inventory are treated. Rejigg’s offer comparison dashboard helps you compare earnouts against cleaner structures.

Concentration can show up as one retailer, one distributor, one ASIN, or even one influencer who drives a big spike. Buyers look at what share of revenue and profit comes from the top accounts and top SKUs, then ask how quickly demand can be redirected without destroying margin. A big customer is not automatically a problem, but buyers will want to see reorder patterns, stability of terms, and a realistic fallback plan if that volume slows.

The issues that usually slow consumer goods retail deals are claim support, labeling compliance, and intellectual property ownership. Supplements, baby and kids, cosmetics, and “non-toxic” or performance claims often get extra scrutiny because platforms and regulators can move quickly. Buyers also verify trademarks and whether you have rights to any influencer content and creative you use in ads. Keep test reports, supplier certifications, and packaging history organized before you go to market.

Decide up front what is safe to share early, like a high-level channel mix and an SKU summary, and what should be gated, like supplier pricing, detailed SKU margin waterfalls, account health screenshots, and retailer contacts. Use NDAs before sharing anything sensitive, and control access based on where the buyer is in the process. Rejigg supports this with pre-vetted buyers, digital NDAs, and a permissioned data room so you can avoid sending attachments around.

The fastest deals are usually the ones where the owner can answer with numbers without going back to build new spreadsheets. Have monthly financials, SKU-level contribution margin for top SKUs, inventory aging by location, supplier terms and lead times, ad performance summaries, return and refund trends, and proof you own the trademarks and key creative assets. Rejigg’s due diligence guide shows what to upload and when.

Compare offers on what you actually take home and how certain closing is, not just the headline number. In consumer goods retail, value often swings on inventory treatment, holdbacks or earnouts, seller financing, and how much working capital the buyer expects to remain in the business. Timelines matter, too, since platform-driven performance can change while you wait to close. Rejigg’s deal tracking lets you compare terms side-by-side in one view.