Ecommerce Conversations

M&A Advisor on Ecommerce Valuations

Jan 23, 2026
Frank Kosarek, co-founder of BizPort and former head of M&A at an ecommerce aggregator, talks valuations for Shopify brands and deal structures. He breaks down seller's discretionary earnings and why recurring revenue like subscriptions boosts value. He covers market multiples, inventory and working-capital risks, earnouts and seller notes, and when sellers should consider exiting.
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ADVICE

Bridge Valuation Gaps With Notes Or Earnouts

  • Use seller notes or earnouts to bridge valuation gaps between buyer and seller.
  • Structure payments over time or tie tranches to performance to align incentives.
ADVICE

Negotiate A Defined Transition Period

  • Negotiate a short transition or consulting agreement if you want to fully exit but remain available to help.
  • Expect buyers to request the founder stay on 3–6 months for smooth handoff.
ADVICE

Buy Companies That Don't Need To Sell

  • Target businesses that aren't desperate to sell; approach successful founders with thoughtful, aligned offers.
  • Prioritize cultural fit and vision alignment over marginal price improvements.
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