Sell my logistics or distribution business

What logistics and distribution businesses sell for

Almost every logistics, distribution, and freight company gets valued the same way: a measure of profit times a multiple. For owner-run operations, that profit figure is usually Seller's Discretionary Earnings (SDE): net profit plus your salary and personal add-backs. For larger companies with a management team in place, buyers use EBITDA (earnings before interest, taxes, depreciation, and amortization).

As an indicative range, logistics and distribution companies tend to trade around 4.0–6.0x EBITDA in the lower middle market. That spread is wide for a reason. Two companies with the same earnings can sell for very different prices, and the things that separate them most are how concentrated the customer base is, how much volume is contracted versus bought on the spot market, and how asset-heavy the model is. A diversified, asset-light business with sticky customers lands toward the top of that range. A smaller, owner-dependent operation leaning on one or two big accounts lands toward the bottom.

Business profile	Indicative multiple	Basis
Smaller, owner-dependent, customer-concentrated or asset-heavy	~4.0x	EBITDA
Mixed model, diversified customers, some contracted volume	~4.5–5.5x	EBITDA
Asset-light, contracted volume, diversified book, runs without owner	~5.5–6.0x	EBITDA

Indicative lower-middle-market ranges, not a valuation. See our EBITDA & SDE multiples by industry report for the full breakdown, or run your numbers through the valuation calculator.

Who's buying logistics and distribution businesses

The demand side is healthy, and the buyers don't all value your business the same way.

• Private-equity platforms and roll-ups. Investment firms have been assembling freight, warehousing, and distribution platforms for years. They buy a strong company in a lane or region, then bolt on smaller operators around it. Because they're buying scale, diversified volume, and recurring relationships, they'll often pay the most, especially if you fit a platform's geography or service line.
• Larger 3PLs and distributors. Established third-party logistics providers and distributors buy to add lanes, warehouse footprint, customer relationships, or product lines they don't have yet. They know the business cold, so diligence can move quickly, and they value a clean customer base and a team they can keep.
• Direct competitors. A competitor in your market may pay up for density, your carrier network, or specific accounts. They can be the fastest to close because there's less to explain, though confidentiality matters more when the buyer is someone you compete with.
• Individual operators and search funds. For smaller companies, you'll also see motivated individual buyers and search funds looking to own and run an established business. They tend to pay less than the consolidators but can be a good fit if you care who takes over.

The practical takeaway: don't sell to the first person who calls. Different buyers value the same business differently, and the only way to find out who values yours most is to put it in front of several of them at once.

What drives a logistics or distribution business's multiple

Where you land in that 4.0–6.0x range comes down to a handful of things buyers underwrite carefully.

• Customer concentration. This is the first thing a buyer checks. If one or two accounts make up most of your revenue, that's risk, and risk pulls the multiple down. A diversified book where no single customer can sink you prices much better.
• Carrier and shipper relationships. Durable relationships on both sides, the shippers who give you freight and the carriers who haul it, are part of what a buyer is paying for. Relationships that depend on the owner personally are worth less than ones that live with your team and your systems.
• Contracts vs. spot. Contracted, recurring volume is steadier and easier to underwrite than spot-market freight that moves with the cycle. The more of your business that's under contract, the more predictable your earnings look, and the higher your multiple.
• Asset-light vs. asset-heavy. An asset-light brokerage or 3PL with little equipment on the balance sheet usually carries a higher multiple than an asset-heavy carrier with trucks and trailers to maintain and replace. Asset-heavy models can still sell well, but buyers weigh the capital they'll need to keep putting in.
• Margins. Buyers look at net revenue and gross margin, not just top-line revenue. A business that holds healthy margins through soft freight markets shows pricing discipline and a defensible position.
• Technology and TMS. A real transportation management system, clean data, and visibility tools make a business easier to integrate and harder to replace. Companies still run on spreadsheets and tribal knowledge get discounted.
• Working capital. Logistics businesses carry receivables and pay carriers, so working capital matters. A clean, predictable working-capital picture buyers can model keeps a deal moving. A messy one becomes a negotiation in itself.
• Owner independence. If the business runs without you, with sales, operations, and key accounts handled by your team, a buyer is purchasing a company. If everything routes through you, they're buying a job. They'll pay accordingly.

You can move several of these before you ever go to market. That's the whole idea behind building value before you sell. A year or two of diversifying customers, locking in contracted volume, and pulling yourself out of the day-to-day can shift you a full turn of EBITDA.

The selling process and timeline

Selling a logistics or distribution business isn't one event. It's a process that, done right, takes most owners somewhere between six and twelve months. Here's the shape of it:

• Get a real valuation. Start with an honest number based on your actual financials and current comps, not a guess or a figure a competitor claims they got.
• Prepare. Clean up the books, document your customer contracts and carrier agreements, sort out the working-capital picture, and write down how the business runs so it doesn't live in your head. This is also where you fix anything obviously dragging the multiple down.
• Go to market. A specialized advisor packages the business, reaches out to qualified buyers confidentially, and runs a process so you're comparing offers rather than taking the only one. Confidentiality is especially important here, since you don't want customers or carriers spooked mid-process.
• Negotiate and sign a letter of intent. You pick a buyer, agree on price and structure, and move into exclusivity.
• Diligence and close. The buyer verifies everything, including customer contracts, carrier terms, and your working capital. Clean books make this stretch fast; messy ones make it painful. Then you close and get paid.

The single biggest thing that speeds all of this up is preparation. Businesses with documented contracts, clean financials, and a clear working-capital picture move through diligence faster and lose fewer deals along the way.

You don't need to pay a big retainer to find out

A lot of owners assume hiring an M&A advisor means writing a fat retainer check before anyone's even valued the business. That's the old model, and it's not your only option. Plenty of capable advisory firms work on a success basis. They get paid when your deal closes, not before. That structure keeps everyone pointed at the same goal: closing your sale at a good price.

The hard part has always been figuring out which firms are any good, which ones actually close logistics, distribution, and freight deals, and which ones will take you on at your size without a big upfront fee. That's the gap we built ProCloser to fill.

How ProCloser matches logistics owners to vetted advisors

Tell us about your business: size, model, how much of your volume is contracted versus spot, how diversified your customers are, roughly where your earnings land. We match you with vetted M&A advisory firms that close deals in logistics, distribution, and freight, including no-retainer, success-only options. You get an introduction and a free, confidential indicative valuation as part of the process. From there you decide who, if anyone, to work with.

It's free to sellers and it's confidential. No obligation, no retainer to find out what your business could be worth and who'd want it.

Still weighing your options? It helps to understand the different types of business buyers and the difference between a business broker and an M&A advisor before you start. New to all of this? Start with the broader guide to selling your business, then come back and get matched when you're ready.