Selling a Business in Minnesota

Selling a business in Minnesota means pricing it correctly, preparing the records a buyer will ask for and finding a buyer who can pay and close. Minnesota has 154,455 employer businesses and about 467,494 more with no employees. This page covers the numbers, the steps and what buyers look for.

LOCAL SNAPSHOT

Minnesota by the numbers

154,455

154,455

EMPLOYER BUSINESSES

84%

84%

SMALL EMPLOYER SHARE

467,494

467,494

BUSINESSES WITH NO EMPLOYEES

2,803,410

2,803,410

EMPLOYMENT

$191.5 billion

$191.5 billion

ANNUAL PAYROLL

62,154

62,154

BUSINESSES WITH 5 TO 49 EMPLOYEES

U.S. Census Bureau, County Business Patterns 2023 and Nonemployer Statistics 2024. Counts are employer establishments, meaning business locations with paid employees.

How Minnesota compares

  • Minnesota ranks 18th among the 50 states and the District of Columbia for employer businesses.

  • The number of employer businesses grew 1.9% between 2018 and 2023.

  • Manufacturing makes up 4% of employer businesses in Minnesota, compared with 3% nationwide.

  • 62,154 employer businesses here have 5 to 49 employees.

  • Minnesota ranks 18th among the 50 states and the District of Columbia for employer businesses.

  • The number of employer businesses grew 1.9% between 2018 and 2023.

  • Manufacturing makes up 4% of employer businesses in Minnesota, compared with 3% nationwide.

  • 62,154 employer businesses here have 5 to 49 employees.

How a sale works in Minnesota

A sale follows the same sequence in every market. The business is valued from its earnings, assets, size and industry. The records a buyer will ask for are prepared. The business is marketed without naming it, and buyers are asked to sign a non-disclosure agreement before they see the name or the financial statements. Each buyer is checked for money and fit, the letter of intent is negotiated, the buyer's review of the books is managed, and the sale is carried to closing.

State rules on tax clearance, bulk sale notices and the transfer of permits and licenses differ from state to state.

Rules that apply in Minnesota

Sales tax and the buyer's liability

Minnesota's Department of Revenue says anyone who buys a business or its stock of goods is a successor, and a buyer who does not notify the Department or pay the amount due can be held liable for the seller's past-due sales, withholding and petroleum taxes, with penalties and interest. The Department says buyers must search for undisclosed tax liens before completing a purchase agreement, and a notice such as Form C50, Notice of Business Transfer, must reach it at least 20 days before the transfer. The Department says this liability will not exceed the fair market purchase price. Source: Minnesota Department of Revenue successor liability page

Permits and registrations

Minnesota's sales and use tax rules say the sale of a business run as a sole proprietorship requires a new permit application, even if the business keeps the same name. The same rule says a change in the ownership of a corporation's shares does not invalidate the corporation's permit. Source: Minnesota Department of Revenue rule 8130.2500

Unemployment insurance account

Minnesota's Unemployment Insurance Program says an acquisition can affect the buyer's tax rate if there is 25 percent or more common ownership between the two businesses. In that case the seller's taxable wages and benefit charges transfer as of the acquisition date. The Program says employers must notify it electronically within 30 calendar days of the acquisition or merger. Source: Minnesota Unemployment Insurance employer handbook, acquisitions

These points come from official Minnesota agency pages checked on 2026-10-24. Rules change, so check the linked agency page for the current version. This is general information and not legal or tax advice.

A sale follows the same sequence in every market. The business is valued from its earnings, assets, size and industry. The records a buyer will ask for are prepared. The business is marketed without naming it, and buyers are asked to sign a non-disclosure agreement before they see the name or the financial statements. Each buyer is checked for money and fit, the letter of intent is negotiated, the buyer's review of the books is managed, and the sale is carried to closing.

State rules on tax clearance, bulk sale notices and the transfer of permits and licenses differ from state to state.

Rules that apply in Minnesota

Sales tax and the buyer's liability

Minnesota's Department of Revenue says anyone who buys a business or its stock of goods is a successor, and a buyer who does not notify the Department or pay the amount due can be held liable for the seller's past-due sales, withholding and petroleum taxes, with penalties and interest. The Department says buyers must search for undisclosed tax liens before completing a purchase agreement, and a notice such as Form C50, Notice of Business Transfer, must reach it at least 20 days before the transfer. The Department says this liability will not exceed the fair market purchase price. Source: Minnesota Department of Revenue successor liability page

Permits and registrations

Minnesota's sales and use tax rules say the sale of a business run as a sole proprietorship requires a new permit application, even if the business keeps the same name. The same rule says a change in the ownership of a corporation's shares does not invalidate the corporation's permit. Source: Minnesota Department of Revenue rule 8130.2500

Unemployment insurance account

Minnesota's Unemployment Insurance Program says an acquisition can affect the buyer's tax rate if there is 25 percent or more common ownership between the two businesses. In that case the seller's taxable wages and benefit charges transfer as of the acquisition date. The Program says employers must notify it electronically within 30 calendar days of the acquisition or merger. Source: Minnesota Unemployment Insurance employer handbook, acquisitions

These points come from official Minnesota agency pages checked on 2026-10-24. Rules change, so check the linked agency page for the current version. This is general information and not legal or tax advice.

What buyers look for

Buyers look first at profit that holds up under review. Three years of tax returns and profit and loss statements that match each other carry more weight than a high number that cannot be shown.

  • How much of the business depends on the owner

  • How concentrated sales are among a few customers

  • The lease, its remaining term and the landlord's consent to a sale

  • The condition of equipment and the contracts that transfer

Buyers look first at profit that holds up under review. Three years of tax returns and profit and loss statements that match each other carry more weight than a high number that cannot be shown.

  • How much of the business depends on the owner

  • How concentrated sales are among a few customers

  • The lease, its remaining term and the landlord's consent to a sale

  • The condition of equipment and the contracts that transfer

Every kind of business we sell in Minnesota

We sell businesses in every one of these industries in Minnesota. Counts are employer businesses in the closest Census industry codes. Industries without a clean Census match are listed without a count, and a few industries share one Census category, so their counts match. A sale multiple is the price a business typically sells for as a multiple of its earnings. SDE means seller's discretionary earnings, which is the owner's pay plus the profit of the business. EBITDA means earnings before interest, taxes, depreciation and amortization.

Construction & Engineering

18,295 related employer businesses in Minnesota.

  • General Contracting: 5,209 employer businesses here. Typical sale multiple: 3.0x - 4.5x SDE.

  • Interior Finishing: 2,942 employer businesses here. Typical sale multiple: 2.5x - 4.0x SDE.

  • Landscaping: 2,397 employer businesses here. Typical sale multiple: 3.0x - 5.0x SDE.

  • Plumbing: 1,816 employer businesses here. Typical sale multiple: 3.5x - 5.0x SDE.

  • HVAC Services: 1,816 employer businesses here. Typical sale multiple: 4.6x - 7.0x EBITDA.

  • Foundation & Site Prep: 1,557 employer businesses here. Typical sale multiple: 2.5x - 4.0x EBITDA + Fleet.

  • Electrical: 1,534 employer businesses here. Typical sale multiple: 4.0x - 8.0x EBITDA.

  • Roofing & Siding: 950 employer businesses here. Typical sale multiple: 3.0x - 5.0x SDE.

  • Civil Engineering: 887 employer businesses here. Typical sale multiple: 7.0x - 11.0x EBITDA.

  • Masonry: 498 employer businesses here. Typical sale multiple: 2.5x - 4.0x EBITDA + Equipment.

  • Carpentry & Framing: 412 employer businesses here. Typical sale multiple: 2.5x - 4.0x SDE.

  • Remediation & Restoration: 93 employer businesses here. Typical sale multiple: 4.0x - 7.0x EBITDA.

Restaurants & Food

10,794 related employer businesses in Minnesota.

Financial & Professional Services

10,764 related employer businesses in Minnesota.

Medical Practices

7,807 related employer businesses in Minnesota.

Retail Stores

6,693 related employer businesses in Minnesota.

Manufacturing

5,292 related employer businesses in Minnesota.

Automotive & Boat

5,234 related employer businesses in Minnesota.

  • Auto Repair: 2,087 employer businesses here. Typical sale multiple: 2.5x - 3.2x SDE.

  • Auto Parts: 977 employer businesses here. Typical sale multiple: 2.5x - 3.2x SDE + Inventory.

  • Car Dealerships: 813 employer businesses here. Typical sale multiple: 2x - 8x Blue Sky + Assets.

  • Collision Repair: 768 employer businesses here. Typical sale multiple: 3.5x - 5.0x EBITDA.

  • Car Washes: 232 employer businesses here. Typical sale multiple: 4.5x - 7.0x EBITDA.

  • Towing & Repo: 149 employer businesses here. Typical sale multiple: 3.0x - 4.0x EBITDA + Fleet.

  • Boat Dealerships: 142 employer businesses here. Typical sale multiple: 3.0x - 4.5x EBITDA.

  • Marinas: 66 employer businesses here. Typical sale multiple: Cap Rate or 4.0x - 7.0x EBITDA.

Logistics & Transportation

4,538 related employer businesses in Minnesota.

Wholesale & Distribution

3,121 related employer businesses in Minnesota.

Beauty & Personal Care

2,792 related employer businesses in Minnesota.

  • Hair Salons: 1,521 employer businesses here. Typical sale multiple: 1.25x - 2.34x SDE.

  • Nail Salons: 672 employer businesses here. Typical sale multiple: 1.4x - 1.88x SDE.

  • Day Spas: 511 employer businesses here. Typical sale multiple: 1.8x - 2.8x SDE.

  • Tattoo Shops: 511 employer businesses here. Typical sale multiple: 1.5x - 2.5x SDE.

  • Massage Parlors: 511 employer businesses here. Typical sale multiple: 1.5x - 2.5x SDE.

  • Barber Shops: 88 employer businesses here. Typical sale multiple: 1.5x - 2.25x SDE.

  • Medical Spas. Typical sale multiple: 2.5x - 4.5x EBITDA.

Home Services

2,751 related employer businesses in Minnesota.

Technology & Media

2,568 related employer businesses in Minnesota.

Senior Care & Living

2,231 related employer businesses in Minnesota.

Gas Stations & Convenience

2,189 related employer businesses in Minnesota.

Entertainment & Recreation

1,985 related employer businesses in Minnesota.

  • Bars & Pubs: 921 employer businesses here. Typical sale multiple: 2.0x - 4.0x SDE.

  • Clubs & Lounges: 921 employer businesses here. Typical sale multiple: 3.0x - 6.0x EBITDA.

  • Outdoor Recreation: 607 employer businesses here. Typical sale multiple: 2.0x - 4.0x SDE.

  • Golf Courses: 315 employer businesses here. Typical sale multiple: 8.0x - 11.0x EBITDA.

  • Bowling Alleys: 100 employer businesses here. Typical sale multiple: 3.0x - 5.0x EBITDA.

  • Arcades & FECs: 42 employer businesses here. Typical sale multiple: 2.1x - 3.6x SDE.

  • Event Venues. Typical sale multiple: 2.8x - 3.5x Earnings.

  • Banquet Halls. Typical sale multiple: 3.5x - 4.5x Earnings.

  • Escape Rooms. Typical sale multiple: 1.5x - 3.5x SDE.

Pharmacies & Medical Supply

1,906 related employer businesses in Minnesota.

Hospitality & Travel

1,735 related employer businesses in Minnesota.

  • Hotels: 925 employer businesses here. Typical sale multiple: 2.6x - 5.1x EBITDA.

  • Motels: 925 employer businesses here. Typical sale multiple: 1.1x - 2.5x SDE.

  • Transportation Services: 499 employer businesses here. Typical sale multiple: 2.0x - 4.1x SDE.

  • Travel Agencies: 150 employer businesses here. Typical sale multiple: 2.3x - 3.2x SDE.

  • Campgrounds & RV Parks: 142 employer businesses here. Typical sale multiple: 4.0x - 7.0x EBITDA.

  • Bed & Breakfasts / Inns: 19 employer businesses here. Typical sale multiple: 2.0x - 4.0x SDE.

Education & Childcare

1,596 related employer businesses in Minnesota.

  • Daycare Centers: 1,473 employer businesses here. Typical sale multiple: 2.39x - 3.35x SDE.

  • Tutoring Centers: 123 employer businesses here. Typical sale multiple: 2.0x - 3.5x SDE.

  • Preschools. Typical sale multiple: 3.12x - 4.0x SDE.

Health & Fitness

1,512 related employer businesses in Minnesota.

Energy & Utilities

1,074 related employer businesses in Minnesota.

Pet Services

651 related employer businesses in Minnesota.

Land & Agriculture

12 related employer businesses in Minnesota.

E-commerce & Online Businesses

We sell businesses in every one of these industries in Minnesota. Counts are employer businesses in the closest Census industry codes. Industries without a clean Census match are listed without a count, and a few industries share one Census category, so their counts match. A sale multiple is the price a business typically sells for as a multiple of its earnings. SDE means seller's discretionary earnings, which is the owner's pay plus the profit of the business. EBITDA means earnings before interest, taxes, depreciation and amortization.

Construction & Engineering

18,295 related employer businesses in Minnesota.

  • General Contracting: 5,209 employer businesses here. Typical sale multiple: 3.0x - 4.5x SDE.

  • Interior Finishing: 2,942 employer businesses here. Typical sale multiple: 2.5x - 4.0x SDE.

  • Landscaping: 2,397 employer businesses here. Typical sale multiple: 3.0x - 5.0x SDE.

  • Plumbing: 1,816 employer businesses here. Typical sale multiple: 3.5x - 5.0x SDE.

  • HVAC Services: 1,816 employer businesses here. Typical sale multiple: 4.6x - 7.0x EBITDA.

  • Foundation & Site Prep: 1,557 employer businesses here. Typical sale multiple: 2.5x - 4.0x EBITDA + Fleet.

  • Electrical: 1,534 employer businesses here. Typical sale multiple: 4.0x - 8.0x EBITDA.

  • Roofing & Siding: 950 employer businesses here. Typical sale multiple: 3.0x - 5.0x SDE.

  • Civil Engineering: 887 employer businesses here. Typical sale multiple: 7.0x - 11.0x EBITDA.

  • Masonry: 498 employer businesses here. Typical sale multiple: 2.5x - 4.0x EBITDA + Equipment.

  • Carpentry & Framing: 412 employer businesses here. Typical sale multiple: 2.5x - 4.0x SDE.

  • Remediation & Restoration: 93 employer businesses here. Typical sale multiple: 4.0x - 7.0x EBITDA.

Restaurants & Food

10,794 related employer businesses in Minnesota.

Financial & Professional Services

10,764 related employer businesses in Minnesota.

Medical Practices

7,807 related employer businesses in Minnesota.

Retail Stores

6,693 related employer businesses in Minnesota.

Manufacturing

5,292 related employer businesses in Minnesota.

Automotive & Boat

5,234 related employer businesses in Minnesota.

  • Auto Repair: 2,087 employer businesses here. Typical sale multiple: 2.5x - 3.2x SDE.

  • Auto Parts: 977 employer businesses here. Typical sale multiple: 2.5x - 3.2x SDE + Inventory.

  • Car Dealerships: 813 employer businesses here. Typical sale multiple: 2x - 8x Blue Sky + Assets.

  • Collision Repair: 768 employer businesses here. Typical sale multiple: 3.5x - 5.0x EBITDA.

  • Car Washes: 232 employer businesses here. Typical sale multiple: 4.5x - 7.0x EBITDA.

  • Towing & Repo: 149 employer businesses here. Typical sale multiple: 3.0x - 4.0x EBITDA + Fleet.

  • Boat Dealerships: 142 employer businesses here. Typical sale multiple: 3.0x - 4.5x EBITDA.

  • Marinas: 66 employer businesses here. Typical sale multiple: Cap Rate or 4.0x - 7.0x EBITDA.

Logistics & Transportation

4,538 related employer businesses in Minnesota.

Wholesale & Distribution

3,121 related employer businesses in Minnesota.

Beauty & Personal Care

2,792 related employer businesses in Minnesota.

  • Hair Salons: 1,521 employer businesses here. Typical sale multiple: 1.25x - 2.34x SDE.

  • Nail Salons: 672 employer businesses here. Typical sale multiple: 1.4x - 1.88x SDE.

  • Day Spas: 511 employer businesses here. Typical sale multiple: 1.8x - 2.8x SDE.

  • Tattoo Shops: 511 employer businesses here. Typical sale multiple: 1.5x - 2.5x SDE.

  • Massage Parlors: 511 employer businesses here. Typical sale multiple: 1.5x - 2.5x SDE.

  • Barber Shops: 88 employer businesses here. Typical sale multiple: 1.5x - 2.25x SDE.

  • Medical Spas. Typical sale multiple: 2.5x - 4.5x EBITDA.

Home Services

2,751 related employer businesses in Minnesota.

Technology & Media

2,568 related employer businesses in Minnesota.

Senior Care & Living

2,231 related employer businesses in Minnesota.

Gas Stations & Convenience

2,189 related employer businesses in Minnesota.

Entertainment & Recreation

1,985 related employer businesses in Minnesota.

  • Bars & Pubs: 921 employer businesses here. Typical sale multiple: 2.0x - 4.0x SDE.

  • Clubs & Lounges: 921 employer businesses here. Typical sale multiple: 3.0x - 6.0x EBITDA.

  • Outdoor Recreation: 607 employer businesses here. Typical sale multiple: 2.0x - 4.0x SDE.

  • Golf Courses: 315 employer businesses here. Typical sale multiple: 8.0x - 11.0x EBITDA.

  • Bowling Alleys: 100 employer businesses here. Typical sale multiple: 3.0x - 5.0x EBITDA.

  • Arcades & FECs: 42 employer businesses here. Typical sale multiple: 2.1x - 3.6x SDE.

  • Event Venues. Typical sale multiple: 2.8x - 3.5x Earnings.

  • Banquet Halls. Typical sale multiple: 3.5x - 4.5x Earnings.

  • Escape Rooms. Typical sale multiple: 1.5x - 3.5x SDE.

Pharmacies & Medical Supply

1,906 related employer businesses in Minnesota.

Hospitality & Travel

1,735 related employer businesses in Minnesota.

  • Hotels: 925 employer businesses here. Typical sale multiple: 2.6x - 5.1x EBITDA.

  • Motels: 925 employer businesses here. Typical sale multiple: 1.1x - 2.5x SDE.

  • Transportation Services: 499 employer businesses here. Typical sale multiple: 2.0x - 4.1x SDE.

  • Travel Agencies: 150 employer businesses here. Typical sale multiple: 2.3x - 3.2x SDE.

  • Campgrounds & RV Parks: 142 employer businesses here. Typical sale multiple: 4.0x - 7.0x EBITDA.

  • Bed & Breakfasts / Inns: 19 employer businesses here. Typical sale multiple: 2.0x - 4.0x SDE.

Education & Childcare

1,596 related employer businesses in Minnesota.

  • Daycare Centers: 1,473 employer businesses here. Typical sale multiple: 2.39x - 3.35x SDE.

  • Tutoring Centers: 123 employer businesses here. Typical sale multiple: 2.0x - 3.5x SDE.

  • Preschools. Typical sale multiple: 3.12x - 4.0x SDE.

Health & Fitness

1,512 related employer businesses in Minnesota.

Energy & Utilities

1,074 related employer businesses in Minnesota.

Pet Services

651 related employer businesses in Minnesota.

Land & Agriculture

12 related employer businesses in Minnesota.

E-commerce & Online Businesses

Working with owners in Minnesota

Business Advisors of America works with owners who are selling a business in Minnesota. Contact us to talk about a sale.

FREQUENTLY ASKED QUESTIONS

Questions owners in Minnesota ask

How long does it take to sell a business in Minnesota?

The time depends on the price, the quality of the records and the number of qualified buyers. Many sales take six months or longer from the start of the process to closing.

How is a business valued in Minnesota?

Valuation starts with the earnings the business produces for an owner, then adjusts for assets, size, industry and the terms a buyer is likely to accept. The result is a range, and the asking price is set inside it.

Is the sale confidential?

Buyers are asked to sign a non-disclosure agreement before they see the name of the business or its financial statements.

What should I prepare before listing?

Three years of tax returns and profit and loss statements, a current balance sheet, the lease, a list of equipment and a summary of key contracts.

What is the difference between SDE and EBITDA?

SDE means seller's discretionary earnings, which is the owner's pay plus the profit of the business. EBITDA means earnings before interest, taxes, depreciation and amortization, and it is used for larger businesses that run without the owner.

FROM OUR BLOG

Guides for owners in Minnesota

October 3, 2025

Business Owners

Add-Backs: What Counts, What Does Not, and What Buyers Push Back On

Every add-back you can prove raises your sale price by two to three times its amount. Every add-back you cannot prove costs you credibility on all the others.

Read article

October 3, 2025

Business Owners

Add-Backs: What Counts, What Does Not, and What Buyers Push Back On

Every add-back you can prove raises your sale price by two to three times its amount. Every add-back you cannot prove costs you credibility on all the others.

Read article

March 5, 2026

Business Owners

Buyer Qualification: How We Screen Out the Buyers Who Cannot Close

Most inquiries on a business listing come from people who cannot close. Here is how they get screened out before they see your name or your financials.

Read article

March 5, 2026

Business Owners

Buyer Qualification: How We Screen Out the Buyers Who Cannot Close

Most inquiries on a business listing come from people who cannot close. Here is how they get screened out before they see your name or your financials.

Read article

February 9, 2026

Business Owners

The Confidential Information Memorandum: What Goes In It and Why

The CIM is the document a buyer reads before they decide to spend time on your business. Here is what it has to contain and the mistakes that cost sellers offers.

Read article

February 9, 2026

Business Owners

The Confidential Information Memorandum: What Goes In It and Why

The CIM is the document a buyer reads before they decide to spend time on your business. Here is what it has to contain and the mistakes that cost sellers offers.

Read article