Sales Memorandum Tool

Your Online Sales Memorandum Creator

A Sales Memorandum is used by sellers to communicate key information about the business to prospective buyers. Use this tool as a checklist covering the main points. Keep each point concise. Remember that the real detail is provided later at Due Diligence stage. Your inputs are compiled into a Sales Memorandum document that you can download/export to an MS Word or PDF-file.

This tool belongs to ExitAdviser's platform of online services to prepare and execute a business sale.

Business name

Proprietor's name(s)

Contact details

Business main location  




Other locations

List other locations and their purpose (if any)

Company website  

Enter the URL address of your website. Leave blank if you do not want to reveal it.

What the business does  

A brief description of the main purpose of your business and the sector in which it operates. NB! This section is required in order to get your sale listing ready to go.


Business category, for example, "restaurant", "carpet cleaning". The category is a key element to bring forward your sale listing and enable PPC advertising.

Year established, ownership details

List other shareholders where applicable.

Why the business is an attractive proposition to a buyer  

It’s important here to be persuasive, highlighting the positive reasons why a buyer would want to buy your business, by describing its strengths and its potential for future development.

Reason for selling  

Be careful here not to appear desperate to sell, avoiding any mention of negative reasons for selling-up and moving on.

Product or service

Briefly describe your main product or service, or both.

Main promotional methods

Outline the main promotional activity used to build awareness and interest in your offers and brand, such as advertising, social media, personal selling, or some other methods.

Customer profile

Do you sell to businesses or consumers (or both)? Briefly describe the typical profile of a customer for your offer.

The main advantage(s) over nearest competitors

Businesses that survive and make sustainable profits have found a formula for adding value to customers, by making their offer different and distinctive from the competition. Briefly describe your main advantages as compared with competitive rivals.

Key market facts prioritizing market size, the trend direction, and market share

This is important information for a buyer, so do your research referencing relevant reports in support. Enter total market size in units or value, ideally both then say whether the market is growing, declining, or staying much the same. Finally, enter your percentage market share.

Key financial facts and forecast  

Business financial strength is of vital concern to potential buyers. Describe your company's financial position by providing facts about past performance, and where it's heading next.


Key Financials

Key Financials


Income Statement

Income Statement


Shortly describe your staffing policy. Note particularly if you’re a significant user of subcontracted labor. Insert the number of full time and part time employees in the company, below.

Number of employees, full time

Number of employees, part-time

Sales channels used

Briefly explain the sales channel(s) where target customers can buy your product or service, whether this is a shop, a website, a distributor, or some other method.

Asking price  

Type your asking price or -range. Leave blank if you prefer people to get in touch for a quote.

Take the value from the Business Valuation tool ($320,000)

Comment on asking price  

Add further comments (if any) on the asking price

Owner financing  

Owner financing is a solution where instead of getting the funding from a bank or other finance provider, the buyer borrows all or part of the sale price from the seller. Tick this box if you are willing to consider owner financing.

Owner financing terms  

Add any details/terms on owner financing (if any)

Transition of business ownership

What plans do you have in place to ensure a smooth transition of business ownership? Measures might include training, a stated post-sale time commitment for hand-over completion, or even a willingness to stay on in the business for an agreed period.

Required buyer qualifications  

In considering a prospective buyer, what are the minimum qualifications they need to have? By clearly stating your acceptable buyer criteria here, such as prior experience and available finance, can serve to significantly reduce applications from time-wasters.

Type of business sale

What type of business sale is it? It’s best here to clearly state your preference for the sale whether as an asset, inventory, or all share transaction, without going into any detail at this stage.

NB! There are a few more key sections

ExitAdviser is a DIY platform to prepare and promote a small business for sale. Sign up, and make use of online tools, legal templates, and routes to market.

Plans and Pricing 

The challenges and risk

All businesses have challenges and risks, so it wouldn’t be wise to pretend otherwise. Describe the 2 or 3 main ones here that are most likely to impact in the next 12 months.

New or emerging competitors

Describe the impact on your profitability of any significant new competitors that have entered your market during the past 12 months, or new ones that you know are about to enter.

Improvement actions already taken

By highlighting 2 or 3 significant improvement measures that you’ve taken, particularly in recent times, you’ll demonstrate a progressive approach to running your business.

File attachments

You can upload files such as spreadsheets and presentations to be attached to your Sale Memorandum. Use the file uploader tool below. You may add comments about the files appended.

File uploader

Name or description of the file (optional)


Up to 10 files allowed.

More on Presenting Your Business for Sale

How to Prepare Your Selling Memorandum (a how-to guide)

Sales Memorandum Template (with file download)

Business Presentation Template (MS PowerPoint)

Next: Set up your sale listing and Landing Page with the Go-to-Market tool

Go-to-Market Tool

Selling your business?

Orchestrate your business sale with ExitAdviser, an efficient For-Sale-by-Owner (FSBO) platform to plan, prepare and advertise your business for sale.

How it works  |  Pricing


Important information, please read carefully before using this Tool.

The Sales Memorandum Tool is designed to create a summary document presenting prospective buyers with most of the information they need in deciding whether to enter negotiations with you. ExitAdviser takes no responsibility for the content that you enter in the Sales Memorandum (SM) or campaign Landing Page (LP). Before publishing either your SM and/or LP you are strongly advised to check all your content very carefully for errors or for confidential information. Further, you are strongly recommended to insist on a signed Non-Disclosure Agreement before sending out each (uniquely numbered) SM document to prospective buyers.

The example business referred to here, namely WZY Cleaning Services, and all the characters mentioned in this example, are fictitious. Any resemblance to an actual business in New York State (or anywhere else in the US), or to real life persons, living or dead, is purely coincidental.