Private business owners selling now are often unprepared, BNY survey says

Private business owners are entering a receptive deal market, but many arrive without the paperwork, tax planning or advisory team they need to capture full value, according to a new BNY Wealth study.

The study surveyed 354 U.S. attorneys, investment bankers and certified public accountants. Only 48% said sellers are somewhat or very well prepared when buyers begin reviewing a business.

The report draws on an online survey The Harris Poll conducted for BNY Wealth between April 16 and April 30.

Why private business owners are selling

Unsurprisingly, owners rarely sell for one reason; respondents said clients typically weigh about three factors in a decision. Amogn the top motivators, family, retirement or other personal considerations led at 46%. Strategic partner or exit opportunities and competitive pressure in the industry followed, each at 45%.

Another 40% said owners sell at least partly to redeploy capital into other ventures, putting them in the maverick category of serial entrepreneurs. A large minority of responses, meanwhile, pointed more toward risk management: 31% cited regulatory or industry disruption, and nearly as many pointed to estate and tax planning (30%) and de-risking or diversification (30%).

Read more: The exit planning conversations advisors need to have with business owners

Deal activity is up – and so are the risks

Advisors are broadly upbeat. Some 66% rated the market for private business sales as somewhat or very strong. Compared with a year earlier, 58% reported more letters of intent, 57% more closed deals and 53% more mandates. Among those who called the market strong, 56% credited sustained private equity interest.

The report also cites McKinsey's Global Private Markets Report 2026, which found that deal value across buyout and growth deals rose 17% in 2025 – a positive trend that at least some advisors may expect to carry over into the near term.

Looking 24 months out, 68% of respondents to BNY's survey said they expect private business deal volume to rise, including 22% who see growth of more than 20%.

Still, some bearish respondents see headwinds on the horizon, with a third of respondents describing current conditions as weaker for dealmaking. Among the more cautious group, 80% blamed uncertainty in the economy or financial markets.

Across the full sample, 58% named interest rates and credit tightening as the biggest threat to M&A activity over the next 12 months. Recession risk or earnings downgrades followed at 55%, geopolitical instability at 44%, and tax changes that could cut after-tax proceeds at 43%.

The study also pointed to financing as the weak link leading most deals to collapse. Some 35% of respondents named it as the factor most likely to make a sale fall through, well ahead of any risk factors.

Where wealth advisors fit on the deal team

Eighty percent of respondents said a highly cohesive deal team is critical to a successful sale. Asked which professionals clients should work with more before a sale, 52% named tax advisors, 40% legal counsel, 32% estate planning attorneys and 29% wealth advisors.

"Getting the wealth advisor involved at the earliest stage to prepare the seller to transition from an owner to an investor of capital is really important," Warwar said.

Alvina Lo, head of advice, planning and fiduciary services at BNY Wealth, said in the report that value tends to leak between specialists.

"When advisors are each executing well within their own lane but not communicating across them, you create gaps," she said.

Read more: Why half of wealthy families still don't have a complete wealth transfer plan: BNY Wealth

Small business sentiment holds steady as inflation bites

The findings come as smaller companies report stable conditions despite mounting cost pressures exerted by external market forces. In its latest available quarterly read of small business owners, the U.S. Chamber of Commerce said its Small Business Index edged down to 66.5 in the second quarter of 2026 from 67.0 in the first quarter.

Some 69% of owners said their business is in good health, unchanged from the prior quarter. Another 66% expect revenue to grow over the next year, up from 61%, and 35% plan to add staff, up from 30%. Inflation remained the top challenge, named by 57% of owners.

Views of local conditions have cooled: 33% rated their local economy as good, compared with 41% a year earlier.

A more recent report by the National Federation of Independent Business said its Uncertainty Index, drawn from a survey of small business owners last month, stood at 89 points, well above the historical average of 68.

“Uncertainty remains elevated among small business owners as they face a mixed set of challenges with weakened sales, supply chain disruptions, and inflation pressures,” said NFIB Chief Economist Bill Dunkelberg. “While expectations for the overall economy dimmed, Main Street owners remain largely positive in the health of their own businesses.”