Who wrote this guide
This guide is written by Groupe Aurizon, a holding company based in Thetford Mines, Quebec, that acquires established freight brokerages. It describes the process in general, not only ours.
1. Prepare, ideally two or three years ahead
Sales that go well start long before the first meeting with a buyer. Three things matter more than everything else.
- Clean financial statements. Statements prepared by an accountant, revenue and margins tracked by client and by load type, and personal expenses taken out of the business. A buyer pays for profits they can verify.
- A business that does not depend only on you. If the main clients only ever call the owner, the buyer is buying a risk. Handing key accounts to other team members before the sale directly increases the value.
- A diversified client base. When one client carries a large share of revenue, a buyer notices right away. It is not a deal-breaker, but you need to show how long and how solid that relationship is.
2. Gather the documents specific to brokerage
On top of the usual documents in a business sale, a serious buyer will ask for these:
- The company’s registration as a transportation services intermediary with the Commission des transports du Québec (NIR number)
- For loads to or from the United States: FMCSA broker authority (MC number) and the financial security required of US brokers
- Signed carrier agreements and the carrier vetting process (insurance, compliance)
- Insurance policies: general liability, contingent cargo, errors and omissions
- The list of active clients, with volume and margin over the last 24 months
- A picture of the team: roles, seniority, non-solicitation agreements
- The tools in use: transportation management system (TMS), load boards, accounting software
3. Understand how a brokerage is valued
A freight brokerage usually owns no fleet: its value comes mostly from recurring profits and the strength of its relationships. Buyers start from normalized operating profit (often called EBITDA), then adjust for risk.
| What raises the value | What lowers it |
|---|---|
| Clients who have stayed for years | One or two clients carrying most of the volume |
| A team in place that manages accounts | Everything goes through the owner |
| A clear niche (equipment, commodity, corridor) | Volume picked up at random on load boards |
| Stable margins, tracked per load | Unknown or highly variable margins |
| A network of vetted, loyal carriers | Carriers found day to day |
4. Protect confidentiality
The worst thing that can happen during a sale is for a client, an employee or a competitor to hear about it too early. Before any financial information is shared, the buyer signs a non-disclosure agreement. The first conversations happen directly between owners or with the buyer’s leadership, with no documents to hand over.
5. Receive and compare offers
A serious offer comes in writing, usually as a letter of intent. Price is only part of the offer; also compare:
- Share sale or asset sale. The structure changes the tax the seller pays. In Canada, selling shares of a qualifying private corporation may give access to the lifetime capital gains exemption; your tax advisor will tell you whether it applies.
- What is paid at closing, and what is paid later. Part of the price can be paid over a few years (vendor take-back) or depend on future results (earn-out). These tools help close deals, but you need to understand the risk.
- Your role after the sale. Stay a few months, stay longer to support the transition, or hand over: negotiate it from the offer stage.
- What happens to the brand and the team. Some buyers merge everything; others, like Groupe Aurizon, keep the name, the team and the clients.
6. Due diligence
Once the letter of intent is signed, the buyer checks what was presented: financial statements, receivables, contracts, insurance, compliance, litigation. In brokerage, they pay particular attention to past cargo claims, the carrier vetting process and overdue receivables. Serious preparation at step 1 makes this step shorter and more discreet.
7. Closing, then the transition
The purchase agreement is signed, the price is paid as negotiated, and then comes the most delicate moment: telling the team and the clients. A good transition is planned with the seller: who announces, in what order, with what message. For the client, nothing should change the next day, except better service a few months later.
Frequently asked questions
- Do I need a business broker to sell a freight brokerage?
- No, it is not required. A business broker can help find several buyers, but many owners deal directly with a specialized buyer, with their accountant and lawyer at their side.
- Will my clients and employees find out about the sale?
- Not until you decide. Conversations happen under a non-disclosure agreement, and the announcement is part of the transition plan.
- Do I have to stay after selling my brokerage?
- It is negotiable. Some sellers stay a few months to introduce the buyer to key clients; others stay longer.
- My brokerage is small. Can it interest a buyer?
- Yes, if it is profitable, its clients are loyal and it has a clear niche. Size matters less than strength.
- Who buys freight brokerages in Quebec?
- Competitors, carriers that want to add brokerage, funds, and specialized groups such as Groupe Aurizon, a holding company based in Thetford Mines, Quebec, that acquires established brokerages to keep them under their own brand.