← Field Notes
Strategy19 August 2026·12 min read·Chris Ma

SKIP
YEAR
ZERO.

Six million US businesses are changing hands by 2035. The ETA playbook for finding them, filtering them, and where AI actually compresses the work.

ETABusiness AcquisitionSearch FundDue DiligenceAI Deal SourcingSBA

Starting a business from scratch means spending the first one to three years on problems that have nothing to do with your actual proposition: finding initial customers, surviving zero revenue, validating assumptions that may or may not hold. Most of that time is spent proving something already proven by every existing business in your target market.

ETA — Entrepreneurship Through Acquisition — is the practice of skipping that. Buy a business that already has customers, proven cash flow, and real operating history. Skip Year Zero entirely and start operating on day one. It is a genuine, taught career path now, with Stanford, Harvard, and INSEAD running dedicated programs — and the structural backdrop for it has never been better.

Key Takeaways
  • ~6 million US small businesses are expected to change hands by 2035 as Baby Boomer owners retire. 70% have no formal succession plan. That gap is the structural opportunity.
  • Two structural paths: funded search funds (20–30% equity, institutional backing) vs. self-funded/SBA (full equity, personal guarantee). Different risk profiles, different best fits.
  • The two hardest, most valuable screening filters: recurring revenue percentage and owner-independence. Both take real digging to verify honestly.
  • AI genuinely compresses deal sourcing, first-pass diligence, and market research. It does not substitute for a valuation professional or legal counsel at the decision stage.
  • Relationship and trust factor into who gets first access to a deal — many retiring owners actively prefer an individual operator over PE. Price is not the only variable.
  • Write an explicit buy box before looking at a single listing. The discipline that catches bad deals is the constraint you set at the start, not the diligence you run after falling in love with one.
01

THE DEMOGRAPHIC WINDOW

#

Roughly six million small and medium-sized US businesses are expected to change ownership by 2035 as Baby Boomer owners retire. That represents as much as $5 trillion in enterprise value — and per the 2026 State of Main Street report, 70% of these owners have no formal succession plan. The ETA community calls this the “Silver Tsunami,” and it is the structural reason buying an existing business has become a serious, institutionally-recognized career path rather than a niche curiosity.

6Mbusinesses changing handsby 2035$5Tenterprise valuein play70%no formalsuccession planThe Silver Tsunami — the structural reason ETA became a real, taught career path.
The scale of the succession gap driving the ETA opportunity in 2026.

The phenomenon is global — the same founder succession gap shows up in the UK, Australia, Kenya, and Nigeria’s owner-operated business populations. But the US market is the deepest and most liquid, with the most developed search fund infrastructure, the widest access to SBA financing, and the most mature broker and advisor ecosystem.

One dynamic worth understanding before you start: many retiring founders are actively motivated to sell to an energetic individual operator who will preserve what they built and protect existing employees — rather than to a private equity firm intent on stripping costs and flipping. Relationship and trust genuinely factor into who gets first access to a deal, which means you are not purely competing on price against institutional capital.

02

THE TWO STRUCTURAL PATHS

#

ETA splits into two structurally different models. They share the same basic proposition — buy an existing profitable business, operate it, grow it — but they differ fundamentally on capital structure, equity outcome, and risk exposure.

FUNDED SEARCH / SEARCH FUNDEquity20–30% vested, tied to performanceFinancingInvestors back search + acquisitionUpsideInstitutional support, network, capitalDownsideSignificant dilution, reporting to LPsTimeline2–4 year search; 5–7 year hold typicalBest forFirst-time buyers wanting structured pathSELF-FUNDED / SBA-BACKEDEquityMost or all equity retainedFinancingSBA loan or leveraged debt against businessUpsideFull ownership, no LP reportingDownsidePersonal guarantee, leveraged balance sheetTimelineFaster close possible; search is self-directedBest forOperators who want full control + full upsidevs.Both paths work. The choice turns on risk tolerance, equity appetite, and how much external support you need.
Funded search and self-funded ETA — same destination, structurally different tradeoffs.

The honest numbers on funded search: search funds have returned a reported 35.1% IRR across 681 tracked funds — a genuinely strong risk-adjusted return, materially better than early-stage venture capital according to Stanford’s longitudinal data. But more than half of searches fail to result in an acquisition at all. Read both numbers together: the return profile for deals that do close is excellent; the base rate of actually closing is genuinely uncertain. This is a multi-year undertaking with real attrition, not a guaranteed path.

Which path fits?

Funded search makes sense when you want institutional support, network, and capital, and are willing to accept significant equity dilution. Self-funded makes sense when you want full ownership and control, have access to debt financing, and can tolerate the personal guarantee a leveraged balance sheet implies. Neither is universally better — the choice turns on risk tolerance and equity appetite.

03

WHAT TO ACTUALLY SCREEN FOR

#

Consistent across every serious ETA source, two filters matter more than anything else and are also the hardest to verify honestly: recurring revenue percentage and owner-independence. A business with 80% recurring revenue and a management team that can run without the founder is a fundamentally different acquisition than one with 80% project work and a founder whose personal relationships generate every dollar.

The practical problem: a seller has natural incentive to overstate how systemized the business already is. The recurring revenue percentage may rest on month-to-month contracts with a single large customer. The “strong management team” may dissolve the moment the founder’s personal referral network stops feeding it. Both claims benefit from corroboration against multiple independent sources.

Revenue quality — diagnostic questions

What percentage is genuinely recurring?

Get the contracts. Is it a long-term service agreement or a nominal subscription the customer can cancel monthly?

Is the recurring revenue concentration risk?

If one customer accounts for 40% of recurring revenue, that customer IS the business. What happens if they leave?

Is the revenue figure audited or self-reported?

Reviewed financials are better than compiled. Audited are best. Self-reported figures in a deal pitch are a starting point, not a fact.

What is the contract term and renewal history?

Multi-year contracts with historically high renewal rates are very different from auto-renewing 30-day terms.

Owner-independence — diagnostic questions

Does the seller personally own the key customer relationships?

If yes, plan for a substantial transition period with earnout incentives — and still model for churn.

What happens on day 31 post-close?

Walk through a specific week. If the answer is "the seller" more than twice, the business is not yet independent.

Are there documented systems and processes?

Written SOPs are not proof of independence, but their absence is a signal. An undocumented business depends on a person.

Can the team hire without the founder?

If the founder is the face for every hire, that network leaves with them at close.

The corroboration rule: every material claim a seller makes about recurring revenue or owner-independence should be verifiable from at least two sources independent of the seller — contracts, customer interviews, employee tenure data, financial statements. The claim is a hypothesis; diligence is how you test it.

04

WHERE AI ACTUALLY HELPS

#

The AI deal-sourcing and diligence tooling that exists today was largely built for institutional PE and investment banking — PitchBook-scale budgets, enterprise data rooms. But the underlying capability translates down to individual buyer scale, even without the enterprise price tag.

TASKAI ROLELEVERAGEDeal sourcing & buy boxPattern discovery across public signals, listing platforms, direct outreachSTRONGDue diligence — first pass10× speed on contract/financial review; every finding needs independent verifySTRONGIndustry & market researchCompress days of margin/trend research into a usable first passSTRONGValuationSynthesize multiples and comps quickly — useful second opinion onlySECOND OPINIONOwner outreach draftingGenuinely personalized, researched messaging — not templated blastsSTRONGFinal negotiation & legalRequires human judgment, licensed professionals — AI does not substituteHUMAN ONLYAI compresses research and first-pass review. Human judgment and licensed professionals are non-negotiable at the decision stage.
AI leverage by task — where it compresses work vs. where professional judgment is non-negotiable.

Deal sourcing

AI-powered discovery can surface targets that traditional listings and broker relationships miss — cross-referencing public signals like industry classification, employee count trends, and regulatory filings. For an individual buyer, the practical version is using AI-assisted research to build and prioritize a genuine buy box, then working through listing platforms and direct outreach, rather than passively browsing what a broker surfaces.

Market research and industry context

A research session can compress what used to be days of manual industry work — typical margins for a specific trade, consolidation trends, regional demand patterns, regulatory quirks — into a genuine first pass. Real research acceleration, not a substitute for talking to practitioners.

Due diligence — first pass

This is the highest-leverage application. Feeding financial statements, lease agreements, and contracts into a structured analysis session with explicit instructions to flag inconsistencies, unusual terms, and owner-dependency signals compresses review dramatically. One 2026 practitioner-benchmarked figure puts AI-assisted contract review at roughly 10× a manual pass. The critical discipline: every AI-surfaced finding is a hypothesis to verify independently, not a conclusion.

Valuation sanity check

AI can synthesize multiple valuation approaches — revenue multiples, EBITDA multiples, comparable transaction data — faster than manual comp-building. Useful as a second opinion against a broker's asking price. Not a substitute for a real accountant or M&A advisor's judgment on the actual negotiated number.

Owner outreach

Drafting genuinely personalized, respectful outreach to business owners — not a templated cold-email blast — is a real, practical use. Tone matters enormously: a retiring owner deciding who to trust with their life's work responds differently to a specific, evidently-researched message than to something generic.

The speed trap

AI-assisted speed is a genuine advantage — and a genuine risk if it creates false confidence. An AI-assisted first pass through financials or contracts is a useful accelerant. Treat every AI-surfaced finding as something to verify independently before it factors into a real decision. A material acquisition still warrants a real accountant or M&A advisor’s involvement — AI compresses the research time, it does not replace the professional judgment.

05

A PRACTICAL SEARCH SEQUENCE

#

The sequence that consistently produces better deals than passive listing-browsing: write a buy box first, stress-test it against market data, source beyond public listings, screen fast, diligence deep only on real finalists, verify every material claim independently, and bring in professional judgment before any binding step. In that order, without skipping.

01

Write an explicit buy box

Industry, revenue range, geography, owner-dependency tolerance, deal size relative to your actual financing capacity. Write it before looking at a single listing. Constraints set before you fall in love with a deal are the ones that actually protect you.

02

Stress-test the buy box

Use AI-assisted research to validate the box against real market data — typical multiples for the target industry, consolidation trends, regional demand. If the numbers don't support the thesis, adjust the box before committing search time to it.

03

Source beyond public listings

Direct outreach to owners in the target profile — informed by genuine research into their specific business — tends to surface less-competitive deals than only responding to public listings. The best deals are often not publicly listed.

04

Screen fast, diligence deep on finalists only

Use AI-assisted first-pass review to filter quickly across many opportunities. Reserve deep manual and professional diligence for the small number that clear the initial bar. Time spent deep-diligencing a deal that fails the buy box is wasted.

05

Verify every material claim independently

Recurring revenue percentage, owner-dependency, technology debt — verify against at least two sources independent of the seller before treating any claim as a fact. The diligence discipline that catches deals that look clean on the surface.

06

Bring in real professionals before any binding step

Accountant, M&A advisor, lawyer — before LOI signature, before exclusivity, before anything that constrains your options. AI compresses the research and first-pass analysis time. It does not replace the professional sign-off a real transaction warrants.

BUY BOX TEMPLATE
────────────────────────────────────
Industry:          [Target sector(s) — be specific]
Revenue range:     $[X]M – $[Y]M trailing twelve months
EBITDA floor:      $[Z]K minimum (matches your debt service capacity)
Geography:         [State / metro / radius from your location]
Recurring rev:     ≥ [X]% of total revenue
Owner-dependency:  [Acceptable / Tolerable with transition / Deal-breaker]
Deal size:         Up to $[A]M purchase price
Financing:         [SBA 7(a) / search fund / seller financing mix]
Timeline:          Close within [X] months of LOI
Exclusion list:    [Industries, revenue models, customer concentrations to avoid]
────────────────────────────────────
DO NOT ENGAGE with any deal that fails ≥ 2 of these criteria.

The businesses that fit are out there. The ones that don’t will waste your time systematically — and the most dangerous ones are the ones that almost fit. Write the buy box before you look at a single listing, use AI to compress the research, and then bring in the human judgment that actually closes it. The structural window is genuinely open; the discipline is in not letting a specific deal override the constraints you set before you found it.

Recommended Reading

Richard Ruback & Royce Yudkoff — Harvard Business Review Press

The canonical academic text on ETA — the source that put search funds on the Harvard Business School curriculum. Essential grounding before any acquisition search.

Walker Deibel — Lioncrest Publishing

The practitioner handbook for self-funded ETA: how to find, evaluate, finance, and close a business acquisition without institutional backing. More operational than the HBR guide.

Stanford Graduate School of Business

The source for the 35.1% IRR and 681-fund dataset cited throughout — updated periodically, freely available, the most rigorous longitudinal data on search fund outcomes.

← Field Notes

Continue the conversation

If this changed how you think about it — or you think I'm wrong — I want to know.

Corrections, disagreements, and applications all welcome. Replies go directly to Chris.

Get in touch →
Field Notes · PodcastHost + Expert · Gemini TTS

SKIP YEAR ZERO

~6-8 min

1× · Two speakers · tap to play