It’s one of those details that catches business owners off guard.
You hear what your company might be worth… and then someone says, “Well, after discounts…”
Suddenly the number in your head shrinks.
Let’s put it in familiar terms.
Picture Cool Breeze Air & Heat in Miami, a family-owned HVAC company that’s been keeping homes and condos comfortable for 25 years. Business is steady, the vans are paid off, and the company name is trusted across half the city.
If you sell 100% of Cool Breeze to a buyer, they get full control—every decision, every dollar. That control has value.
But what if you’re only selling 30% to a silent investor? They can’t make the big decisions. They can’t decide to expand into Broward County or replace the service fleet. That lack of control usually means a lower price per share. That’s the control discount at work.
Then there’s marketability—or, more accurately, lack of it.
Owning stock in a private company isn’t like owning Apple or Coca-Cola shares. You can’t just click “sell” and have your money in a few days. It can take months—or years—to find the right buyer for a small business stake. That uncertainty is worth less to most investors. That’s the lack of marketability discount.
Put them together—minority ownership and illiquidity—and the combined effect can be significant. A $1 million “as if fully owned” valuation might translate into far less for a small partial stake. It’s not anyone’s fault—it’s simply how buyers think about risk and control.
For many Florida small businesses, these discounts don’t come into play until you’re talking about selling a minority stake, bringing in a partner, or gifting shares to family. But even if you’re selling the whole thing, it’s worth knowing how they work. Deals sometimes involve selling a portion now and the rest later.
And while owner-operated companies under $3 million are most often sold in full, the same principles scale up. In larger companies—say, regional construction firms or healthcare groups—these discounts are studied, debated, and modeled in detail. But the logic behind them is the same whether you’re talking about one HVAC van or a fleet of fifty.
Simone Dominique is an industry analyst focused on the human side of business transitions. Through her writing and research, she provides clarity on the M&A process for owners and buyers, exploring the intersection of market data and owner psychology.
