Operating businesses

How to Sell a Freight Brokerage

The short answer

Freight brokerages, courier companies and medical transport businesses generally sell for around 3.5 to 5.5 times adjusted earnings. In brokerage the number buyers care about is net revenue — gross margin after carrier costs — not gross revenue, and quoting the bigger figure is the fastest way to look inexperienced. Shipper retention, customer concentration, contracted versus spot freight, and whether the sales relationships belong to the company or to individual brokers determine where a business lands in that range.

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Net revenue, not gross revenue

A brokerage that moves $20M of freight and keeps $2.8M after paying carriers is a $2.8M business, not a $20M one. Buyers, lenders and appraisers all work from net revenue — the gross margin — and then from the earnings left after operating costs.

Gross margin percentage is the headline health metric. Buyers will look at it by year, by customer and by lane, and they will ask why it moved. A brokerage holding a stable margin through a soft freight market is demonstrating pricing discipline and customer loyalty; one whose margin collapsed is demonstrating the opposite.

Earnings are then normalised in the usual way: add back owner compensation, personal expenses and one-off costs, subtract the cost of replacing whatever work the owner personally does. In brokerages the owner is frequently also the top salesperson, which makes that adjustment large and unavoidable.

Customer concentration is the deal-shaper

Freight brokerage is notorious for concentration. It is common for one or two shippers to account for a large share of net revenue, and it is the first thing a buyer will test. Losing a shipper is easy in this industry — there is no switching cost for the customer — so concentration translates directly into risk.

Expect any material concentration to change how the deal is structured, not just the price. Earnouts tied to retaining named customers, holdbacks released over twelve or twenty-four months, or a lower multiple with cash up front are all normal responses.

The other half of the question is who owns the relationship. If the shipper knows your company, deals with your operations team and has done for years, that transfers. If the shipper follows one broker who could resign and take them, you are selling something considerably less certain, and buyers will want non-compete and non-solicit agreements in place.

Contracted freight versus spot

Contracted freight — dedicated lanes, annual bid awards, committed volume — is worth more than spot market work because it is forecastable. Spot freight can be very profitable in a tight market and very thin in a loose one, and buyers apply a discount for that volatility.

Most brokerages run a blend, and there is no correct ratio. What matters is that you can show the split clearly, explain how the mix has performed through at least one full market cycle, and demonstrate that the contract business renews.

Bid cycles matter for timing. If a large contract goes out to rebid three months after closing, buyers will notice and price it. Where possible, come to market with your significant contracts recently renewed rather than about to expire.

The carrier network and how it is managed

A brokerage's other asset is its carrier base: the pool of trucking companies that reliably cover its freight. Buyers ask how many carriers are onboarded and active, what share of loads goes to repeat carriers, and how vetting is handled — insurance verification, authority checks, safety scores and fraud screening.

Carrier fraud and double-brokering have made vetting a genuine diligence topic rather than a formality. A brokerage with documented onboarding procedures, monitoring and a clean claims history presents far better than one operating on informal judgement.

Technology is part of this. The transportation management system you use, how well data is captured in it, and whether load history, margins and carrier performance can actually be reported from it, all influence how easily a buyer can integrate the business — and integration ease affects what strategic buyers will pay.

Brokers, agents and the compensation model

How your sales team is paid changes the value of the business. A W-2 team on salary plus commission, bound by non-competes, is a stable asset. An agent model, where independent agents keep a large share of the margin they generate and own the customer relationship, produces lower company-level earnings and a more portable customer base.

Neither model is disqualifying, but buyers price them differently, and an agent-based brokerage should expect the value discussion to centre on how firmly the agents are tied in.

Buyers will also check that non-compete and non-solicitation agreements exist, are current and are enforceable in your state. Discovering during diligence that the top three brokers signed nothing is the kind of surprise that reduces a price.

Authority, compliance and insurance

Operating authority, the surety bond, cargo and contingent cargo insurance, and general liability cover all need to be current and documented. Buyers verify authority status and safety records themselves, so there is nothing to be gained by leaving anything unaddressed.

In courier and medical transport the compliance layer is heavier: driver qualification files, vehicle inspections, hours-of-service records where applicable, and for medical transport, HIPAA obligations, patient handling protocols and any state ambulance or non-emergency transport licensing.

Claims history is examined closely because it drives insurance cost, which is a large operating line. A poor loss run follows the business to its new owner in the form of higher premiums, and buyers deduct accordingly.

Courier and medical transport specifics

Courier companies with contracted routes — pharmacy deliveries, laboratory specimen runs, bank and legal courier work, parts distribution for dealerships — are valued more like route businesses than like brokerages, because the revenue repeats on a schedule and the customers are institutional.

Medical transport, especially non-emergency medical transportation, depends heavily on payer contracts and broker arrangements with managed care organisations. Buyers will look at the contract terms, reimbursement rates, trip volume and how much of the revenue depends on a single payer or broker.

In both, the fleet and the driver roster carry weight. Vehicle age, maintenance records, driver tenure and licensing status all get reviewed, and an ageing fleet is a deduction just as it is in any transport business.

Getting ready to sell

Prepare a customer schedule showing net revenue and margin by customer for three years, with the contracted and spot split identified. Prepare a carrier report showing active carriers, repeat rates and your vetting process.

Add three years of financials with add-backs identified, your operating authority and insurance documents, employment and non-compete agreements, the transportation management system you use, and any signed shipper contracts with their expiry dates.

The most valuable preparation is reducing concentration and getting the owner out of the sales seat. Both take time, and both change the multiple rather than merely the earnings, which is why they are worth starting a year or two before you intend to sell.

A worked example

Consider a hypothetical brokerage moving $24M of freight at a 14% gross margin, so $3.4M of net revenue, with $700K of adjusted earnings after replacing the owner's sales role, and no customer above 12% of net revenue. At 4.5 times that is roughly $3.2M. Concentrate half that net revenue in one shipper and a buyer will likely offer a lower multiple with part of the price held back and released only if the customer stays.

Multiple ranges reviewed September 2026. They are a guide, not a quote or a formal appraisal — see how the process works.

Common questions

Do buyers value a brokerage on gross revenue?

No. They work from net revenue — the margin left after carrier costs — and then from earnings. Quoting gross revenue as the size of the business will undermine your credibility.

How much customer concentration is acceptable?

There is no fixed limit, but once a single shipper passes roughly 20% of net revenue, expect the structure to change: earnouts, holdbacks or a lower multiple to compensate for the risk.

What multiple do freight brokerages sell for?

Commonly 3.5 to 5.5 times adjusted earnings, with contracted freight, diversified customers and a stable margin pushing toward the higher end.

Do my broker agents come with the sale?

Only if they choose to. That is why buyers focus on employment terms, compensation structure and enforceable non-compete and non-solicit agreements.

Does my operating authority transfer?

It depends on how the deal is structured. In a stock or membership-interest sale the entity keeps its authority; in an asset sale the buyer usually needs their own. Sort this out with counsel early.

How is a courier business valued differently?

Contracted, scheduled routes make courier work behave like a route business, which buyers generally reward with a steadier valuation than spot brokerage.

What hurts value most in this industry?

Concentration, a margin that has been sliding, and sales relationships that belong to individuals rather than to the company.