How to buy a business in Florida: the 10 steps of the process
The question I get most often is always the same: “Francesco, how long does it take and what do I actually have to do to buy a business in Florida?”. It almost always comes from someone who has already browsed a few listings online and has decided that all it takes is finding the right unit and signing.
I am Francesco Ponticelli. I have lived in Miami since 2019 and I have been following this city since 2003. I work as a Business Broker in Florida, license #3590963, and this article is the cycle I actually use with my clients: ten steps, from the first conversation to the handover.
The honest truth is that 90% of the work happens before you see the first listing. Anyone telling you otherwise either does not know, or is selling you something.
The short answer
Buying a business in Florida takes on average three to six months and goes through ten steps: self assessment, acquisition criteria, engaging a broker, reviewing listings, confidentiality agreement and preliminary evaluation, letter of intent, due diligence, agreements, closing and post closing transition.
The slow part is not finding the business: it is due diligence and taking over the lease.
Last updated: September 2026. Reading time: about 8 minutes. Author: Francesco Ponticelli, Business Broker FL #3590963.
Before you start: what you are actually buying
Before the process itself, there is a misunderstanding I see every week. There are three different things and they often get confused.
1. Buying a trading business. You buy a company that already operates: customers, revenue, staff, equipment and a lease. The business keeps running, only the owner changes.
2. Buying the assets. You are not buying the company, you are buying the physical assets: equipment, furniture, leasehold improvements and often a space already built out for a similar use. Customers and revenue are usually not included. The advantage is the time and money you save, because build out, permits and infrastructure may already be partly in place.
3. Leasing a commercial space. You rent an empty or partially improved space and start from scratch: negotiate the lease, design the space, obtain permits, complete construction and open.
Uncomfortable truth: the three routes carry very different costs, timelines and risk. People who arrive saying “I want to open a restaurant in Miami” are almost always picturing the third one, but budget and timing usually point to the first or the second.
Steps 1, 2 and 3: the work you do before looking at listings
1. Self assessment. Skills, experience and financial capacity. Which type of business fits your goals and the life you want. A unit with mall opening hours and a B2B services practice are two different jobs, not two alternative investments.
2. Defining acquisition criteria. Sectors, areas and budget. Size of the business and how involved you want to be day to day. This is also where you decide whether you want a business that stands up without you or one you work in every day.
3. Engaging a business broker. This gives you access to opportunities that are not public and support through the selection. It is when the engagement agreement is signed and the fees are agreed.
Truth: these three steps look like paperwork and are in fact the filter that stops you wasting months on the wrong businesses.
Steps 4, 5 and 6: from shortlist to letter of intent
4. Reviewing listings. You look at the anonymous profiles of available businesses, the so called blind profiles: sector, area, price range, without the business name. To see the real numbers you sign a confidentiality agreement.
5. Confidentiality agreement and preliminary evaluation. With the agreement signed you get access to financials, operations and market position. You check whether the business really matches the criteria set in step 2.
6. Submitting an offer with the letter of intent. The letter of intent, the LOI, puts the proposed terms in writing: price, payment structure, contingencies, timelines. It is not the final contract yet, but it is the document that opens a serious negotiation.
Proof of funds goes with the letter of intent and very often with the confidentiality agreement too. Without it, in Florida you are not taken seriously.
Steps 7, 8, 9 and 10: from due diligence to handover
7. Due diligence. The in depth review of financials, legal matters and operations. Reported figures are compared against bank statements, tax returns and point of sale records, the lease is read line by line, licenses and permits are verified.
8. Final agreements. The Asset Purchase Agreement or the Stock Purchase Agreement is drafted and signed, depending on how the deal is structured. Financing and required approvals are secured.
9. Closing. Transfer of funds and ownership, with confirmation that all legal and regulatory requirements are met.
10. Post closing transition. The handover plan for operations, staff and customers. In most deals the seller stays on for an agreed training period.
Uncomfortable truth: step 10 is the one almost nobody negotiates properly, and it is the one that decides whether the business keeps running or fades within six months.
The three routes compared
| Criterion | Trading business | Assets only | Space from scratch |
|---|---|---|---|
| Revenue from day one | Yes | No | No |
| Time to opening | 1 to 3 months | 1 to 8 months | 9 to 18 months |
| Weight of build out and permits | Low | Medium | High |
| Predictability of the numbers | High, if the books hold up | None | None |
| Freedom on the concept | Low | Medium | Total |
Indicative timelines, based on the deals I handle in South Florida. They vary a lot depending on county, licence type and complexity of the build out.
Case study: Marco and the unit that looked perfect
Scenario based on a real client. Name and concept changed for privacy.
Marco arrives from Bergamo with 180,000 dollars and a clear idea: a coffee shop in Miami Beach. He finds a unit online that is already built out, priced at 95,000 dollars, and writes to me convinced he has found a bargain.
Due diligence turns up three things. The lease had 14 months remaining with no renewal option. Common area charges were not included in the stated rent and added around 2,400 dollars a month. The health licence was in the name of a company that had been dissolved.
It was not a scam: it was a seller who had no idea what he was selling. We renegotiated down to 61,000 dollars and tied the balance to the lease renewal. The landlord granted three years plus a five year option.
“If I had signed in the first week the way I wanted to, today I would be renovating a unit I would have had to leave after a year.”
The mistakes I see most often
1. Falling in love with the unit before reading the numbers. Location matters, but a good address with a bad lease is an expensive trap.
2. Skipping the self assessment. Buying a restaurant without ever having worked in hospitality is possible, but it completely changes which businesses make sense and how much staff you need.
3. Treating the letter of intent as a formality. That is where contingencies and due diligence timelines are set. A badly written LOI leaves you with no way out.
4. Running due diligence on your own. You need an American accountant, an attorney and a permit expediter. They are not an avoidable cost, they are the part of the budget that saves you the most.
5. Not negotiating the training period. Two weeks is almost never enough. In hospitality you need at least four, ideally eight.
6. Forgetting the lease. In many deals the real subject of the negotiation is not the company, it is the right to stay in that space.
How Investi in America helps you
I am Francesco Ponticelli, Business Broker in Florida license #3590963, Italian, living in Miami since 2019 and following this city since 2003. I speak Italian, Spanish and English. I do not sell franchises, I do not promise visas, I do not sell dreams.
- We define criteria, budget and timing together before looking at any listing.
- I access opportunities that are not public and run the first screening.
- I prepare the letter of intent and present it with the documentation it needs.
- I coordinate due diligence with your accountant and your attorney.
- I stay with you through closing and the transition with the seller.
The work starts from an engagement agreement. I do not run casual searches without an engagement, out of respect for my time and for the people who have already decided to buy.
We do not sell franchises. We do not promise visas. We help you decide with real information.
Frequently asked questions
How long does the whole process take on average?
Three to six months for a small trading business. If there is financing or a liquor licence to transfer, it takes longer.
Do I need an American company to buy?
In almost every case yes, and it has to be set up before closing. It is one of the steps you plan with your attorney during due diligence.
Can I buy a business if I do not live in the United States?
Yes. Owning a business and having the right to work in it are two different things: on the second point you need an immigration attorney, not me.
Who pays the broker, the buyer or the seller?
It depends on the deal. On listed businesses the commission is almost always paid by the seller. On retained searches the relationship is with the buyer and it is set out in the agreement.
How much does the lease matter?
In a street front or mall business it is often the single most important item in the whole deal, more than the purchase price.
The first step
If you want to understand how to buy a business in Florida starting from your own situation, the first step is putting four things in writing: type of business, indicative budget, area of interest and timing.
With those four pieces of information the first call is focused and we see straight away whether there is a basis to work together. You will find them in the form on the contact page.
If instead you have already found a business through another broker and want an opinion on the numbers, that is a paid consultation: scope and fee are agreed in advance.
About the author
Francesco Ponticelli, Licensed Business Broker and REALTOR®, United Realty Group Inc., Florida license #3590963. I have lived in Miami since 2019 and followed this city since 2003. Italian, Spanish, English.
WhatsApp is for business matters only. For quick questions and general curiosity, Instagram direct messages work perfectly.
The information in this article is for general guidance and does not constitute legal, tax or immigration advice. Timelines, costs and requirements vary case by case and must be verified with qualified professionals.