David’s Deal Digest – August 2025

Hi ,

In case this email address looks unfamiliar, it’s still me, David Downing. I send my monthly updates from [email protected], which is tied to my business brokerage site. If you’re new here, welcome to David’s Deal Digest. Every month I share current listings, practical deal lessons, and a reminder that business is about more than the bottom line.

Happy Labor Day weekend! Yesterday morning, my wife Michelle and I went to her OBGYN appointment and it looks like we may have just one week to go before our second son, Theo, arrives. Picture Michael Scott yelling: “Oh my God, it’s happening!”

So if I suddenly go quiet, you’ll know why. I’ll be swapping due diligence calls for diaper duty. It’s exciting, a little terrifying, and a good reminder that at the end of the day, our loved ones are what matters most.

While I may be stepping back for a short time, here are a few updates, stories, and reflections I think you’ll enjoy this month:

🎯 Tips from the Field: The “Two Devils” of Transactions

Every transaction has challenges, but two gatekeepers show up again and again: landlords and franchisors. They may not own the business you are buying, but they can make or break the deal.

1. Landlords
Leases are often the most valuable (and overlooked) part of a small business purchase. A buyer may be ready to close, but if the landlord drags their feet, demands higher rent, or refuses an assignment, the entire deal can collapse.

In one recent deal, a landlord saw an opportunity when the business changed hands and tried to raise rent by nearly 25%. That increase would have wiped out much of the location’s profitability. We had to step back, renegotiate, and explore creative structures to keep the deal viable.

2. Franchisors
Buying a franchise location adds another layer of approval. Franchisors typically control who can take over an existing store, and their process can introduce delays, added costs, or even denials.

I once worked with the owner of a family entertainment franchise who approached me to list his business. We signed a listing agreement, but when I reviewed his franchise agreement I found a clause requiring him to first present the sale opportunity to the franchisor before marketing it publicly. I advised him to follow the process, he did, and the franchisor ended up buying the business directly. He got the price he wanted, stayed in compliance with his agreement, and saved months of effort.

How to get ahead of it:

• If you are a buyer: Review the lease and franchise transfer process early, not after you have invested time and money.

• If you are a seller: Proactively engage your landlord or franchisor before listing. Knowing their requirements and building rapport up front prevents last-minute surprises.

Takeaway: Financials can look great on paper, but landlords and franchisors often decide if a deal closes. Prepare for them early, and you’ll avoid surprises at the finish line.

🏪 Current Listings in Greater Houston

📍 Pet Grooming & Boarding – Missouri City
7+ years of consistent operation, 3,000+ loyal clients, and exceptional online reviews. The business offers full-service grooming for dogs and cats plus boarding and daycare.
🔗 View Listing

📍 Liquor Store – North Houston
10+ year history, low rent, and $50K of inventory included. Primed for growth with seller financing available.
🔗 View Listing

📍 Full-Service & Self-Service Pet Wash & Grooming – Conroe
Franchise location offering both full-service and self-service grooming. Over $400K in revenue with a strong team of groomers and front-desk staff in place.
🔗 View Listing

📍 Neighborhood Café – Kingwood (Listed by my partner Browning Williams)
A popular and long-running Greek restaurant with excellent reviews and high profitability (41% margins on $500K of revenue).
🔗 View Listing

📍 Boba Tea Café – Houston-Area Mall
Profitable franchise located in a mall with 18M+ annual visitors. Heavy foot traffic and strong brand recognition. Owners are also selling stores in Greenway Plaza and Meyerland.
🔗 View Listing

👥 Advisor Spotlight: Jeff Murphy & Sam Mytelka

What if you could save thousands on taxes or significantly boost the value of your business before you sell?

That’s exactly what two colleagues of mine, Jeff Murphy and Sam Mytelka, recently did for a client.

Jeff Murphy Murphy Advisory Solutions
Jeff is an outsourced CFO and exit planning advisor. He looks at a business through the lens of what buyers actually value. His exit planning work helps owners fix value gaps, improve financial performance, and prepare for a smoother sale. For one client we’re working with, his guidance is likely to lead to a much higher valuation at exit.
📧 [email protected] | 📞 713-887-0533 | 🌐 mascfo.com

Sam Mytelka Samuel M Mytelka CPA, PLLC
Sam is a CPA who specializes in tax strategy and bookkeeping. He recently reviewed a client’s financials and found opportunities to save tens of thousands in taxes, while also cleaning up the books so due diligence will be far easier when it’s time to sell.
📧 [email protected] | 📞 845-598-3605 | 🌐 mytelkacpa.com

Takeaway: Exit planning and tax strategy aren’t just “check the box” items. If you want to boost valuation or reduce your tax bill, reach out to Jeff or Sam. They’re two of the best resources I know.

📅 Event: Rice University ETA Conference

If you have ever thought about buying a business as your path into entrepreneurship, this event is for you. Rice University is hosting its annual Entrepreneurship Through Acquisition (ETA) Conference this October.

ETA is a fast-growing path where aspiring entrepreneurs skip the startup grind and instead acquire an existing small or mid-sized business. The model has gained traction with MBAs, investors, and operators alike because it combines the independence of entrepreneurship with the stability of a proven business.

The Rice conference brings together:

• Investors looking to back searchers and operators

• Operators and searchers exploring deals and sharing lessons learned

• Advisors like lenders, CPAs, and brokers who support transactions

• Students who are curious about ETA as a career path

As a Rice alum (Class of 2010), I’m excited to see my alma mater becoming a hub for this movement. It’s a great opportunity to learn, network, and connect with people who are shaping the next wave of small business ownership.

🔗 Learn more & register here

🧘 Zen Corner: Tao Te Ching Reflection

Sometimes wisdom comes not from adding more, but from stripping things away. This short passage from the Tao Te Ching, written over 2,000 years ago, still feels like it was meant for the noise and pressure we live in today:

My second son is about to be born, so I know my schedule is about to overflow just like that bowl. It’s easy to care too much about closing the next deal or proving myself in business. But at the end of the day, I can’t control every outcome.

What I can do is show up, do the work in front of me, and then let go. That applies to brokering, to family life, and to everything in between. The peace comes not from chasing results, but from being present in the moment, whether that’s signing a contract or rocking a newborn to sleep.

⭐ A Quick Favor: Leave Me a Review

If you have worked with me, learned from me, or even just enjoy this newsletter, I would love your help. Google reviews are one of the main ways business owners find me. Even a short note makes a big difference:

Thanks for reading this far. If you are ever thinking about buying or selling a business, want to talk exit planning, or even share a mindfulness practice, I’m here for it.

Until next time,
David

David Downing
📧 [email protected] | 📞 (713) 205-2455
👉 Book a Call With Me