How I Sold My Company to Semrush: The Full Story

in this video I'm going to share the full story of how I sold my company yeah so last year I sold my company backlinko to semrush which is a publicly traded company and a big digital marketing platform and it was kind of a big deal it was a huge life-changing event for me and in this video I want to share how it went down including all the details and some lessons learned through this process that I

would apply if I was to sell exploding topics to another company so let's take it back to the beginning where I was running backlinko which is an online education company and a SAS tool exploding topics which has now evolved into you know a SAS company at the time it was sort of a side project that it wasn't sure what was going to happen with it I thought it was cool I thought it had potential but I

wasn't sure and then it had backlinko which was sort of this established business that was a cash cow the problem was I was kind of burnt out on backlinko I was kind of sick of writing about SEO talking about SEO all the time and it just was kind of like needed a change and when exploring topics came around it was this new thing and like I said I wasn't sure what it was going gonna become I

didn't think it would become as successful as it's been it was just new it was fresh it was interesting I was challenged in different ways and the other cool thing about exploring topics is I have a co-founder as opposed to doing everything myself so I was sort of at this Crossroads where I wasn't sure what to do with backlinko you know like I said I was a little bit burnt out working on it but I did

enjoy it to a certain extent and it was just an easy to run business it was an online course business and it was pretty low stress like we didn't have pain in the butt clients there wasn't a lot of like stressful moments it was pretty much just like published content do course launches and that was pretty much all there is to it so it wasn't this easy decision where it's like oh this business is stressing me

out I need to like move on from it and have this new one that's not as stressful I was sort of at this Crossroads and then out of the blue I got this email from someone from semrush uh named Max and he basically said something vague like you know I would like to you know see how we could collaborate or something and I just totally ignored him I ghosted him because you get pitched when you have

any sort of audience you get these pitches all the time for people that are just like let's collaborate on something they basically want you to promote their stuff so I just ignored them and then a few months later he emailed me again and said let me be direct like your you know famous emails we're interested in buying backlinko and of course that got my attention I replied to that email and arranged a meeting with him the

next day and on the call I got a good vibe from him and I had been a summer's customer for like 10 years so I was very familiar with the company very familiar with the platform I wasn't 100 sure whether I was even ready to sell like it's sort of it was in the back of my mind during this time period but I wasn't really sure whether I was ready to pull the trigger and whether semrush

was the right fit because it was my baby like I built this thing from nothing into an a-figure company to sell it it had to be the right partner and within the first call I knew this is a good fit they said all the right things in terms of what they want to do with the site obviously it was a natural fit in terms of the niche they're in they're in the digital marketing space as opposed

to selling to someone like private Equity company this seemed like someone I was sort of partnering with which is really what I wanted and they wanted that too so So within the first call we pretty much had the scope of the deal laid out and it was a matter of signing what's called a letter of intent now keep in mind as I'm going through this process I've never sold anything of of note I sold a used

car uh back in the day but that's about it like I never had sold anything significant so this whole process was new to me but as you're going through the process you don't want to really make that like a huge known fact that you're totally clueless in this process like throughout the process I wasn't trying to play up like oh yeah I've sold tons of stuff before but I also wanted to make everything like oh yeah

okay that makes sense as the next step so the next step was signing the letter from 10 and this is something I had to Google when they told me you know let's sign the letter of intent I was like yeah yeah let's sign it sign it and then I'm like Googling it what it is it's basically an outline of what you're going to sell and what they're going to buy it's more or less taking the negotiation

that you've had in putting it on paper it's not binding in any way but you still sign it to just sort of have this agreement that's you know here's what you're buying here's what you're selling because as you go through the verbal negotiation in process which I had you will just say oh yeah what about this oh yeah sure you can have that you can have this so it's just nice to have everything written down so

everyone can refer to this piece of paper and say okay you know this is what I'm buying this is what Brian is selling to us the step after that was meeting everyone at semrunch this is a really good example of how naive I was throughout this process where they invited me to fly to Boston and meet with them so of course I said yes and went there and hung out with them and I thought the deal

was going to be done this was like a month after first talking with them I was like the deal is going to be done so the night before I met with them I went up work and scrambled to try to find an m a lawyer because I'm like we're gonna sign the deal tomorrow I'm gonna walk in the office they're gonna have the contract I'm going to physically sign it like in a movie well as it

turned out we're a month away from actually closing the deal and obviously I was super nervous because not only was I nervous I'm meeting the CEO meeting all the executive team I was also nervous because I thought we're going to sign the deal and I wasn't ready like I literally thought they're gonna Slide the contract across the table and I was going to be like oh man I need to have a lawyer review it I thought

that it would be a bit more like yeah we're kind of considering it we do want to have a deal but it depends on the terms no we're all like high-fiving each other we went out for drinks after it was pretty much done we're celebrating the deal already even though we're months away what I learned from that is that first of all if you're going to sell your site there are platforms to do it now obviously

but if you're going for like selling to a publicly traded company or a bigger they'd still want to meet you you would think all they're buying are these assets like who cares what I'm like in person but they want to meet you they want to get a feel for you and there's just no substitute for actually meeting in person and I think it also helped sort of Grease the skids and help the deal go to the

Finish Line once you make the commitment of like going to them meeting them they're more likely to go through the deal of course assuming everything goes well with the meeting so yeah the next step after that was due diligence which I had heard was really difficult and time consuming but I had no idea part of the reason it was difficult and time consuming was I didn't know what I was doing I wasn't ready for due diligence

like if someone was to buy exploding topics tomorrow I would be ready to go I'd have to get some papers together but I'd be pretty much ready to go with backlinko I never thought in a million years I would sell that site so I never had anything organized so when I hired a contractor I would just say here's a project to send me you know a PayPal link and I'll just pay it there was no contractor

agreement there was no formal anything so to sell the company they want all that stuff obviously actually the number one thing they were concerned about which is a little surprising to me were these old Freelancers and contractors that I worked with they didn't want them coming out of the woodwork and seeing dollar signs and saying oh I I own a piece of that or I'm old with something because they know that this is going to get

a lot of press you know someone wrote maybe an email for me back in the day or designed something they don't want them saying I own that so you know give me a piece that's really what they're concerned about so I had to reach out to everyone that I ever hired for backlinko and say you know can you sign this contractor agreement now fortunately anyone on upwork was already protected due to their terms but anyone I

just hired sort of like through friends of a friend or whatever I had to reach out to them including people that completely flaked and ghosted on me I had people that I paid up front to do half of something they just totally disappeared and I still had to email them of course they also didn't get back to me then but it was just crazy that it went to that length and of course they needed like numbers

P L's all this stuff that took weeks and weeks and weeks to actually put together in a form that they could review and be happy with and there were some contractual things but they were pretty minor and that was pretty much it it came down to the wire in terms of closing we actually closed the deal on uh Christmas Eve because it was just a last minute trying to get everything together and the deal really officially

sort of closed in January and was announced in January and that was just a crazy experience first of all another example of how naive I was they told me okay we're ready to announce the deal we're gonna send out the press release at 5 PM eastern time and I was at Europe in Europe at the time I'm kind of an early to bed early to rise person so I was like would you mind doing the announcement

like in the morning instead because you know 5 p.m in on the East Coast Coast is like 10 pm here and I don't want to stay up late and they got back to me and said because we're a public company we can't make announcements while the markets are open we have to wait till after the markets are closed so it's a huge face pump situation I was so embarrassed but again you don't know like going through

a process the first time like this you have no idea what what's going on anyway the next day the announcement came out it was honestly one of the best days of my life because not only was it just proud that I was able to you know take this company complete from scratch like a blank WordPress installation and sell it to a publicly traded company but the amount of like outpouring of support and congratulations was literally overwhelming

like that's the word I would use to describe it I was just overwhelmed with texts DMS emails calls those people were so supportive that I was really grateful for all the people that helped me build it along the way and there's so many people um that helped me do it so now that uh I sold back Linko what now do I regret the decision how are things going it was great I don't regret it sometimes obviously

I look back and I'm like oh man it would be fun to like work on Batman link or write a blog post or whatever kind of reminiscing about the good old days where on Tuesday I would publish this big blog post you know send the newsletter to you know 200 000 people and just get a bunch of comments it was just this like crazy thing that would happen every couple weeks and now it's sort of just

like slow and steady at explaining topics we don't have that like Rush anymore but overall it was just it's it's been great because like I mentioned in the beginning of the video I was struggling with this sort of question whether to keep backlinko or not and it just took that decision off my plate and now I can focus pretty much 100 on exploding topics I still do some stuff for semrush golden handcuffs as it's called but

it's really just things that I enjoy working on anyway and they're a good company to work with so it's just been overall a great experience and if I was to sort of give you the big lessons that if you want to sell your company what are the big things to keep in mind the first is assets um this is something I learned that when a company is buying another company yes of course they're interested in Revenue

you'll be purchased largely on a multiple of that Revenue but that multiple depends a lot on what they're getting so for example when a semrush bought back Linko they were getting a bunch of stuff like the revenue was like a rounding error to them honestly they just wanted assets which was obviously the site which is getting like 500 000 visitors a month the email list which is like 200 000 all these online courses that was basically

what they're getting they were getting tangible things that they could get and use and they did like they have backlinko they have the email list these courses that I created they added it to their semrush Academy they got a bunch of actual tangible stuff as opposed to a funnel business which is nothing wrong with a funnel business but if you're a funnel business it's 100 rely on Facebook traffic and it's just like Facebook ad landing page

sell some random thing that can be a great business but it's really hard to sell because you don't really have any tangible assets you don't have any IP you don't have any technology you don't have a patent you don't have an audience you don't really have anything to sell I mean you can give them like your Facebook ads login you can give them your click funnels login but you don't really have a lot of assets to

offer so like I said I'm not hating on those type of businesses nothing wrong with it but it's not really a business that's sellable because there's not really anything to sell the two last lessons I would give you is one is get some of your paperwork together it's hard to do in advance honestly a little bit because you don't know exactly what people are going to ask for but you know in general what they're gonna want

they want like your financials any sort of like a documentation of what you have at your disposal like what you could offer they want contracts with former employees to make sure everything's on the up and up there so if you have that stuff when they ask for it it's easier to give and actually even though I have no plans of selling exploding topics I love working on it I have that stuff sort of ready just to

have it ready it's just good business practice in general to have that stuff sort of organized the last lesson that I would give is enjoy the process a little bit more this is something that I really struggle with during this let's say three month long sales process I was stressed as hell I was super stressed out all the time because I felt like if I kept my eye off the ball if I relaxed the deal could

fall through there's a certain level of yeah you want to be on top of things during this process it's not a good time to like go to Thailand for three weeks and disappear but at the same time you don't need to be like on it 24 hours a day for the deal to go through plus once you reach a certain point in the process where you sign an Loi you've met with them things are going well

you don't have any huge points of contention in terms of negotiation there's not anything you're going to do that's probably going to sink the deal you know what I mean there's nothing you're going to do just by being a little bit relaxed that's going to stink the deal you don't need to be stressed in fact it was so stressful for me I'm someone that sleeps like a baby like I sleep I hit my head hits the

pillow and I'm out like that I had a lot of trouble sleeping I woke up in the middle of the night I was doing I was like clenching my jaw I'd wake up with a sore jaw like it was a super stressful process and looking back it didn't help at all it didn't make any difference like I could have been relaxed enjoy this process and just say this is really cool like I'm a random guy from

Pawtucket Rhode Island that's selling his company to a publicly traded company like this is amazing this is the American dream and instead I was super stressed the whole time so looking back I would have enjoyed the process a little bit more so yeah that's it that's the full story of how I sold uh backlinko to semrush I'd love to hear your sort of thoughts on selling your business like is it something you've ever wanted to do

maybe you've never wanted to do it or maybe you have either way I'd love to hear your experience in the comments