DenverSendGrid sells to Twilio
Denver's SendGrid was bought by Twilio for about $3 billion, the state's best-known founder exit.
Crunchbase
Sell a business in Colorado
The road from today to the years after a sale runs through Colorado's rules. Here it is in the order you will meet them: where you stand, what the state takes, the rules of the sale, who buys, and what the money can do after.
ComplexityLowTax on the gain4.4% 2025Deal volumeMedium
Colorado is a mid-sized market, where the right buyers usually have to be found rather than met. The state's cut of the gain is modest, 4.4% at the top. Little else gets in the way of the sale.
Today
Where you stand
Colorado takes a flat 4.4 percent of a sale gain and taxes the equipment in an asset sale, since there is no occasional-sale exemption.
Colorado runs on small firms: more than 700,000 of them employ nearly half the state, and venture money into Denver and Boulder set a near-record in 2025.
Small businesses
0
counted in the SBA's 2024 state profile, 99.5 percent of all firms.
SBA Office of Advocacy, 2024
Small-business employees
0.0M
people employed by small firms, 47.5 percent of Colorado employees.
SBA Office of Advocacy, 2024
Venture capital raised
$0.00B
raised by Colorado startups in 2025, the second-highest year on record.
Peony, 2025
The elements this touches
- TmTime The years before you want out. It feeds the exit-readiness score and never moves the price; every other decision is planned against it.
ListenThe Colorado briefing, read aloud
The deal team on what changes when you sell a business in Colorado.
Before the letter of intent
What Colorado takes
The tax on the gain, and what to settle before a buyer names a price
A flat 4.4 percent applies to the whole gain, short or long; the former $100,000 subtraction for long-held Colorado assets expired after tax year 2021.
State tax on the gain
0.0%
Tax Foundation, 2025
A founder on film
On what he learned about tax on the way to the sale.
Lewis Titus Wastewater purification and manufacturing · Wyoming
Flat 4.4 percent on gains
Colorado taxes capital gains as ordinary income at its flat 4.4 percent rate for 2025, with no holding-period preference.
The old subtraction expired
Colorado once allowed a $100,000 subtraction for gains on assets held more than five years and acquired before 2009; it expired after tax year 2021.
The rate is the state's top rate on the gain for the year shown, the same figure as the indicator in the hero, so the two can never disagree.
The elements this touches
- TxTax Strategy The deal and entity structure, set before the letter of intent. FNDRS tracks whether it is in place. It never moves the price; it changes what you keep.
- ApAfter-Tax Proceeds What you keep at close. FNDRS records the pre-tax walk-away and the gap to your number. It never moves the price, and the tax on it is a question for your CPA.
Under contract and at closing
The rules of the sale
The rules a sale in Colorado runs under
No bulk-sale filing, but the buyer withholds for the seller's sales tax, the state taxes the assets themselves, and a 2025 law narrowed sale-of-business non-competes.
01Hold back for sales tax
Colorado repealed its bulk-sales article in 1991, yet a buyer must hold back purchase money for the seller's unpaid sales tax or become personally liable.
CCH AnswerConnect (Wolters Kluwer), 1991
02Asset sales are retail sales
Colorado has no occasional-sale exemption, so tangible personal property in an asset sale is a taxable retail sale under C.R.S. 39-26-104.
Lyons Gaddis, P.C.
03Minority owners get a formula
SB 25-083, effective August 6, 2025, leaves majority owners' sale non-competes uncapped but limits minority owners who got equity as compensation to a consideration-to-pay formula.
Otten Johnson, 2025
The elements this touches
- LcLegal & Compliance Contracts, licences, and filings in order and enforceable. The FNDRS valuation reads it, and the score moves the multiple.
- DrData Room The documents a buyer will ask for, ready before they ask. FNDRS tracks it in the deal-readiness report card; it decides how fast and how cleanly a deal closes.
One thing you would not guess
Colorado charges sales tax on the trucks, machines and furniture in an asset sale; no occasional-sale exemption applies.
Sellers often assume equipment already taxed once is not taxed again, but a Colorado asset sale is a retail sale and sales tax is due.
Denver's own tax guide treats occasional sales of tangible property as taxable even when the seller is not a licensed retailer.
When the process opens
Who buys
Who shows up for a business in Colorado
Denver and Boulder produce venture-backed exits to out-of-state buyers and public markets; SendGrid went to Twilio, Ibotta went public.
DenverIbotta goes public
Ibotta, a Denver consumer-rewards company, went public in 2024 at roughly a $2.5 billion valuation.
Crunchbase, 2024
StatewideMindful Mamas sells to Otsuka
The state's economic development office listed the sale of Mindful Mamas, a Colorado maternal mental health startup, to Otsuka Precision Health among 2025's notable deals.
Colorado Office of Economic Development and International Trade, 2025
The elements this touches
- SyStrategic Synergy What one buyer gains that another cannot. The buyer at the table prices it, which is why the sell-side process goes looking for them.
Day 0, and the years after
After the close
What Colorado lets the proceeds do
Colorado lets a trust run for 1,000 years, so a seller can build a dynasty trust at home rather than in another state.
CloseDay 0
Proceeds land. What the state keeps of them is settled above; what it lets them do from here is below.
2006 vesting statute1,000 yrs
In 2006 the General Assembly set a 1,000-year vesting period for trust interests, all but abolishing the rule against perpetuities.
Dynasty trusts shield assets
Estate planners market Colorado dynasty trusts as keeping assets outside each generation's creditors, lawsuits and divorces for the trust's full term.
WealthWhere FNDRS comes in
The post-exit wealth plan is the third act of the same engagement, and it starts in diligence, before the letter of intent, when a move or a trust can still change the answer.
FNDRSThe elements this touches
- EsEstate Architecture Trusts and ownership set up before the letter of intent. It changes what the family keeps, not what a buyer pays.
- ApAfter-Tax Proceeds What you keep at close. FNDRS records the pre-tax walk-away and the gap to your number. It never moves the price, and the tax on it is a question for your CPA.
People who walked it
Founders
Founders who worked with FNDRS, in their own words
From founders elsewhere
What founders say about working with FNDRS
No founder in Colorado is quoted yet. These are founders in other states, quoted word for word, each described by role and state.
1 of 3
“I definitely don't think we'd be in the same spot without you guys.”
Founders in Colorado
Colorado owners on working with FNDRS
Short testimonials from owners who went through the FNDRS process. Most are under two minutes.
Nearby
Other states in the West
| West | Tax on the gain | Complexity | Deal volume |
|---|---|---|---|
| Alaska | None 2025 | Very low | Very low |
| Arizona | 2.5% 2025 | Medium | High |
| California | 13.3% 2025 | Medium | Very high |
| Hawaii | 7.25% 2025 | Medium | Low |
| Idaho | 5.3% 2025 | Medium | Low |
| Montana | 4.1% 2025 | Low | Very low |
| Nevada | None 2025 | Medium | Low |
| New Mexico | 5.9% 2025 | Medium | Low |
| Oregon | 9.9% 2025 | High | Medium |
| Utah | 4.5% 2025 | Medium | Medium |
| Washington | 9.9% 2025 | High | High |
| Wyoming | None 2025 | Low | Very low |
Your next step
The road starts with one step
Know where you stand in fifteen minutes, or talk the Colorado sale through with a dealmaker. Either way, no pitch and no obligation.
Selling in Colorado? Start with a conversation
No pitch and no obligation. If the honest answer is not yet, we will say so, and say what to work on.