PortlandCovetrus taken private, $4 billion
In 2022 Covetrus, the Portland veterinary supplier and largest public company in Maine, agreed to a $4 billion take-private by CD&R and TPG at $21 a share.
Mainebiz, 2022
Sell a business in Maine
The road from today to the years after a sale runs through Maine'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.
ComplexityMediumTax on the gain7.15% 2025Deal volumeLowEstate tax
Maine is a smaller market, with fewer buyers competing for any one business. The state takes a meaningful share of the gain, 7.15% at the top. Expect a tax-clearance or bulk-sale notice before closing, and an estate tax to plan the proceeds around.
Today
Where you stand
Maine taxes a gain at 7.15 percent and an estate over $7 million at up to 12 percent, and the buyer withholds for unpaid taxes.
Roughly 160,000 small businesses, most of them tiny, in construction, real estate, services, and retail, employing over half of Maine workers; no deal-volume signal was found.
Small businesses, 2022
0
small businesses counted in the SBA 2022 profile, 99.2 percent of all firms.
Mainebiz, 2022
The small-business base
0
Small businesses
0
Employees
0.0%
Of workers
SBA Office of Advocacy, 2024
The SBA 2025 profile counts 160,215 small businesses employing 290,518 people, 54.5 percent of Maine workers.
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 Maine briefing, read aloud
The deal team on what changes when you sell a business in Maine.
Before the letter of intent
What Maine takes
The tax on the gain, and what to settle before a buyer names a price
A top rate of 7.15 percent on the gain, no capital gains preference, and an estate tax of 8 to 12 percent above $7 million.
State tax on the gain
0.00%
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
Top rate 7.15 percent
Maine taxes a gain as ordinary income, with a top rate of 7.15 percent above $63,450 of taxable income for a single filer in 2025.
Estate tax above $7 million
Maine levies an estate tax of 8 to 12 percent on estates above $7 million as of October 2025, up from a $6.8 million exemption in 2024.
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 Maine runs under
The buyer withholds for the seller's unpaid trust-fund taxes until Maine Revenue Services certifies none are due, and Maine limits employee non-competes by pay and timing.
01The buyer holds back tax
Under 36 M.R.S. §177 the buyer holds back enough of the price to cover unpaid sales and other trust-fund taxes until Maine Revenue Services certifies none are due.
Maine Legislature, Office of the Revisor of Statutes, 2025
02Liable up to the price
A buyer who fails to withhold becomes jointly liable for those taxes up to the purchase price, and the seller must file a final return within 15 days.
Maine Legislature, Office of the Revisor of Statutes, 2025
03Non-competes limited by pay
Since 2019 Maine bars non-competes for workers earning up to 400 percent of the federal poverty level, and since 2023 for employed veterinarians; others take effect only after a year.
Maine Legislature, Office of the Revisor of Statutes, 2023
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
Maine pays owners to sell to the right buyer: up to $750,000 of gain is tax-free when a housing business goes to a cooperative or housing authority.
From 2025 a majority owner who sells a housing business to an affordable housing cooperative or municipal housing authority can exclude up to $750,000 of gain.
When the process opens
Who buys
Who shows up for a business in Maine
The largest Maine deals go to national private equity, and out-of-state, PE-backed platforms buy the multi-location family businesses when their founders retire.
PortlandSix shops join 80 stores
In 2025 Don Foshay's Discount Tire, a six-shop Portland chain, sold to Left Lane Auto, a Bertram Capital platform with more than 80 stores in 19 states.
PrivSource, 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.
What these buyers look for
A buyer from out of state asks who runs the company once the owner has left. If the honest answer is you, it is a job you own, not yet a company someone else can buy.
Troy Hoffman Co-founder
Day 0, and the years after
After the close
What Maine lets the proceeds do
An estate tax with a $7 million exemption, under half the federal threshold from 2026, is the reason a Maine seller thinks about domicile; trust law was not checked.
A $7 million estate exemption
The Maine estate exemption of $7 million sits well below the federal $15 million from 2026, so a sizeable exit stays exposed to state estate tax.
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 Maine 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.”
No founder in Maine is on film yet. These are founders in other states who worked with FNDRS.47 founders on film
Nearby
Other states in the Northeast
| Northeast | Tax on the gain | Complexity | Deal volume |
|---|---|---|---|
| Connecticut | 6.99% 2025 | Medium | Medium |
| Massachusetts | 9% 2025 | Medium | High |
| New Hampshire | None 2025 | Low | Low |
| New Jersey | 10.75% 2025 | Medium | High |
| New York | 10.9% 2025 | Medium | Very high |
| Pennsylvania | 3.07% 2025 | Medium | High |
| Rhode Island | 5.99% 2025 | High | Very low |
| Vermont | 8.75% 2025 | Medium | Very low |
Your next step
The road starts with one step
Know where you stand in fifteen minutes, or talk the Maine sale through with a dealmaker. Either way, no pitch and no obligation.
Selling in Maine? 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.