How to Sell a Business in Puerto Rico (Without Losing Your Mind or Millions)
E285: How to Sell a Business in Puerto Rico (Without Losing Your Mind or Millions) - Watch Here
About the Guest:
Francisco Uriarte is Managing Partner at Connelly Capital, a Puerto Rico-based M&A advisory firm. With over 60 transactions completed and $800 million in closed deals, Uriarte combines operational experience as a former business owner with a deep understanding of sell-side representation, especially in the unique legal and cultural context of Puerto Rico. His firm operates across Latin America and the continental U.S., but remains rooted in his home market, guiding business owners through one of the most emotional and financially significant decisions of their lives.
Summary:
Francisco Uriarte didn’t plan on becoming a mergers and acquisitions advisor—he lived it first. From running a cheese factory to building a supermarket chain, his hands-on entrepreneurial background shaped how he approaches dealmaking in Puerto Rico today. In this episode of How2Exit, Francisco takes us behind the curtain of buying and selling businesses in a unique legal and cultural environment. His firm, Connelly Capital, has completed over $800 million in transactions, specializing in helping sellers prepare the right way—mentally, financially, and operationally.
Uriarte’s experience-based wisdom turns the abstract into the actionable. This isn’t theory. It’s field-tested insight from someone who’s sat in every seat of the table—buyer, seller, and advisor. If you’re thinking about buying in Puerto Rico or just want to better understand the human and technical nuances of closing deals, this is one of the most practical and well-rounded episodes in the series.
Key Takeaways:
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Seller psychology is everything – If the seller doesn’t have a clear “Plan B” after the sale, they may subconsciously sabotage the deal.
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Pre-sale readiness is underrated – Many businesses, especially sub-$3M in revenue, don’t keep formal books. That can make them unsellable.
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Quality of earnings is make or break – A clean, reliable QofE builds trust fast. Sloppy books erode it instantly.
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Working capital traps are real – Mismanaging receivables, payables, or inventory can silently kill your valuation.
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Puerto Rico adds complexity – Buyers need local counsel due to differences in labor law, taxes, and asset/stock sale implications.
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Culture matters more than projections – Uriarte advises buyers to prioritize growth culture over growth forecasts.
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Trust beats valuation – The highest bid doesn’t always win. Preparedness, transparency, and trust often close the deal.
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Rep and warranty insurance is rare but growing – It's underutilized in smaller deals, but that’s beginning to change.
Article:
From Cheese Factory to $800M in Deals: Why Francisco Uriarte is the M&A Whisperer of Puerto Rico
If you think every M&A advisor followed the traditional investment banking path, think again. Francisco Uriarte started in cheese. Then supermarkets. Then friends started calling for help—and 60 deals later, he’s one of Puerto Rico’s most trusted sell-side advisors.
Uriarte’s story isn’t just compelling—it’s rare. In an industry where theoretical MBAs advise practical operators, he flips the script. He is the operator. And in this episode of How2Exit, he lays out what makes—or breaks—a deal in the real world.
First, he tackles what most advisors overlook: seller psychology. Uriarte warns that the most dangerous seller isn’t the unprepared one—it’s the emotionally unready one. If the business is their identity, and they don’t have a plan for “what’s next,” don’t be surprised when they sabotage their own deal mid-due-diligence.
But mindset is just the beginning. Uriarte dives into the operational details that determine whether a business is even sellable. Many small businesses—especially in Puerto Rico—run without accrual-based financials or even accounting software. “They just hand a box of receipts to their tax guy once a year,” he jokes. In that scenario, good luck passing a quality of earnings review.
Uriarte doesn’t just describe problems—he gives a blueprint. He outlines what should be done years before listing a company: normalize financials, optimize working capital, document everything, and align seller expectations with realistic market multiples. “The teaser gets the attention,” he explains. “But trust is what gets the deal closed.”
The episode also highlights the legal nuances of Puerto Rican M&A. Buyers from the continental U.S. need to know that common structures like asset sales may not have the same protections due to local labor laws. Uriarte advises all serious buyers to engage Puerto Rican counsel early or risk wasting time—and blowing up deals.
Even valuation itself is more nuanced than most think. Uriarte warns against chasing headline numbers. “What matters isn’t the $10 million purchase price—it’s what ends up in your bank account after taxes.” That simple insight, applied properly, can make the difference between walking away satisfied and walking away bitter.
What’s refreshing is Uriarte’s lack of pretense. He knows deals are messy. That emotions can override logic. That even savvy buyers can be blinded by their own egos. He encourages humility, preparation, and patience. And when asked whether sellers can really go it alone without advisors? “Maybe,” he concedes. “But why risk it?”
This episode is a masterclass in deal readiness. Whether you’re a buyer sizing up a Puerto Rican roll-up or a seller wondering what it really takes to exit, Uriarte delivers both the strategy and the storytelling to make the complex clear.
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Ronald Skelton
Host - Main Dancing Bear
Show host and owner, acquisition entrepreneur, father, and husband.
