Sean McAuliffe On How to Build and Sell a $19M Distribution Business
- Kyle Winder
- Apr 21
- 2 min read
In this episode, Sean shares how he built a moat in a seemingly commoditized industry, negotiated with acquirers, and ultimately exited on his terms.
About This Episode
Sean McAuliffe didn’t invent anything. He was a distributor.
If you lost your car keys and went to a locksmith to cut a new set, chances are your locksmith got the replacement key from Sean’s business. He bought cheap keys from Asia and sold them to locksmiths.
Nothing fancy. Like so many businesses, Sean was a middleman.
He'd never really thought about selling—didn’t think anyone would want to buy it—but when a private equity group offered him millions, Sean realized he was sitting on a potential goldmine.
In this episode of Built to Sell Radio, you’ll discover how to:
Build a moat in a distribution business
Avoid running out of cash as inventory grows
Price SKUs based on margin and velocity
Handle working capital negotiations during diligence
Avoid getting spooked when an acquirer stops responding
Sell a non-technical business for 4–6× EBITDA
Decide how much equity to roll into a PE-backed platform
This is an Exit Story episode of Built to Sell Radio, the podcast designed to help you punch above your weight in a negotiation to sell your business.
About Our Guest
Sean McAuliffe
Sean McAuliffe is the founder of Keyless to Go, a company that quietly grew into a $20 million distribution powerhouse supplying replacement car keys to locksmiths across North America.
Starting as a side hustle selling on eBay and Amazon, Sean bootstrapped the business from nothing—at one point running it with negative cash flow—into a thriving enterprise with 30 employees and multiple private equity suitors.
After selling the business in a private equity roll-up, Sean stepped away to chase his dream of racing cars before returning as CMO in 2024.
Definition
Due-Diligence: This is a comprehensive appraisal of a business or investment undertaken before a merger, acquisition, or investment. It seeks to validate the information provided and uncover any potential risks or liabilities.
Earn-out: This is a financing arrangement for the purchase of a business, where the seller must meet certain performance goals before receiving the full purchase price. It reduces the buyer’s risk and aligns the interests of both parties post-acquisition.
Letter of Intent (LOI): This document outlines the basic terms and conditions of a deal before a formal agreement is drawn up. It serves as a mutual commitment between the buyer and the seller to move forward with the transaction on the agreed-upon terms.
Re-Trading: This occurs when a buyer attempts to renegotiate the purchase price of a deal after initially agreeing to one. It is often seen unfavorably as it occurs after due diligence, seemingly exploiting newly discovered information.
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