You've built a successful business. You're thinking about selling it — or maybe you've already started having conversations with potential buyers. There's one thing that can quietly derail or devalue that transaction that most sellers don't think about until it's almost too late: your commercial lease.

Your lease is almost certainly one of the most valuable assets you're transferring in a sale. If your business depends on its physical location — a restaurant, a retail store, a service business with a key customer-facing address — the buyer needs to be able to operate in that space under terms that make the business viable. If the lease can't be transferred, the sale may fall apart entirely.

Here's what to look for. Most commercial leases include an assignment clause that governs whether and how the lease can be transferred to a new owner. Some leases require landlord consent for any assignment. Some give the landlord the right to recapture the space — meaning they can terminate your lease instead of allowing you to assign it — if they receive an assignment request. Some allow the landlord to increase rent as a condition of consenting. These provisions matter enormously in a business sale, and they need to be understood before you're under a purchase agreement with a closing deadline.

If your lease has a personal guarantee — and many commercial leases do — figure out whether that guarantee is released upon assignment. Many sellers are shocked to discover that even after they've sold their business and transferred the lease, they remain personally liable if the buyer defaults on the rent.

The time to address all of this is before you list the business for sale, not after a buyer has done their due diligence and discovered a lease problem. At that point, you've already lost leverage and you're operating under time pressure.

BLG helps business owners evaluate their lease position as part of sale preparation, and we negotiate with landlords on behalf of sellers and buyers throughout the transaction process. If you're thinking about an exit, your lease needs to be part of the conversation from the beginning.