The structural features of your business that knock down what buyers will pay — the exact opposite of value drivers, and usually fixable.
Value drags are the structural features of your business that lower what a buyer will pay relative to your earnings. They're the inverse of value drivers, and most businesses have a mix of both. The classic value drags: high customer concentration, owner dependency, undocumented processes, inconsistent financials, a single-channel sales model, weak management depth, dependence on one supplier or platform, declining margins, and aging customer relationships. Value drags don't necessarily prevent a sale, but they reduce the multiple — sometimes meaningfully. A business with one or two minor value drags might lose 10%–15% of its potential multiple. A business with severe value drags can lose 30%–50%, or fail to attract institutional buyers at all.
Value drags don't usually prevent a sale — they reduce the multiple. Most are fixable given enough lead time. The seller who finds them years before sale has options. The seller who finds them in diligence doesn't.
Buyers spot value drags in the first thirty minutes of looking at a business — and price them in long before they make an offer.