A Shopify E-Commerce Exit Case Study: Overcoming Sales Decline, Structuring a Unique Earnout, and Smooth Digital Asset Transfer
Case Summary
PlayRingo.com, a successful Shopify store selling premium hook & ring board games, has generated nearly $2M in sales since launching in 2019. However, sales declined due to the original owner’s increased focus on another business. The seller determined a new owner would be helpful but wanted to remain close to this productive project.
Unbroker’s role was critical in helping the seller:
- Sell the Shopify store with clearly defined terms and conditions
- Establish a fair earnout to encourage future growth and collaboration
- Transfer digital and physical assets using an secure process
- Provide comprehensive post-sale support for the first-time buyer
Seller’s Background & Goals
PlayRingo.com was built as a highly successful Shopify store leveraging social media marketing and B2B partnerships with notable brands like Coors Light and SKYY Vodka. Despite its continued success today, the seller faced challenges:
- Sales declined due to limited time for ongoing business attention
- The seller needed to sell the Shopify store efficiently to focus on their main business
- Wanted to see new owner and participate in future upside
Buyer Background: A First-Time Shopify Store Owner
The buyer, new to e-commerce and Shopify, was ready to transfer from a successful career in sales. While enthusiastic about owning and scaling a Shopify store, they required guidance in managing digital transfer, inventory valuations, and deal structure.
Unbroker’s Solutions for Selling a Shopify Store
1. Structured Earnout Agreement for Mutual Success
In addition to the upfront purchase price, Unbroker designed an earnout structure to clearly align interests:
- Revenue Sharing: Buyer pays seller a percent of revenue based on specified tiers and criteria
- Change In Control: Seller earns a portion of the net procceeds from a future acquisition above set threshold
- Transparency: Seller is paid within 30 days of each year end, with limiting auditing rights
This approach incentivized the seller to actively support the buyer post-sale, facilitating long-term business growth. Critically, it also allowed both sides to avoid the cost, complexity, and risk of a stock sale or partnership formation. (For small business, creating or updating a stock plan for the purposes of selling a business can exceed the costs of the transaction itself.)
2. Securing Digital & Physical Asset Transfer
Unbroker recommmended a secure, two-stage process for transferring assets:
Stage One: Digital Assets Transfer (Virtual Closing)
- Shopify store (complete administrative control)
- Domain (PlayRingo.com) and associated email lists
- Social media accounts, digital marketing materials, and branding assets
- Supplier and manufacturing contacts
Stage Two: Physical Assets (Inventory)
- Buyer conducted physical inspection prior to any inventory payment
- Parties agree on the cost-value of the inventory, including opened, returned, or "seconds" inventory
- Separate payment made post-inspection, ensuring accuracy and buyer protection
- 3rd party arrives to transfer inventory from seller to buyer premises
Secure Escrowed Closing Process
Unbroker offers a secure closing by using escrow services, protecting both parties by providing:
- Purchase funds released upon execution of closing documents and transfer of assets
- Ecrowed inventory funds released upon inventory inspection, value alignment, and possession
- Complete legal and financial review and representation possible for both side
- Confidence and reduced risk for buyers, sellers, and lenders
Post-Sale Training & Ongoing Support
Recognizing the buyer’s limited e-commerce experience, Unbroker structured substantial seller-led training:
- X hours of initial hands-on Shopify and e-commerce training from seller
- Regular bi-monthly calls for strategy, marketing, and operational guidance
- Proactive introduction to valuable B2B contacts for wholesale expansion
Outcome: Successful Sale & Smooth Business Transition
The structured approach used by Unbroker resulted in:
- Seller Success: Efficiently exited PlayRingo.com while benefiting from ongoing earnout payments
- Buyer’s Success: Smoothly took ownership of a turnkey Shopify store without prior experience and began immediate improvements
- Transition Success: Ongoing collaboration between buyer and seller, driving post-sale growth and stability as a team
Ready to Sell A Shopify Store?
Unbroker specializes in helping entrepreneurs sell Shopify stores efficiently. Our approach includes structured earnouts, secure escrow-backed closings, and comprehensive post-sale support.
Contact Unbroker today for a free consultation and discover the best way to sell your Shopify store.
