Once Upon A Child buys secondhand kids' clothing, gear, and toys directly from the public and resells it — which makes the resale playbook look different from a typical retail franchise. There's no wholesale supplier network to assign, but there is a proprietary point-of-sale and buy-sell system the franchisor licenses, plus an inventory that's harder to value than shelf-stocked retail because it was priced item-by-item from walk-in sellers rather than invoiced from a distributor.
Once Upon A Child resales follow the franchisor's own approval process on top of the usual purchase mechanics — here's how the two run together.
Getting approved
The offer sets price and structure, conditioned on franchisor consent and a review of how the existing sell-to-store inventory has been valued.
1–2 weeks†The franchisor reviews the proposed buyer and may exercise a right of first refusal before the sale can proceed.
several weeks, typically†A franchise disclosure document may still be required for this resale — Ontario courts read the resale exemption narrowly, so franchisor involvement in the sale can trigger it even where it's called a private deal.
assessed early†Getting to closing
The retail lease needs landlord consent to assign, alongside confirming the store's layout still supports the buy-sell customer flow the format depends on.
2–6 weeks†The franchisor's proprietary point-of-sale and item-pricing system is central to daily operations, so training on it — and on evaluating what to buy from walk-in sellers — typically happens before or shortly after takeover.
1–3 weeks†Funds and keys change hands, inventory is counted and valued, and the franchisor confirms the transfer is complete.
1 day, once conditions are met†CFA Look For A Franchise listing confirms an active Canadian franchise network, in business since 1985; official Winmark-owned site markets itself as a well-known children's resale franchise brand with an active franchise program
Ontario stores among its established Canadian children's-resale franchise network (provincial breakdown not published)
This is the first real decision in a Once Upon A Child resale — and it changes what you're buying, what you're taking on, and how the franchise agreement moves.
| Question | Asset purchase | Share purchase |
|---|---|---|
| What you buy | The store's assets — sell-to-store inventory, leasehold improvements, the point-of-sale system licence, and the franchise agreement's benefit, subject to franchisor consent. | The shares of the operating company — everything it owns, and everything it owes. |
| Seller's liabilities | Generally stay behind with the seller's existing corporation. | Generally come with the company, known and unknown. |
| Franchise agreement | Consent required for the specific unit, often paired with a current-form agreement. | Consent required for the change of control itself. |
| Inventory valuation | Priced item-by-item since it was bought from the public rather than invoiced from a wholesale supplier, which makes a straightforward per-unit count-and-value method less reliable than it is for conventional retail. | The valuation method matters just as much on a share sale, since the inventory sits on the company's books regardless of structure. |
| The lease | Needs the landlord's written consent to assign — retail plaza and strip-mall leases are typical for this format. | Usually stays in place, unless the lease has its own change-of-control clause. |
| Typical use | The default for most single-store resales. | Less common — occasionally used where an operator holds several stores under one company. |
The store's assets — sell-to-store inventory, leasehold improvements, the point-of-sale system licence, and the franchise agreement's benefit, subject to franchisor consent.
The shares of the operating company — everything it owns, and everything it owes.
Generally stay behind with the seller's existing corporation.
Generally come with the company, known and unknown.
Consent required for the specific unit, often paired with a current-form agreement.
Consent required for the change of control itself.
Priced item-by-item since it was bought from the public rather than invoiced from a wholesale supplier, which makes a straightforward per-unit count-and-value method less reliable than it is for conventional retail.
The valuation method matters just as much on a share sale, since the inventory sits on the company's books regardless of structure.
Needs the landlord's written consent to assign — retail plaza and strip-mall leases are typical for this format.
Usually stays in place, unless the lease has its own change-of-control clause.
The default for most single-store resales.
Less common — occasionally used where an operator holds several stores under one company.
We tell you which structure fits — before you sign anything.
No open-ended hourly surprises — the cost is confirmed in writing before any work begins.
| Type of work | Fee | How it's confirmed |
|---|---|---|
| Straightforward purchase or sale | Starting from $3,388.87 Our charges · taxes included | Confirmed in writing once we see the agreement. |
| Larger or more complex deal | Quoted to scope | Short call → fixed written quote before any work begins. |
| Searches, filings & third-party fees | At cost | Itemized on your invoice, not marked up. |
A single Once Upon A Child store changing hands between one buyer and one seller, with a straightforward lease and an agreed inventory valuation method.
Start my file →A multi-store operator adding a location to an existing portfolio, or a resale where the sell-to-store inventory valuation needs to be negotiated before terms are final.
Book a consultation →Not sure which you are? That's our job to figure out, not yours. As a rough guide, most deals under a couple of million dollars are the first kind — above that, you're usually in Mergers & Acquisitions territory.
It's typically counted and priced using the store's own resale tags rather than a wholesale invoice cost, since there isn't one. Buyers and sellers usually agree on a valuation method — full resale price, a discounted percentage of it, or excluding inventory from the deal — well before closing to avoid disputes.
Records of items bought from the public can include personal information, so their transfer to a new owner needs to be handled consistently with Canadian privacy law, not simply bundled in with the point-of-sale system access.
The franchisor's training focuses heavily on evaluating and pricing items bought from walk-in sellers, since that skill is central to the format in a way it isn't for a conventional retail store — expect that training to be a meaningful part of the transfer process.
Not fundamentally — it's still a commercial retail lease requiring landlord consent to assign — but the space needs to support both a retail sales floor and a separate area for evaluating and processing items bought from customers.
Possibly. Ontario courts have read the resale-disclosure exemption narrowly, and franchisor involvement in matching a buyer to a seller can be enough to trigger a full disclosure requirement even where the deal is framed as a private resale.
Related
Where we close franchise resale deals
Treadstone Law is an independent law firm. We act for buyers and sellers of franchise businesses. We are not affiliated with, endorsed by, or retained by Once Upon A Child or its franchisor.
Tell us about your Once Upon A Child resale — we'll point you the right way and confirm the cost in writing before any work begins.