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Process

How long does it take to sell a business?

Six to nine months from engagement to closing is typical for a well-prepared lower middle market business. Here is where the time actually goes.

Preparation: four to eight weeks

Normalizing the financials, building the adjusted EBITDA schedule with documentation, assembling the confidential information memorandum, and building the buyer list.

This is the stage owners most want to skip and the one that most determines the outcome. A company that arrives with clean books moves through it in four weeks. A company whose books need rebuilding can spend three months here, and that time is not wasted, because the alternative is spending it during diligence with far less leverage.

Going to market: four to six weeks

Approaching buyers under confidentiality, getting non-disclosure agreements signed, distributing materials, and answering the first round of questions.

The point of running this on a common timeline is that interest builds in parallel rather than one conversation at a time. That is what makes offers comparable when they arrive.

Management meetings and offers: four to six weeks

Serious buyers meet you, tour the operation, and ask the questions that decide whether they bid. Indications of interest and letters of intent follow.

Because everything arrives in roughly the same window, you can compare offers honestly rather than deciding on one in isolation.

Diligence and closing: sixty to ninety days

Once you sign a letter of intent, the buyer verifies what was presented. Quality of earnings review, legal diligence, customer calls, insurance, environmental where relevant, and the negotiation of the definitive agreement.

This is the longest single stage and the one where deals most often slow down or fail. Almost every delay here traces back to something that could have been resolved during preparation.

What actually causes delay

Financial statements that do not reconcile, or that get restated mid-process. Add-backs that cannot be documented. Missing corporate records, unsigned agreements, or a lease that turns out not to be assignable. A customer contract with a change of control clause nobody read. Tax exposure discovered late.

Two human factors matter as much as any document. An owner who is still running the company full time while responding to diligence requests will slow the process down, which is why it helps to designate someone internally to manage the information flow. And a buyer who is not genuinely funded will consume months before that becomes obvious, which is why buyer qualification at the front end matters.

The honest range

A prepared business in a sector buyers want, with clean financials and no surprises, can close in five to six months. A business that needs preparation work first should plan on nine to twelve, counting the preparation.

Anyone promising a closing in sixty days is describing a single unsolicited buyer with no competition. That is fast, and it is usually expensive.

The short version

  • Six to nine months from engagement to closing is typical for a prepared business
  • Preparation is four to eight weeks and largely determines everything that follows
  • Diligence and closing is sixty to ninety days and is where deals most often stall
  • Nearly every delay traces to something that could have been fixed before going to market
  • A very fast closing usually means one buyer and no competition, which tends to cost you money

Want this applied to your business?

A confidential valuation conversation costs nothing and carries no obligation. Most owners we speak with are one to three years from selling.