How Long to Prepare a Business for Sale: Timeline
How far ahead to prepare to sell a business: a plan counted back from launch in slow, medium and fast changes, and why buyers credit results only over time.
Clean Up Financial Statements Before a Sale
A cleanup checklist for sellers: monthly close, reconciliations, revenue cut-off, inventory, related-party items and tax return ties, and which fixes move earnings.
Do You Need Audited Financials to Sell a Business?
Do you need audited financials to sell a business? Compare audited, reviewed and compiled statements, when buyers accept less, and how a sell-side QoE fills the gap.
What Is in a CIM? Section-by-Section Guide
What is in a CIM: each section of a confidential information memorandum, from the executive summary to normalized financials, and what to hold back until later.
Management Presentation in M&A: How Sellers Prepare
How to prepare a management presentation in M&A: its purpose, who presents and who stays quiet, the storyline, hard questions, projections and follow-up.
Virtual Data Room for Selling a Business
How to build and run a virtual data room for selling a business: folder index, staged access by bidder, masking, the question log, audit trail and version control.
How Long It Takes to Sell a Business, Phase by Phase
How long a business sale takes depends on its slowest phase. See what controls each stage, where delays occur and what shortens the path.
Marketing a Business for Sale Confidentially
How a confidential sale reaches buyers: blind teasers, NDAs, call sequencing, contact logs, broad versus targeted outreach and what to do if word leaks.
Indication of Interest in M&A: Comparing Offers
An indication of interest is a non-binding first-round offer. See what it contains, how ranges hide differences and how to score bidders on net proceeds.
Exclusivity Period in a Letter of Intent (No-Shop)
Exclusivity bars a seller from talking to other buyers after a letter of intent. See what a no-shop restricts, how long it should run and what to ask in return.
Business Purchase Agreement Key Terms for Sellers
The purchase agreement is the binding contract in a business sale. See its key terms, from price adjustments to indemnification, and the questions to ask counsel.
Reps and Warranties, Indemnity and Escrow in a Sale
How reps and warranties, indemnification, baskets, caps, survival periods and escrows work in a business sale, and how a claim moves from notice to payment.
R&W Insurance in M&A: What It Covers and Excludes
R&W insurance pays the buyer for breaches of the seller's representations. See how underwriting, retention and exclusions work and what changes for sellers.
Why Business Sales Fall Through: Causes and Fixes
Business sales fail through diligence surprises, price gaps, owner fatigue, financing, lost customers and legal problems. See warning signs and prevention for each.
M&A Retrade: Why Buyers Cut Price After the LOI
A retrade is a buyer's price cut after the letter of intent. Learn the fair and tactical triggers, how to prepare, a response playbook and when to walk away.
Non-Compete in a Business Sale: Scope and Terms
A buyer's non-compete and non-solicit protect the goodwill it pays for. See how scope, duration and geography are set, what to negotiate and what to ask counsel.
What Happens to the Owner After a Business Sale
After closing, the owner's role is set by contract: a short transition, a consulting agreement, employment or a board seat. See the terms that move pay and price.
Taxes on Selling a Business: The Federal Layers
Federal tax on a business sale comes in layers: capital gain, depreciation recapture, ordinary income and the net investment income tax. See how they stack.
Business Installment Sale: Tax Deferral and Risk
The installment method reports gain as a seller note is paid. See how deferral works, which parts of a sale qualify and the default risk the seller takes on.
Purchase Price Allocation and Form 8594 Explained
How the price of an asset sale is divided among the seven IRS asset classes, why buyer and seller want different splits, and how to negotiate the Form 8594 schedule.