What the sale process looks like

Know the road before you drive it. Each step has real craft — this is the map, so nothing in the process can be used to rush or confuse you.

The seven steps

1. Prepare. Fix the value-drivers, clean the books, document systems, assemble the data room — ideally 12–24 months out.
2. Value. Get a defensible view of what it’s worth and what you’d net under different structures.
3. Take it to market. Confidentially — an advisor packages the business in a CIM and reaches qualified buyers under NDA.
4. Letter of intent. Agree headline price and terms. Its economics are usually non-binding, but the exclusivity / no-shop and confidentiality terms typically are — read it carefully.
5. Diligence. The buyer verifies everything, often with a quality-of-earnings review. This is where unprepared sellers lose price — or the deal.
6. Close. Final structure, tax, legal documents, and the working-capital true-up.
7. Transition. Hand over relationships and knowledge so the business — and any earn-out or seller note — stays healthy.

The step that is cheaper to run twice

Step 5 is where a prepared seller and an unprepared one separate, and the buyer’s review is not the first chance to see what it will find. A sell-side quality of earnings runs the same tests before the business goes to market: revenue proved to deposits, every add-back tested against the general ledger rather than against a schedule, working capital measured against a normal level instead of whatever the closing balance happens to be, and the debt-like items a buyer will argue the price should carry. Findings surfaced in step 1 are items to fix. The same findings surfaced in step 5 are grounds to retrade.

The Institute sells that report to third parties, buy-side and sell-side, with turnaround published, the fee fixed in writing before work begins, and no fee contingent on the finding. For the lender financing the buyer, the separate underwriting catalogue is Baratelli Credit Services. Starting earlier and at no cost, the free sale readiness check runs the same tests on your own books and produces the package any provider will ask for first.