A signed letter of intent feels like the finish line. It's really the start of due diligence, the buyer's detailed review of your business before they commit to close. Deals that fall apart usually fall apart here.
What buyers review
- Financials: tax returns, profit and loss statements, balance sheets, bank statements, and support for any add-backs
- Customers: revenue by customer, contracts, and how long key accounts have been with you
- Employees: roles, pay, tenure, and any agreements
- Operations: equipment, inventory, processes, and key vendors
- Legal: your entity documents, licenses, lease, and any past or pending claims
How long it takes
Diligence often runs from several weeks to a few months, depending on the size of the business, how organized your records are, and whether the buyer is using SBA or bank financing.
How to keep it moving
- Organize early. Gather documents before you go to market, not after an offer.
- Disclose problems up front. Issues found late hurt trust and the price.
- Respond quickly. Slow answers make buyers nervous and let lender deadlines slip.
- Keep running the business. A dip in performance during diligence can reopen the price.
Want to know where your business stands? Take the free readiness assessment or request a free valuation.
This article is general information, not legal, tax, or financial advice.