The M&A Process: A Seller's Guide

A typical SMB sell-side process runs 6–9 months from kickoff to close, in five distinct phases.

Phase 1 — Preparation (4–8 weeks): financial normalization, CIM drafting, buyer list development, data room build.

Phase 2 — Marketing (3–6 weeks): blind teaser distribution, NDA execution, CIM delivery to qualified buyers.

Phase 3 — Indications of Interest (3–4 weeks): IOIs received, management meetings scheduled with shortlist, refined bids requested.

Phase 4 — LOI and Diligence (60–90 days): exclusive LOI signed, full QofE, legal/HR/IP/tax/IT diligence, definitive agreement drafting.

Phase 5 — Close (1–2 weeks): final purchase agreement signed, escrow funded, wires sent, transition begins.