Sell-Side Timeline: 12, 6, 90 Days Out
Selling a business is an 18-month exercise done well. The finance work that has to be true at each mile marker and where sellers usually run out of runway.
The processes that close cleanly started their preparation eighteen months out.
A rushed sell-side process is an expensive one. Every gap in the preparation compresses into fewer weeks of frantic work, more issues surface during buy-side diligence, and value that could have been protected leaks out in the retrade. The seller who prepares over 12–18 months typically closes closer to the LOI valuation than the seller who prepares over 90 days.
This is the sequence of finance workstreams that a well-prepared middle-market sale runs on. It's not the only path — distressed sales, sponsor-mandated exits, and unsolicited inbounds all compress the timeline differently — but it's the sequence that produces the cleanest outcome when the seller controls the timing.
We deploy at any point in this sequence. The earlier we're in, the more value we can preserve.
The Mile Markers
The finance workstream at each mile marker.
12 Months Out
The finance function stops looking like a family-office bookkeeper and starts looking like a diligence-ready operation. Chart of accounts rationalized. Monthly close on a documented cadence. Trailing-twelve-month reporting on a rolling basis. Any material clean-up items (unrecorded accruals, deferred revenue mechanics, tax exposures) identified and being worked. Books audit-ready if not already audited.
6 Months Out
Sell-side QoE work begins. Working capital historical build starts. Data room framework created. Legal and tax cleanup underway with counsel. Management projections drafted. Banker selection process running. Sensitive customer or vendor relationship risks identified and being managed.
90 Days Out
Banker retained. CIM in draft. QoE final. Data room 80% populated. Management team briefed on process (as appropriate). Board or shareholder approvals lined up. Interim monthly financials current and reconciled. Contingency planning for likely diligence surprises.
30 Days Out
CIM finalized. Data room live for banker review. Q&A response protocol established. Weekly close cadence tightened to weekly for the process. Working capital peg discussion prep complete. LOI negotiation team aligned.
Live Process (60–120 Days)
Buyer questions answered inside 48 hours. Financials updated monthly with variance narrative. Working capital tracked weekly. Diligence coordination with counsel and banker. LOI negotiation. Exclusive diligence period. Definitive agreement negotiation.
Close & Post-Close (60–120 Days After)
Working capital true-up calculation. Escrow release tracking. TSA execution and billing. Any earnout mechanics starting. See post-close transition piece.
Where the timeline usually breaks down.
Underestimating the cleanup at 12 months. The books are usually messier than the owner believes. Unrecorded accruals, revenue timing corrections, related-party account cleanup. Discovering the depth of the cleanup at 12 months out is common; discovering it at 90 days out compresses everything downstream.
Assuming the banker will handle finance prep. Bankers run the process; they don't build the financial infrastructure. If the finance function isn't ready when the banker arrives, the CIM slips and diligence starts messy.
Not communicating with the management team early enough. Key executives usually need to be part of the process before it goes live. Late notification creates loyalty and retention issues that surface in the diligence room.
Under-preparing for the working capital negotiation. Most sellers overinvest in the QoE and underinvest in working capital. The peg discussion moves more money than most sellers realize until it's happening.
Wherever You Are in the Timeline
The Earlier the Prep, the Cleaner the Close.
We deploy at 12 months, 6 months, 90 days, or 30 days — and we stay through close and the working capital true-up. Each stage has a specific finance workload we're accountable for.
Tell Us the Situation
Where the Business Is on the Timeline.
The target close window, what's already been done, and what still needs to be true. Same-day response.
Schedule a Discovery Call
We’ll reach out within one business day.