From first call to wire, told by the buyer.

Most explanations of the acquisition process are written by law firms describing what could happen. This one is written by a buyer describing what does. Every stage below is what we do, what we ask for, what usually goes wrong, and roughly what it costs you in time.

Six stages, sixty days.

Click a stage to open it. Timings are ours: a broker-run auction or a private equity process with debt in it typically runs four to eight months through the same six stages.

01First contact02Numbers03The range04Letter of intent05Diligence06Signing and the wire
Day 1 to 5About 2 hours of your time

First contact

You write to us or we write to you. Then a call, forty five minutes, with the person who makes the decision rather than an analyst gathering data. We want to understand what you built, who pays for it, and what you want to happen next. You should be interviewing us just as hard: ask where the money comes from, how many deals we closed last year, and how long each took.

What we need from you
  • A rough revenue number
  • One line on why you're thinking about this
  • Nothing prepared, no deck
Where it usually goes wrong

Founders over-prepare and under-ask. You're evaluating a buyer, and the questions you don't ask now become the surprises you get in week six.

What's in a letter of intent.

A letter of intent is mostly non-binding, which makes founders treat it as a formality. It isn't. It sets the terms everything afterwards is negotiated against, and getting a term into the letter is ten times easier than getting it into the purchase agreement later.

Ours runs to about two pages. If yours runs to fifteen, ask why.

Purchase price

The number, and critically the basis: is it cash at close, or does it include an earnout, a seller note or rolled equity. Ours is cash at close, full stop.

Structure

Asset purchase or share purchase. Share purchases are simpler for you and carry more risk for the buyer, which is why buyers often prefer assets.

Closing date

A real date, not a target. Ours says 60 days from signing, and if we miss it without a reason, you should treat that as information.

Exclusivity

How long you agree not to talk to anyone else. Thirty to sixty days is normal, ninety is long, and anything open-ended should be refused.

Conditions

What has to be true for the deal to close. Financing conditions are the ones that hurt, because they mean the money isn't secured yet.

Your role

Whether you're required afterwards and for how long. Founders decide whether to stay with the business or hand it off, and it should say so in writing.

Escrow and indemnities

How much of the price is held back and for how long, against warranties you give. This is the term founders read last and regret first.

Why some deals take eight months.

Sixty days is not a sales claim, it's what's left when you remove four things. Each one is legitimate and each one adds months.

+8 weeks

Debt Financing

A lender runs their own diligence on top of the buyer's, on their own timetable, and can change terms late.

+6 weeks

An Auction Process

Multiple buyers to a deadline raises price and adds rounds. Worth the time when competition is real.

+4 weeks

Investment Committee

Funds approve deals in committee, which meets on a schedule that has nothing to do with yours.

+4 weeks

An Unready Data Room

The one delay that's yours to prevent. Assemble the room before you sign the letter, not after.

Process questions.

How does the startup acquisition process work?

Six stages: first contact, financial review, a price range, a letter of intent, diligence, then signing and the wire. Direct sales to a cash buyer run about 60 days. Broker-run or debt-financed processes run four to eight months through the same stages.