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How long does it take to prepare a business for sale?

By Jay KarnniUpdated

Short answer

For the operating side, typically nine to twenty-four months, and some items longer. A buyer’s diligence usually finds the problems in about ninety days. Owners who start about eighteen months before going to market can change what a buyer finds; owners who start after signing a letter of intent mostly can’t.

Why does it take so long?

Because the slowest items run on other people’s timetables, not the owner’s:

  • A second licence or certification holder has to train, gain experience and pass exams on a schedule set by someone else. This can take one to four years.
  • Customer relationships move from the owner to a named person gradually, over several cycles of work.
  • Financial records often need a year or two of clean history before a buyer or lender will rely on them.
  • Pricing usually moves last, because it is the thing owners find hardest to hand over.

Effort can’t compress these much. Starting earlier is the only reliable way to shorten them.

What is the timing gap?

The difference between how fast a buyer finds a problem and how long it takes to fix. Diligence on a small business usually runs about ninety days. Most operating issues take nine to twenty-four months to change. An owner who learns about a problem in diligence has no runway: every finding becomes a lower price, a bigger earn-out, a longer seller note, or a deal that dies.

When should I start?

Ideally about eighteen months to two years before you want to go to market, and earlier if a licence sits with you alone. Starting when you first think about stepping back, rather than when you decide to sell, keeps every option open: selling, handing over to family, putting in a manager, or simply taking real time off.

What should I do first?

Find out where the business genuinely stands, then start the longest-lead items immediately:

  1. Take the free Check for a quick reading of your weakest area.
  2. Get an evidence-based picture of what a buyer would find, such as a Review.
  3. Work out your earliest credible date to go to market, working backward from the slowest items; the Blueprint does exactly this.
  4. Start the slowest items within the next few months.

What about the paper side?

Tax planning, valuation, legal clean-up and the sale process have their own lead times, and some, such as certain tax arrangements, can also take a year or more. Those belong with your accountant, lawyer and broker. The point is that the operating side and the paper side should start together, not one after the other.

Is it ever too late?

Once a letter of intent is signed, it is usually too late to change the operating side before diligence finds it. Before that, there is almost always something worth doing, even if the timeline has to move.

Key points

  • Operating preparation typically takes nine to twenty-four months.
  • Diligence finds most problems in about ninety days.
  • Licences, customer relationships and financial history set the pace.
  • Start about eighteen months before going to market, earlier if a licence is in your name.