How to Sell My Company: The 7-Step Lower Middle Market Playbook (2026)

“How do I sell my company?” is one of the most-Googled M&A questions and one of the most poorly answered. Most published answers either describe the legal mechanics of a stock or asset sale (helpful but incomplete) or pitch a sell-side broker process (helpful only to the broker). Neither answers the actual question: what is the realistic, end-to-end sequence an owner of a lower middle market company should run, and how long does each step really take?

This article is that sequence. Seven steps. Eighteen to thirty-six months end-to-end for the typical LMM transaction. For each step, we walk through what the owner does, what an advisor (sell-side or buy-side) does, what the buyer is actually looking for, and the common mistakes that erase value.

If you read this once, you’ll know more about the process than most first-time sellers walk into LOI with.

The framework comes from CT Acquisitions’ direct work with 76 active U.S. lower middle market buyers. We’re a buy-side partner. The buyers pay us when a deal closes — not you. That includes search funders, family offices, lower middle-market PE firms, and strategic acquirers including direct mandates with the largest consolidators in home services that other intermediaries can’t access. The 7 steps below reflect the actual sequence those buyers run on the inside — not a sales pitch for an auction.

One important note before you start. This playbook assumes a $1M+ EBITDA business looking at PE, family office, search funder, or strategic buyers. Below $1M EBITDA, the buyer pool changes (search funders, individual buyers, SBA-financed acquisitions) and so does the playbook. We cover the sub-$1M version separately. If you’re reading this and you’re between $300K-$1M, some of these steps still apply; some don’t.

“Selling your company is not a transaction you sign. It’s a 7-step process that you either run with discipline over 18-36 months or you compress into a panic and absorb the discount. The difference is usually one to two turns of EBITDA — and whether you’re working with a buy-side partner who already knows the buyers, or a broker selling you a process.”

Key Takeaways

• Selling an LMM company is a 7-step, 18-36 month process — not a 3-6 month transaction.
• Step 1 (preparation) drives 60-70% of the price you’ll receive. Skipping it is how owners leave 1-2x EBITDA on the table.
• Step 3 (buyer pool identification) is where most owners overpay sell-side brokers for work that can be shortcut by working directly with the buy side.
• Step 6 (LOI negotiation) is where the price is locked in. Once the LOI is signed with exclusivity, leverage shifts toward the buyer.
• Buyer-demand windows are time-bound. 11 industries are in active roll-up in 2026; running the playbook now positions you for the open window.
• The single most-overlooked role in the process is what happens between LOI and close. 30-45% of LMM LOIs re-trade or fall apart in confirmatory diligence.

Why “how to sell my company” needs a real playbook

The owners who get the worst exits compress the 7 steps into 3-6 months. They have a personal trigger event, list the business with a broker, accept the first LOI that’s ‘close enough,’ sign exclusivity, and discover during confirmatory diligence that the numbers, the customers, or the operations don’t hold up. The buyer re-trades the price by 15-25%. The owner closes anyway because they’ve already told their team, their family, and themselves that the deal is done.

The owners who get the best exits run the full 18-36 month sequence. They start preparation 12-24 months before the first buyer call. They calibrate valuation against actual buyer behavior, not Google headlines. They identify a curated buyer pool of 8-15 names rather than blasting 200 firms. They negotiate LOIs with multiple buyers in parallel rather than signing the first offer. They walk into confirmatory diligence with the gaps already disclosed and priced in.

The 7 steps below are the actual sequence. There are no shortcuts that don’t cost real money. There are also no extra steps that pad the process to justify advisor fees. This is the minimum viable playbook for an LMM transaction.

Step 1: Preparation (12-24 months before market)

Step 1 is the longest step and the highest-leverage step. Buyers underwrite businesses based on the trailing 24 months of financial and operational data. Whatever you fix in the next 12-24 months is what the buyer sees. Whatever you don’t fix becomes either a price discount or a deal-killer.

What the owner does in Step 1: addresses the biggest gaps that take real time. Customer concentration reduction. Customer contract renewals at longer terms with auto-renewal. Owner-dependency reduction by hiring or promoting into the day-to-day work. Financial reporting upgrade to monthly closes within 10 business days and reviewed (or audited) financials. Tax structure planning for asset vs stock sale, state residency, and Section 1202 QSBS qualification.

What an advisor does in Step 1: a sell-side broker is typically not engaged this early. A buy-side partner can be engaged earlier — not to run a process, but to give a real read on what your business would be worth in today’s market and what specific items are converting into multiple lift in your industry right now. M&A attorney and tax advisor relationships should be established in this step (without large retainers) so you have the right people in place when the LOI lands.

What the buyer wants in Step 1: buyers don’t see your business in Step 1 — they see the version of it you produce in Step 5. But what they want, when they eventually see it, is a business with clean financials, low customer concentration, low owner dependency, multi-year customer contracts, a stable management team, and growth that’s 5-15% per year and explainable. Step 1 is your chance to produce that version.

Common mistakes in Step 1: skipping it entirely (most expensive mistake), starting it 30 days before going to market (too late to fix anything), focusing only on financials when the operational and customer items drive more multiple lift, and assuming the broker you’ll hire later will run preparation work. Brokers don’t fix businesses. They sell what you bring them.

Step 2: Valuation calibration

Step 2 happens 6-12 months before going to market. It’s the step where you stop guessing what your business is worth and start triangulating against actual buyer behavior. Most owners are off by 20-50% in either direction at this stage. Some assume their business is worth more than the market will pay; some assume far less.

What the owner does in Step 2: models the business through three lenses. First, multiple-of-EBITDA based on industry comps from recent transactions (not asking prices). Second, structure-of-deal modeling: how much of the headline price is cash at close vs rollover equity vs earnout vs seller note. Third, after-tax proceeds modeling: what does the seller actually walk away with after federal capital gains, state tax, and structural costs.

What an advisor does in Step 2: a sell-side broker will give you a valuation pitch designed to win the engagement, often higher than realistic. A buy-side partner will give you a calibrated range based on what the actual buyers in your industry are paying for similar businesses this quarter — including the specific buyer types who would compete for your business and what each would value. The difference matters: knowing the buyer-pool-specific valuation is what lets you negotiate from real information.

What the buyer wants in Step 2: buyers don’t see Step 2 either, but their behavior shapes it. PE platforms typically pay 6-10x adjusted EBITDA for $3M+ EBITDA businesses in healthy industries. PE add-ons typically pay 4-7x. Search funders pay 3-5x. Family offices vary widely. Strategic buyers pay 1-2x more than financial buyers when the synergies are real, but require longer integration. Knowing which type your business fits tells you the realistic range.

Common mistakes in Step 2: anchoring on broker pitches that promise unrealistic multiples, underestimating the impact of customer concentration on multiple, overestimating the value of CapEx-heavy assets vs cash flow, ignoring the after-tax math (a $5M sale to a California resident in an asset-sale structure typically nets $3.4M, not $5M), and assuming your business will receive the headline industry multiple regardless of size or growth.

Step 3: Buyer pool identification

Step 3 is where the auction model and the buy-side model diverge most sharply. A sell-side broker will market your business to 100-200+ buyers through a CIM (confidential information memorandum) and run a process. The premise is that more buyers means more competition. The reality is that 80-90% of those buyers are not real buyers for your business — wrong size, wrong industry, wrong investment thesis — and the noise of mass outreach actually hurts the process.

What the owner does in Step 3: decides whether to run an auction or a curated process. Auction: hire a sell-side broker, sign 12-month exclusivity, pay 8-12% of deal value plus monthly retainers. Curated process: identify 8-15 specific buyers who are an actual fit for your business based on size, industry, and current investment activity. Both can work. The curated process is dramatically faster, cheaper, and produces less leakage of confidential information.

What an advisor does in Step 3: a sell-side broker assembles the buyer list by mining databases. A buy-side partner already has direct relationships with the buyers and knows which of them are actively pursuing your industry this quarter. The list is shorter (8-15 names, not 200) but each name is calibrated against the buyer’s actual current mandate.

What the buyer wants in Step 3: buyers want to see deals that fit their mandate before everyone else does. The best deals come to active buyers through trusted relationships, not through mass-CIM blasts. Buyers who receive a CIM that 200 other firms also received treat it as a low-priority — they assume the seller is shopping the deal and that any LOI they write will be used to leverage another buyer.

Common mistakes in Step 3: blasting too many buyers (information leaks back to customers and competitors), blasting the wrong buyers (your industry isn’t their mandate), targeting only PE firms when strategics or family offices might pay more, and not knowing which specific buyers in your industry are actually deploying capital this quarter vs which are between funds and effectively dormant.

Step 4: Diligence preparation (data room and process design)

Step 4 happens 3-6 months before going to market. It’s the assembly phase: building the data room, drafting the management presentation, running a sell-side QoE, and pre-clearing the items that buyers will scrutinize hardest. The goal is to walk into Step 5 with everything assembled so the process moves at the buyer’s pace, not yours.

What the owner does in Step 4: completes the 47-item pre-sale checklist (financial, operational, legal, customer/contracts, employee/HR, tax/structure, team, personal). Builds the data room with financial statements, tax returns, contracts, employment agreements, IP registrations, licenses, real estate, insurance, and litigation log. Drafts a 30-50 slide management presentation that tells the business’s story honestly and consistently across multiple buyer audiences.

What an advisor does in Step 4: an M&A attorney reviews material contracts for change-of-control and assignability. A sell-side QoE accountant validates reported EBITDA and surfaces add-back issues before the buyer’s QoE finds them. A sell-side broker drafts the CIM and process letter. A buy-side partner pre-tests the materials with 2-3 representative buyers to identify weak spots before the formal process begins.

What the buyer wants in Step 4: buyers see Step 4’s output, not the process itself. What they want: a data room that’s organized, complete, and free of obvious gaps; financial statements that tie out; contracts that summarize cleanly; a management presentation that’s consistent with the financials; and a sell-side QoE that pre-validates the EBITDA story. Each missing piece is friction that translates into either a re-trade or a slower close.

Common mistakes in Step 4: starting too late (data room assembly typically takes 60-90 days when done properly), skipping the sell-side QoE (the single highest-ROI prep investment for businesses with material add-backs), having inconsistent narratives between the CIM and the management presentation, and not pre-clearing the legal items that buyers will surface in their first diligence pass.

Step 5: Outreach and process management

Step 5 is where the outside world finally sees the deal. Confidentiality agreements are signed, the CIM goes out, management presentations happen, and bids land. The whole step typically takes 8-16 weeks in an auction process, or 4-8 weeks in a curated buy-side process.

What the owner does in Step 5: delivers management presentations to interested buyers (typically 4-8 buyers, 90-120 minutes each, often by video). Hosts site visits for the most-engaged buyers. Answers diligence questions through the data room and direct calls. Continues to run the business at peak performance — any soft quarter during this phase becomes a buyer talking point.

What an advisor does in Step 5: a sell-side broker manages the process: outreach, CIM delivery, NDA collection, presentation scheduling, indication-of-interest collection, management presentation orchestration, and bid solicitation. A buy-side partner does similar work but with a curated, smaller list and direct buyer relationships, which compresses the timeline and reduces information leakage.

What the buyer wants in Step 5: buyers want enough information to write a credible non-binding indication of interest (IOI), then enough deeper information to convert that IOI into a binding LOI. They want consistent answers across multiple touchpoints, a management team that demonstrates depth, financials that hold up to a first-pass scrub, and a clear sense of what the seller is solving for (price, structure, transition role, cultural fit).

Common mistakes in Step 5: letting business performance slip during the process (the single biggest cause of late re-trades), going to market with too few committed buyers (no competitive tension), going to market with too many buyers (chaos and information leakage), accepting the first IOI without driving competitive offers, and not maintaining tight control over the data room access and watermarking.

Step 6: LOI negotiation

Step 6 is where the price is locked in. Once an LOI is signed with exclusivity, leverage shifts dramatically toward the buyer. The 30-45 day exclusivity period becomes a one-on-one negotiation in which the buyer can chip away at price through diligence findings. Owners who negotiate the LOI well preserve leverage. Owners who treat the LOI as a formality lose 10-20% of the headline price during exclusivity.

What the owner does in Step 6: negotiates the LOI on multiple dimensions, not just headline price. Cash at close vs rollover equity vs earnout vs seller note. Working capital peg methodology and target. Reps and warranties scope and survival period. Indemnity caps and baskets. Exclusivity duration and break fee. Conditions to close. Any one of these can be worth $200K-$2M+ in real outcome and most are negotiable in the LOI but locked in by the time of confirmatory diligence.

What an advisor does in Step 6: the M&A attorney is now central. Sell-side brokers and buy-side partners both help negotiate price, structure, and key terms, but the legal terms (indemnity, R&W, working capital) require an experienced LMM M&A attorney. The cost of skimping on legal at this step is enormous — bad LOI terms either reduce the after-tax outcome or create post-close indemnity exposure that lingers for 1-3 years.

What the buyer wants in Step 6: buyers want exclusivity (30-45 days minimum, ideally 60-90), broad reps and warranties with long survival periods, generous indemnity caps and tight baskets, working capital peg methodology that favors them, and earnout structures that shift uncertainty back to the seller. Every favorable term they negotiate at LOI is one they don’t have to fight for at close.

Common mistakes in Step 6: treating the LOI as ‘just an indication’ (it’s not — the major terms are usually locked in by signing), accepting too-long exclusivity periods (60+ days without strong protections), letting the buyer dictate the working capital peg unilaterally, accepting earnouts without clarity on how they’ll be measured and disputed, and not pushing back on R&W survival periods that extend post-close exposure unnecessarily.

Step 7: Confirmatory diligence and close

Step 7 takes 60-120 days from signed LOI to wired funds. It’s confirmatory diligence: the buyer’s QoE, legal diligence, customer reference calls, employee meetings, environmental review (where relevant), and definitive document negotiation (purchase agreement, escrow agreement, employment agreements, transition services agreement).

What the owner does in Step 7: responds to diligence requests promptly, supports buyer’s QoE accountants with backup documentation, allows controlled customer reference calls (with key customers in the loop), negotiates definitive documents through the M&A attorney, finalizes employment terms and transition role, and coordinates closing logistics (escrow agent, wire instructions, signing schedule).

What an advisor does in Step 7: the M&A attorney is now leading. Buy-side partners and sell-side brokers stay involved to keep the deal moving, push back on re-trade attempts, and coordinate communications. The CPA / tax advisor finalizes structure-related decisions (asset vs stock allocation, Section 338(h)(10) elections, working capital settlement). The wealth advisor stages post-close planning.

What the buyer wants in Step 7: buyers want confirmatory diligence to validate everything they assumed at LOI. If anything material is different from what they assumed, they raise a re-trade. Common re-trade triggers: QoE adjustments to EBITDA, customer churn or contract risk, working capital below historical norms, environmental or legal findings, key employee departure risk. Sellers who pre-disclosed these issues at IOI/LOI rarely face material re-trades. Sellers who let the buyer find them face 10-25% price reductions.

Common mistakes in Step 7: letting the deal drift (buyers lose confidence when sellers slow down responses), under-resourcing the diligence response (one part-time CFO cannot handle a full LMM diligence), allowing the buyer to interview key employees before retention agreements are signed, and accepting re-trades passively rather than negotiating against them with real evidence.

Realistic timing: why 18-36 months is the right expectation

Most owners underestimate how long the full sequence takes. When asked, most LMM owners assume the process from ‘decide to sell’ to ‘close’ takes 3-6 months. The actual range across LMM transactions is 18-36 months when measured from the first ‘should I sell?’ thought to wired funds at close.

Where the time goes: Step 1 (preparation) typically takes 12-24 months. Step 2 (valuation calibration) takes 1-3 months and overlaps with Step 1. Step 3 (buyer pool identification) takes 1-2 months. Step 4 (diligence preparation) takes 3-6 months. Step 5 (outreach and process) takes 2-4 months. Step 6 (LOI negotiation) takes 2-4 weeks. Step 7 (confirmatory diligence and close) takes 60-120 days.

Owners who skip preparation can compress the back end into 6-9 months total. The cost of compression: lower multiple, more re-trades, higher post-close indemnity exposure, and greater stress on you, your management team, and the business through the process. The math almost never favors compression unless there’s a forcing event (health, legal, regulatory).

Step	Time required	What the owner is doing	What an advisor is doing
1. Preparation	12-24 months	Fix gaps in financials, customers, ops, team	Buy-side partner can advise; sell-side typically not engaged yet
2. Valuation calibration	1-3 months	Model price, structure, after-tax proceeds	Calibrate against current buyer behavior
3. Buyer pool identification	1-2 months	Decide auction vs curated process	Build target buyer list (curated: 8-15 names)
4. Diligence preparation	3-6 months	Build data room, run sell-side QoE	Pre-test materials with representative buyers
5. Outreach and process	2-4 months	Deliver presentations, host visits, answer questions	Manage process, collect IOIs, drive bids
6. LOI negotiation	2-4 weeks	Negotiate price, structure, key terms	M&A attorney leads on legal terms
7. Confirmatory diligence and close	60-120 days	Respond to diligence, negotiate definitive docs	Push back on re-trades, finalize structure

Industry buyer demand in 2026: which industries are easiest to sell into right now

The 7-step playbook works for any industry. What changes by industry is the buyer-pool depth at Step 3 and the multiples at Step 6. In 2026, 11 industries currently have 25%+ of the 76 active U.S. lower middle market buyers we work with directly pursuing deals. Eight industries have under 10%. The same business in the same year can command a 1-2x EBITDA difference depending on which side it sits on.

Industries currently in active roll-up: manufacturing (50% of buyers active), electrical contracting (40%), HVAC (36%), distribution (34%), home services and plumbing (29% each), business services (25%), industrial services (20%), software (20%), healthcare services (16%). If your business is in one of these, the buyer-side window is open right now and your buyer pool at Step 3 is meaningfully deeper.

Industries with thinner buyer pools: restaurants, retail, automotive services, fitness, construction services, and most consumer-discretionary categories. Selling in these industries is still possible, but Step 3 is harder, Step 5 takes longer, and Step 6 multiples are lower. The 7 steps still apply — the conversion just requires more patience.

Common mistakes that cost owners the most money

Mistake #1: skipping Step 1 entirely. Most expensive mistake. Owners who go to market without preparation absorb 1-2x EBITDA of value loss across the process. The fix: 12-24 months of disciplined gap-closing before Step 5 begins.

Mistake #2: hiring the wrong advisor for the wrong step. Sell-side brokers are useful for running an auction at Steps 3-5 but are not preparation specialists. M&A attorneys are essential for Steps 6-7 but should not be relied on for valuation. CPAs handle structure but not buyer outreach. Get the right advisor for the right step rather than overpaying one role to do the work of three.

Mistake #3: accepting the first LOI. First LOIs are usually 10-25% below where competing offers will land if you drive a real process. Owners who accept the first LOI ‘because it’s good enough’ almost always discover later that they could have driven another 10-20% with 30 more days of competitive process.

Mistake #4: under-negotiating the LOI legal terms. Once the LOI is signed with exclusivity, the price-related terms (working capital, indemnity, R&W) are very hard to renegotiate. The time to push back is during LOI negotiation, not during definitive document negotiation.

Mistake #5: letting business performance slip during the process. A soft quarter during Steps 5-7 is the single biggest cause of late re-trades. Buyers underwrite trailing 12 months. If your trailing 12 months drops 10% during the process, your purchase price drops more than 10%. Operate the business as if no sale were happening.

How to use this playbook starting today

Identify which step you’re actually in. Most owners reading this article are in Step 1 (preparation) without realizing it. Some are in Step 2 (valuation calibration). A few are in Step 3 or beyond. Knowing where you are is the prerequisite for moving forward intentionally rather than reactively.

Build the timeline backward from your target market window. If you want to be in market in 18 months, Step 4 begins in 12 months, Step 3 begins in 14 months, and Step 1 begins now. If you want to be in market in 12 months, the timeline compresses but at least 9 of those months should still be Step 1 work.

Engage the right advisors at the right step. Buy-side partner or M&A attorney for early conversations in Steps 1-2. Tax advisor for structure planning in Steps 1-2. M&A attorney engaged formally in Step 4. Sell-side QoE accountant in Step 4. Wealth advisor before LOI signing. Don’t skip steps and don’t over-pay for advisors before you actually need them.

Conclusion

How do you sell your company? You run the 7 steps with discipline over 18-36 months. You don’t skip Step 1. You don’t accept the first LOI without driving competition. You don’t under-negotiate the legal terms in Step 6. You don’t let business performance slip during Steps 5-7. None of this is glamorous and most of it can’t be compressed without absorbing a discount. The owners who get the best exits know this going in. The owners who get the worst exits learn it too late, usually after they’ve signed exclusivity with a buyer who has more leverage than they realized. Run the playbook honestly. Pick the right advisors for the right steps. And if you want to talk to someone who knows the buyers personally instead of running an auction, we’re a buy-side partner — the buyers pay us, not you, no contract required.

Frequently Asked Questions

How long does it really take to sell a company?

Eighteen to thirty-six months from first ‘should I sell?’ thought to wired funds at close. The actual transaction phase (Steps 5-7) is 4-7 months. The remaining 12-30 months is preparation work: gap-closing in financials, customers, operations, and team. Owners who skip preparation can compress to 6-9 months total but typically absorb 15-25% in price discount and re-trades.

Can I sell my company without an advisor?

Technically yes, but rarely advisable above $1M EBITDA. The legal complexity (purchase agreements, R&W, indemnity, working capital) and the buyer-pool dynamics make unrepresented sellers vulnerable to material under-pricing and post-close indemnity exposure. At minimum, an experienced LMM M&A attorney is essential. Whether you also need a sell-side broker, a buy-side partner, both, or neither depends on the buyer-pool depth in your industry and your willingness to drive process yourself.

What’s the difference between a sell-side broker and a buy-side partner?

A sell-side broker represents you, charges you 8-12% of deal value (often $300K-$1M) plus monthly retainers, requires 12-month exclusivity, and runs an auction process to find buyers. A buy-side partner already has direct relationships with active buyers, introduces you to fit buyers without an auction, and is paid by the buyer when a deal closes. Different fee structures, different process speeds, different information leakage profiles. Neither is universally better — the right choice depends on your industry, your business size, and your tolerance for an auction process.

When should I tell my employees about the sale?

Generally not until you’ve signed an LOI with a specific buyer, with the exception of the 2-5 key employees whose departure between LOI and close would re-trade the deal. Those individuals should be brought into stay-bonus or retention conversations 6-12 months before LOI under appropriate confidentiality agreements. Telling the broader employee base before LOI typically damages morale and deal certainty.

How do I know what my company is worth?

Triangulate three approaches. First, multiple-of-EBITDA based on recent transaction comps in your specific industry and size band (not asking prices). Second, structure-of-deal modeling for cash at close, rollover, earnout, and seller note. Third, after-tax proceeds modeling. The headline multiple is less important than the cash you actually walk away with after structure and tax. A buy-side partner can give you a calibrated range based on what active buyers in your industry are paying this quarter.

What is a Quality of Earnings (QoE) and do I need a sell-side one?

A QoE is an independent accounting review that validates reported EBITDA and surfaces add-back issues. The buyer’s QoE happens after LOI in Step 7 and typically adjusts seller-reported EBITDA down 10-20%. A sell-side QoE is one you commission yourself in Step 4, before going to market, to find and fix issues before the buyer’s QoE finds them. For any business above $1M EBITDA with material add-backs, a sell-side QoE is among the highest-ROI investments in the entire process.

Should I take an earnout or push for all cash at close?

Push for as much cash at close as you can while accepting that some structure (earnout, rollover, seller note) is normal for LMM deals. Earnouts shift uncertainty back to the seller and are notoriously prone to disputes — if you accept one, negotiate measurement methodology, dispute resolution, and protections against post-close decisions that artificially suppress the metrics. Cash at close is worth more than nominally-equivalent earnout in almost all cases.

What is exclusivity in an LOI and how long should it last?

Exclusivity is the period during which you agree not to negotiate with other buyers while the chosen buyer completes confirmatory diligence. Buyers want 60-90 days minimum. Sellers should push for 30-45 days with milestone-based extensions and break fees if the buyer fails to perform. Exclusivity is leverage; once granted, the seller’s leverage drops substantially, so the LOI is the time to negotiate exclusivity terms hard.

How are reps and warranties different from indemnity?

Reps and warranties (R&W) are the seller’s statements about the business in the purchase agreement — that the financials are accurate, the IP is owned, there’s no undisclosed litigation, etc. Indemnity is the mechanism by which the buyer recovers if those statements turn out to be false. Together they create post-close exposure that can last 1-3 years. R&W insurance can shift this exposure from the seller to an insurer in exchange for a premium — common in larger LMM deals and increasingly common down-market.

What happens at closing day?

Definitive documents are signed by all parties. Funds are wired into escrow and to the seller. Working capital is settled (or a peg is established for true-up later). Equity transfers. Employment agreements with the buyer become effective. Press release (if any) goes out. Customer and employee communications begin per the agreed plan. Closing day itself is anticlimactic when prep is done well; it’s mostly logistical.

What happens after closing?

Transition. Most LMM deals require the seller to stay 12-24 months post-close in a defined transition role (sometimes 6-12 months, sometimes 24-36, depending on buyer type). Working capital is true-d up 60-120 days post-close. R&W exposure runs 12-36 months. Earnouts (if any) are measured over their defined period, typically 12-36 months. Post-close indemnity claims, if any, surface within the survival period.

What if I’m not sure I want to fully sell — can I do a partial sale?

Yes. PE recapitalizations let you take 50-80% of business value off the table while staying involved 3-5+ more years. ESOPs transfer ownership to employees with significant tax benefits. Family transitions move the business to next-generation owners. Each has different tax, control, and timing implications. Deciding which structure fits your goals is a Step 1-2 conversation, not a Step 6 negotiation.

How is CT Acquisitions different from a sell-side broker or M&A advisor?

We’re a buy-side partner, not a sell-side broker. Sell-side brokers represent you and charge you 8-12% of the deal (often $300K-$1M) plus monthly retainers, run a 9-12 month auction process, and require 12-month exclusivity. We work directly with 76+ buyers — search funders, family offices, lower middle-market PE, and strategic consolidators — who pay us when a deal closes. You pay nothing. No retainer, no exclusivity, no contract until a buyer is at the closing table. You can walk after the discovery call with zero hooks. We move faster (60-120 days from intro to close) because we already know who the right buyer is rather than running an auction to find one.