Selling Your Startup

19Closing the Deal

You've made it through the LOI, the bulk of the due diligence process, and you've negotiated the final sales and purchase agreement. What's the next step to actually get the deal closed and get money in the bank so that you can move on to the next stage for yourself, your team, and the company?

The Anatomy of an M&A Deal Closing

Buying and selling a business isn't like one-click Amazon checkout. An M&A closing is probably the most complex and time-consuming type of sales transaction there is.

Even after you've hashed out and negotiated the final, definitive purchase and sales agreement, there may still be things to work out.

You can have a closing simultaneous with signing the purchase agreement, but in the vast majority of mergers and acquisitions deals, the closing is a multistep process

1. Closing conditions
2. Signing final agreements and documents transferring ownership
3. Final financial adjustments
4. Transfer of funds, disbursements, and paying taxes
5. Integration
6. Solving post-closing issues

Once all closing conditions are met, the actual closing can be scheduled. Key factors at this stage can include regulatory and shareholder approval.

Closing Preparations

The deal isn't closed until everyone has signed every document and funds are transferred.

You can expect your lawyers to take the lead here in reviewing the closing documents and overseeing the required signatures and compilation of signed paperwork.

Although your legal team will go through every detail, ...