What Happens After You Accept an Offer on Your Business?

What Happens After You Accept a Business Offer?

You’ve listed your business, found a serious buyer, and they’ve submitted an offer you’re prepared to accept. It feels like the finish line — but in reality, you’re about halfway there. Understanding what happens after you accept an offer is critical to making sure the deal actually closes.

Step 1: The Letter of Intent (LOI)

An accepted offer is formalized through a Letter of Intent (LOI) — a non-binding document outlining the key terms: purchase price, deal structure, payment terms, earnest money deposit, exclusivity period, and contingencies. Getting the terms right at this stage is important, because renegotiating after due diligence has started is difficult and sometimes deal-killing.

Step 2: Due Diligence (30–90 Days)

Once the LOI is signed, the buyer enters due diligence — their opportunity to verify that everything you’ve represented about the business is accurate. Buyers will typically review three years of financials and tax returns, customer contracts and concentration, vendor agreements, lease agreements, employee records, licenses and permits, and any pending legal matters.

Transparency is your best strategy. Any surprises a buyer discovers on their own are far more damaging to the deal than issues you disclose proactively.

Step 3: SBA Financing (If Applicable)

If the buyer is using an SBA loan — common for small business acquisitions in Florida — the lender will conduct their own underwriting process in parallel with due diligence, typically adding 60–90 days to the process.

Step 4: Purchase Agreement Negotiation

Once due diligence is complete, attorneys draft the formal Purchase Agreement — the legally binding document covering final purchase price and payment terms, what assets are being transferred, representations and warranties, indemnification provisions, non-compete agreements, and transition obligations.

Step 5: Closing Day

At closing, documents are signed, funds are wired, and ownership transfers. Depending on the deal structure, you may receive the entire purchase price at closing, or a portion may be structured as seller financing.

Step 6: Transition Period

Most buyers require a transition period — typically 30 to 90 days — during which you remain available to train the new owner, introduce key customers and vendors, and help ensure a smooth handoff. The length and compensation for this period should be negotiated before closing.

Having an experienced broker and M&A attorney throughout this process protects you from common pitfalls. Let’s connect and start mapping out your exit strategy.

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