Where the months go

How long does it take to sell a business?

Six to nine months is normal. Here is what happens in each stage, what makes a sale slow, and how preparation takes months out of the back end.

Six to nine months from starting to completion is normal for a UK owner managed business. Twelve is common. Under four is rare and usually means a buyer was already in place.

That is the honest answer. The more useful answer is where the months go, because most of them are avoidable and almost none of them are in the parts people expect.

Where the months actually go

Indicative for a UK owner managed business. Six to nine months start to finish is normal.

M1M3M5 M7M9M12 Preparation and valuation Approaching buyers Offers and negotiation Heads of terms Diligence and legals Diligence is where deals slip, and almost always for reasons that existed before you started. Preparation done before month one takes weeks out of the back end.
The stages overlap and the calendar is not evenly divided. Diligence is the longest and the least predictable, and it is the one you can shorten most by preparing early.

Stage by stage

Preparation, one to two months

Valuation, getting the numbers into a state a buyer can test, an information memorandum, a buyer list. Owners often treat this as dead time. It is the stage that determines how long everything after it takes.

Approaching buyers, two to three months

Making contact, signing confidentiality agreements, getting information out, answering first round questions. The timing here depends on how targeted the list is. A wide mailshot generates volume and very little else.

Offers and negotiation, one to two months

Indicative offers, meetings, narrowing to one. Faster with genuine competition, slower with a single interested party who knows they are the only one.

Heads of terms, two to four weeks

The commercial shape of the deal. Short, and worth taking properly rather than rushing. Covered on the heads of terms page.

Diligence and legals, two to four months

The longest stage and the least predictable. Financial, legal and commercial diligence run alongside the drafting of the sale agreement, the disclosure letter and everything else.

This is where deals slip, and almost always for reasons that existed before the process started.

Thinking about selling in the next year or two? Preparation now takes months out of the back end. A valuation tells you what to work on first.

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What makes a sale slow

  • Records that cannot be verified. Every question a buyer’s accountants cannot answer from your figures becomes a request, and every request is a week
  • Problems discovered rather than disclosed. A known issue raised early is a negotiation. The same issue found in diligence is a crisis
  • One interested party. Without competition there is no pressure on the buyer to move
  • Third parties. Landlord consents, change of control approvals, key customers confirming they will stay
  • An owner still running the business. A sale is close to a full time job on top of the one you already have
  • Trading falling away mid process. The fastest route to a renegotiated price, and it happens because the owner is distracted

How to take months out of it

  1. Get three years of accounts into a state that survives scrutiny, with a documented adjustment schedule rather than assertions
  2. Run your own diligence first. Find what a buyer would find and fix or disclose it
  3. Gather the documents before you need them. Contracts, leases, insurance, employment records, licences
  4. Resolve anything outstanding. A dispute, an HMRC query, a lease coming to an end
  5. Create competition. More than one buyer changes the pace more than anything else on this list
  6. Protect the trading performance. Nothing costs more than a bad quarter during diligence

The part nobody budgets for

Your time. Six to nine months of information requests, meetings and questions, on top of running the business. Owners consistently underestimate this, and underestimating it is how trading slips at exactly the wrong moment.

It is also the strongest argument for having someone else manage the process, so the questions come to them and only the decisions come to you.

Common questions

Answered.

How long does it take to sell a business in the UK?

Six to nine months is typical from starting the process to completion, and twelve is common. Under four months is rare and usually means a buyer was already identified. Preparation before you begin is what shortens it most.

Which stage takes longest?

Diligence and legals, at two to four months, and it is also the least predictable. It is the stage you can shorten most by preparing properly beforehand, because most delays there are caused by things that existed before the process started.

Can I speed it up?

Yes, mostly before you start. Clean verifiable accounts, documents gathered in advance, known problems resolved or disclosed, and more than one interested buyer. Competition changes the pace more than anything else.

What slows a sale down most?

Information a buyer cannot verify, and problems they discover rather than being told. Both convert a negotiation into an investigation, and investigations take weeks.

Preparation is the shortcut

Start before you need to

Almost everything that slows a sale down can be fixed beforehand. A free valuation tells you what to work on and what it is worth doing.

Get a free valuation