How Was I Suppose To Know That?

Ready to sell your business without leaving money on the table or inviting a post-closing headache? We break down due diligence in plain English and show how early preparation turns chaos into clarity, protects your price, and shortens the path to a clean exit. With partner and M&A attorney John Thielen from Company Counsel, we dig into what buyers actually look for, how documents get reviewed, and why the right systems can raise your valuation.We start by defining due diligence beyond buzzwords: the structured exchange of financials, contracts, leases, corporate records, and proof your operations work without you. John explains how letters of intent set the stage, why LOIs are mostly nonbinding but still shape exclusivity and expectations, and how diligence windows typically run 30 to 45 days. We explore deal mechanics like purchase price adjustments tied to findings, escrow holdbacks, and the hidden friction of third-party consents such as landlord approvals and contract assignments.From there, we map a prep plan owners can follow months or even years in advance. Build a central repository for everything: formation documents, cap tables, tax returns, client and vendor contracts, employment and contractor agreements, IP assignments, SOPs, and HR policies. Document how work gets done, from onboarding to delivery to invoicing, so buyers see a transferable machine rather than a founder-dependent practice. We also tackle the myth that skipping diligence saves time. In reality, poor prep invites delays, lower offers, and expensive litigation later.Whether you are eyeing an exit in two years or two months, this playbook helps you organize, disclose, and negotiate with confidence. If you want to pressure-test your readiness, set up a legal audit and get your checklist moving now. Subscribe for more owner-first conversations, share this with a founder who’s thinking about selling, and leave a review to tell us what part of the exit process worries you most.