How Does the M&A Process Work When Selling a Tech Company?

Selling a tech company follows a defined sequence: preparation, buyer outreach, indications of interest, management meetings, a letter of intent, due diligence, and closing. Run well, most engagements close within four to six months from kickoff.

Here is what actually happens at each stage, based on 209+ deals and more than $10 billion in transaction volume.

Stage 1: Preparation (weeks 1 to 4)

Deals are won or lost before the first buyer call. Preparation means getting your financials clean and defensible, normalizing EBITDA, documenting your recurring revenue, and identifying the problems a buyer will find so you can fix or explain them first. Your advisor builds the confidential information memorandum (the CIM), the document serious buyers use to decide whether to engage, and sets a valuation expectation grounded in what comparable companies have actually traded for, not what a founder read in a headline.

This stage also produces the buyer list. For a payments, fintech, or SaaS company, the right list is not 300 names from a database. It is a curated set of strategic acquirers and financial sponsors who have real reasons to want your specific asset, assembled by someone who knows those buyers personally.

Stage 2: Outreach and first-round interest (weeks 4 to 8)

Your advisor contacts buyers under NDA, distributes the CIM, and manages the flow of questions. The goal is controlled competition. One interested buyer is a hostage negotiation. Several interested buyers on the same clock is a market. Buyers submit indications of interest (IOIs), non-binding letters stating a valuation range and structure. IOIs let you cut the field to the buyers who are serious and in range.

Stage 3: Management meetings and the LOI (weeks 8 to 14)

Shortlisted buyers meet you. These meetings matter more than founders expect. Buyers are underwriting you and your team as much as your numbers. Your advisor preps you, keeps the sessions on script, and pushes buyers toward final bids.

Then comes the letter of intent. The LOI sets price, structure, exclusivity, and timeline. This is the point of maximum leverage you will ever have, because the moment you sign and grant exclusivity, competition disappears. Everything important should be negotiated before that signature: headline price, cash versus rollover versus earnout, working capital treatment, and key employment terms. Negotiating these later, alone in exclusivity, is how sellers get retraded.

Stage 4: Due diligence (weeks 14 to 22)

The buyer's accountants, lawyers, and often a quality of earnings team examine everything: financials, contracts, code, customer concentration, compliance. Diligence is where unprepared deals die and prepared deals grind forward. The work done in stage one pays off here. Your advisor's job is to keep the data room moving, manage the question log, and defend the deal every time a finding becomes a renegotiation attempt.

Stage 5: Definitive agreements and close (weeks 20 to 26)

Lawyers negotiate the purchase agreement: reps and warranties, indemnification, escrow, and closing conditions. These terms shift real dollars and real risk, and your advisor works alongside your counsel to keep the business deal intact through the legal drafting. Then funds flow, and the deal is done.

Why the process needs a senior operator

Every stage above involves judgment calls that only experience teaches: which buyer's IOI is real, when to push on price, when a diligence finding is noise and when it is a threat. At 733Park, clients work directly with me through every one of those calls, not with a junior associate learning on your transaction. Process discipline is what separates deals that close from deals that drift.

If a sale is on your horizon, start with a number. Our free valuation calculator is at 733park.com/tools/portfolio-valuation, and a confidential conversation is one message away at 733park.com/contact.