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Guide6 min readUpdated this week

Planning the transition, and what not to promise

The transition is the last term negotiated and the first one to cause trouble after close. Buyers ask for as much of your time as they can get. What you agree to should be a defined commitment, not an open door.

What buyers are buying

Relationships and knowledge that are not written down anywhere. Which supplier will do a rush order, which customer pays late but always pays, why the second machine is calibrated differently. Your transition is the mechanism for moving that across, and it is worth real money to the buyer.

Define it in hours

Never agree to be available. Agree to a number of hours a week, for a number of weeks, with a day rate for anything beyond it. 60 days full time then 60 days on call at eight hours a week is a normal shape. Open-ended commitments are how sellers end up working unpaid for a year.

A shorter transition is worth trading for

Buyers will often give up part of an earnout or move on price to get a longer handover. If you want out sooner, put that on the table instead of conceding it quietly.

The three phases

Weeks 1 to 2You run it, buyer shadows. Introductions to suppliers and key customers, together.
Weeks 3 to 8Buyer runs it, you are there. They make the decisions and you correct in private, not in front of staff.
On callDefined hours, scheduled rather than ad hoc. A weekly call beats being phoned at random.

Telling your staff

Agree the timing and the words in the LOI, before conditions. Both owners in the room, on the same day, with the buyer saying what is not changing. Staff hear a rumor long before you plan to tell them, so the date matters more than the script.

What to hand over

  • Bank, payment processor and payroll access.
  • Supplier portals and account numbers.
  • Domain, email, website and social accounts.
  • Customer records, including the informal notes.
  • Keys, alarm codes, and whatever is not documented anywhere.

When it goes wrong

The common failure is a buyer who wants you to keep making decisions and a seller who keeps making them. Both feel helpful and both stall the handover. If you are still deciding things in week six, the transition is not working, and the earnout you agreed depends on the business running without you.

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