Whether you're selling, buying, or merging, an M&A transaction typically follows the same overall structure. Here's the process from start to closing, step by step.

Short answer: A typical M&A process goes from strategy and preparation, through contact with the counterparty and a letter of intent (LOI), to due diligence, negotiation of the final agreement (SPA), signature (signing) and completion (closing). The process often takes between 3 and 9 months depending on the business's size and complexity.

1. Strategy and preparation

The seller prepares the business for sale (cleaning up accounts, ownership and contracts), while a buyer defines what type of business matches their strategy. See our guide to selling a business in 7 steps.

2. Teaser and contact

The seller side often prepares an anonymous teaser and later a fuller Information Memorandum (IM), once an interested buyer has signed a confidentiality agreement (NDA).

3. Indicative offers and LOI

Interested buyers submit an indicative offer. If the parties agree on the overall framework — price, structure and timeline — it's formalized in a letter of intent (LOI).

4. Due diligence

The buyer reviews the business's finances, legal matters, operations and employee affairs to confirm the basis for the deal. See due diligence when selling a business.

5. Negotiation and SPA

The parties negotiate the final transfer agreement (SPA) — including price, warranties, liability and any earn-out.

6. Signing and closing

At signing, the parties sign the agreement. At closing, the transfer itself is completed — typically once any conditions (e.g. regulatory approvals) are met. Sometimes signing and closing happen the same day, other times weeks apart.

7. Integration

After closing, the work of getting the businesses to function together awaits — from employees and customers to systems and brand. For the seller leaving the business, this phase is often short; for a buyer growing through acquisitions, it's decisive for whether the deal actually creates value.

Read also about what an M&A lawyer does throughout the process.

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