OnwardLearn · Selling · Step 9. Prepare to close
Closing day
The short version
- Closing is when the documents are signed, the money moves and ownership changes hands.
- Most of the work happens in the days before: final documents, payoff letters and a settlement statement showing where every dollar goes.
- Many closings happen by e-signature and wire transfer, not around a table.
- Review the settlement statement carefully before you sign.
- Plan the first announcements and the handover in advance.
The days before closing
- Final documents are agreed by both attorneys.
- Payoff letters from your lenders state exactly what is owed on any business debt.
- A settlement statement, sometimes called a funds flow, shows every dollar: the price, what goes to pay off debt, fees, any money held back and what goes to you.
- Consents from your landlord and others are in hand.
- The buyer's loan is approved and ready to fund.
What you sign
Depending on the structure, you may sign:
- The purchase agreement, if not already signed.
- A bill of sale, transferring the assets.
- Assignments of your lease and contracts.
- Your non-compete and any consulting agreement.
- Documents for any note you are carrying.
- Documents for any money held back.
How the money moves
The buyer's lender and the buyer send funds, usually by wire. Your debts are paid off from the proceeds. Fees and any holdback are set aside. The rest is wired to you. Confirm wiring instructions by phone with a known contact before closing, because wire fraud targets closings.
What to review
Read the settlement statement line by line with your attorney and accountant. Check the price, the payoffs, the fees, the holdback and the amount coming to you. Questions are easiest to fix before you sign.
After the signatures
- Hand over keys, passwords, accounts and codes, as agreed.
- Begin the handover plan with the new owner.
- Follow the agreed plan for telling your team and customers. Lessons 10.1 and 10.2 cover this.
Take this to your own people
The questions for this topic, for your attorney, your accountant or your lender.
- For your M&A attorney: "Can I see the settlement statement a few days before closing?" Listen for: a yes, with time to review it with your accountant.
- For your accountant: "Does the amount coming to me match what we expected?" Listen for: a line-by-line check against the math from Lesson 3.7.
- For your M&A attorney: "How will we confirm wiring instructions safely?" Listen for: a phone confirmation with a known contact, never instructions sent only by email.
When you’re ready
How a sale actually happens, in plain language — before you decide anything. Make a free account — nothing is shared