The Importance of the T-Minus Tool in the M&A Process

We always use a T-Minus Schedule in planning our sales processes. T is our targeted closing date, and the number after it is the target days before closing. It looks something like this, understanding delays always occur and this can easily push out 60 to 90 days or more:

Timing - Event

T-140 - Begin interviewing lawyers and tax experts

T-130 - Hire lawyer and tax expert

T-130 - Begin filling Data Room

T-130 - Begin preparing Book and Teaser

T-130 - Begin identifying potential buyers and the proper contacts

T-110 - Complete CIM and Teaser

T-100 - Contact first priority targets with Teaser

T-100 - Complete Data Room

T-85 - Provide interested first priority targets with CIM

T-70 - Complete first meetings with interested targets

T-60 - Deadline for submission of LOIs

T-45 - Signed LOI with the buyer you have selected

T-45 - First draft of PSA

T-45 - Open Data Room to buyer

T-10 - Finalize PSA

T-5 - Finalize all other documents and complete all other conditions

T - Closing

Of course, every deal is unique, and the T-Minus Schedule will vary accordingly. But the key is to (1) have a schedule that has the critical tasks, deadlines, and individual accountabilities for getting those tasks done, (2) have an agreement by both parties, lawyers, and other parties to meet the time and accountability requirements, and (3) manage the schedule rigorously.

GROW and SELL Advisors, wholly-owned by Traversi & Co., LLC, is a premier sell-side M&A advisory firm – a boutique investment bank – serving the lower middle market.  Visit us here.

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