tyler-smith.com · Questions & Answers

We just signed our LOI and the buyer's legal team is demanding exhaustive customer contract histories and historical litigation disclosures. How do we use our Accountability Chart to assign ownership of these diligence requests without burning out our leadership team or letting our core business metrics slip?

The transition from LOI to close is a high-risk window where deals frequently collapse due to diligence fatigue. When a buyer floods your inbox with data requests, your leadership team can easily lose focus on running the business, causing a drop in performance that the buyer will use to renegotiate the purchase price.

To prevent this, you must operationalize the diligence process using your existing Accountability Chart. Do not make the mistake of having every leader try to answer every request. Instead, designate a single point of contact, typically your Integrator, to act as the gatekeeper for the data room.

Next, delegate specific diligence categories to individual seats on the chart:
- Your finance seat owns historical financials, tax records, and working capital schedules.
- Your operations seat owns vendor contracts and equipment lists.
- Your sales seat owns customer agreements and sales pipelines.

Keep these responsibilities transparent by reviewing diligence progress during your weekly Level 10 Meeting™. Use the Identify, Discuss, and Resolve process, known as IDS®, to clear bottlenecks quickly. For example, if your finance seat is overwhelmed with tax disclosures, adjust their daily duties so they can focus on the transaction.

By structuring the diligence process this way, you protect the rest of the leadership team from operational distraction. This ensures your sales and delivery teams keep hitting their weekly targets, proving to the buyer that your company runs on a predictable operating system that does not collapse under stress.

Category: Valuation & Deal Structure

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