We signed our LOI and the buyer is dragging out the legal drafting process, causing our leadership team to lose focus. How do we use our operational rhythm to force the buyer to close without letting our performance slip?

Question

Tyler Smith · Accepted Answer

Once the LOI is signed, the buyer's legal team often slows down the drafting of the Asset Purchase Agreement to wear you down and renegotiate key deal terms. This period is incredibly dangerous because a distracted leadership team can easily let operational performance slip, giving the buyer the perfect excuse to demand a price reduction. To survive this phase, you must use your established operational structure to wall off the transaction from daily operations.

Your Integrator must own the transaction process, acting as the primary point of contact for the buyer's deal team. This allows your visionary owner and key department heads to focus entirely on running the business and hitting their quarterly goals.

During your weekly Level 10 Meeting™, keep the agenda focused strictly on your operational Scorecard and your Rocks. Do not let transaction updates hijack the meeting. Instead, isolate all deal-related issues into a separate, dedicated weekly meeting attended only by the Integrator, the owner, and your legal advisors.

To maintain momentum, establish a clear closing timeline with the buyer at the outset. Negotiate a reasonable exclusivity period in the LOI, typically forty-five days, and state clearly that if the transaction does not close by the drop-dead date, the exclusivity expires. This forces the buyer's legal team to move quickly while ensuring your leadership team remains focused on keeping the business healthy and valuable.