Two or three months. Decide to sell, find a buyer, close. Clean and fast.

It’s a reasonable-sounding timeline. It’s also almost entirely wrong.

In a best-case scenario — a prepared seller, a motivated buyer, clean financials, no surprises in due diligence — a well-structured IT services M&A transaction runs six to twelve months from start to finish. Does it ever go that way? Occasionally. Rarely. The more honest answer is that most deals take longer, sometimes considerably longer. A process that stretches to 18 months or two years is not a failed process — it’s often just the reality of two parties carefully finding their way to an outcome worth reaching.

The gap between expectation and reality isn’t just an inconvenience. It’s the reason sellers make bad decisions under pressure — accepting terms they’d have pushed back on earlier, or letting exhaustion tip them toward a conclusion before the terms are truly right. The owners who fare best are the ones who prepared for a marathon and were pleasantly surprised if it turned out to be a long half.

Here’s what the phases look like — in the best case.

Phase 1: Preparation — 4 to 8 Weeks

Before you go to market, you need clean financials, a professional valuation, organized documentation, and a go-to-market approach. For owners who’ve kept things in order, this takes four to six weeks. For those who discover their books need work — or who are surprised by what a financial review surfaces — it takes longer. There are no shortcuts here. Buyers will see what’s there, and what isn’t.

Phase 2: Finding and Qualifying Buyers — 2 to 3 Months

Once in market, the process of identifying the right buyers, having initial conversations, and generating offers takes real time. This is where working with an experienced advisor pays dividends — not by compressing the market, but by keeping multiple conversations moving simultaneously and preventing the common mistake of fixating on the first interested party while better options haven’t been fully explored.

Patience here is a form of leverage. Sellers who rush to the first offer almost always regret it.

Phase 3: LOI to Close — 60 to 120 Days

This is the phase that surprises people most. Once you’ve selected a buyer and signed a Letter of Intent, you enter an exclusivity period during which the buyer conducts full due diligence and both sides negotiate toward a purchase agreement. This is where deals slow down, surface complications, and occasionally fall apart.

Due diligence surfaces questions–so many questions. Attorneys negotiate language. Working capital adjustments get disputed. Deal fatigue sets in — on both sides. Owners who expected a two-month process discover this phase alone can run three if completed “quickly”.

Phase 4: Closing — 2 to 4 Weeks

The final legal process: signing, transferring, funding. Straightforward when everything before it has been handled well. Considerably less so when it hasn’t.

What Slows Things Down

A few things predictably extend timelines — and all of them are manageable with the right preparation:

• Disorganized financials that generate due diligence questions
• Customer concentration that requires creative deal structuring
• Contract assignability issues that legal teams have to work around
• Deal fatigue in the final stretch, when both parties are exhausted
• Too many informal advisors with conflicting opinions and no accountability

 Actionable Takeaways

If you have a target horizon, assume the process takes longer than you think — then build your timeline around that assumption.

• Thinking about selling in the next 1–2 years? Start a valuation conversation now. A Cogent Enterprise Valuation will tell you exactly where you stand and what to address before you go to market.
• Already in early conversations with a potential buyer? Engage a professional intermediary before you go further. Going it alone is how timelines — and deal terms — slip away from you.
• Feeling impatient mid-process? That’s normal, and it’s exactly when discipline matters most. The deals that close well are the ones where the seller stayed the course.

A thorough process is how you reach the right outcome. And the right outcome — financially and personally — is worth whatever it takes to get there.