Washington National Cathedral at dusk, its Indiana limestone towers lit against a grey sky.

Exit Readiness Partnership

Two seats in the business for the two years before you sell.

For owners who have had the Exit Readiness Review and want its fix list run with them. A CFO and an operating partner in the business every month, working the list on two clocks, with the books taking twelve to twenty-four months and the structure two to five years, re-scored every quarter against the five things a buyer prices. It ends when a buyer can see the proof, on your timeline.

The two clocks

The books take a year or two, and the structure takes longer.

Twenty-four months, two clocks and five workstreams, with a re-score at the end of every quarter.

Twenty-four months on two clocks

Re-scored at the end of every quarter

Workstream

Q1re-score

Q2re-score

Q3re-score

Q4re-score

Q5re-score

Q6re-score

Q7re-score

Q8re-score

The books12 to 24 months · the CFO seat

A · Clean numbersClose by day 15, margin by revenue line, add-backs documented as they happen
Three months of clean reporting, then a year of it
Held, and re-scored
E · Deal-readyAgreements, consents and the data room
Agreements and consents
Data room; sell-side QoE

The structuretwo to five years · the operating partner seat

B · Runs without youPricing authority into a second seat; approvals moved and written down
A second seat sets prices through a full cycle
Proven by repetition
C · Leadership benchA successor who has held the seat, with the numbers to show it
Hire or promote, then a full cycle in the seat; continues past month 24
D · Market positionConcentration down by winning accounts; a margin trend a buyer can extrapolate
Price file first
New accounts won; three years of margin, if time allows

The books12 to 24 months

A · Clean numbersClose by day 15, margin by revenue line, add-backs documented as they happen

Q1 to Q4, then held

E · Deal-readyRetention agreements, the equity understanding in writing, consents requested; the data room and sell-side QoE at the end

Q1 to Q2 · Q7 to Q8

The structuretwo to five years

B · Runs without youPricing authority into a second seat; approvals moved and written down

Q1 to Q6, then proven

C · Leadership benchA successor who has held the seat through a full cycle

Q1 onward

D · Market positionConcentration down by winning accounts; a margin trend a buyer can extrapolate

Q3 onward

Who hears about the sale, and when, is planned with counsel inside the structure clock. At each quarter’s end the five dimensions are re-scored against evidence and the list is re-ordered by what moved.

Windows from practitioner sources read in October 2026: the books in 12 to 24 months (FE International, Morgan & Westfield); the structure over two to five years (Viking Mergers, Adam Coffey). The workstreams are the five dimensions of the Foundation Check. Illustrative sequence; the Review sets the order for each business.

Three people at a table working through the numbers and a laptop

What the seats do here

The same two seats, pointed at a sale.

The CFO seat closes the books by a set day with margin by line, and documents the add-backs as they happen, so a buyer’s reviewer finds them written down at the time. The operating partner moves pricing authority into a second seat, puts the people a buyer must keep under agreement, hands the vendor programs over with introductions, and gives the owner-held accounts a named contact who is not you. One seat or both. How the seats work, the cadence and the six-month minimum are set out once, on the CFO & Operating Partner page.

From the letter to the cash you keep

Illustrative · $ in thousands

The price in the letter of intent
5,000.0
Funded debt repaid at closeThe term note, per the debt schedule
(593.0)
Transaction feesBroker, counsel, the sell-side review
(300.0)
Working capital delivered above the peg
27.9
Escrow held at closeReleased after the survival period, if nothing is claimed
(250.0)
Cash at close
3,884.9
Escrow releasedTwelve to eighteen months later
250.0
Cash the owner keeps
4,134.9
At close
3,884.9

What reaches the owner on the day of the wire, after debt, fees and the escrow.

Held back
250.05.0% of price

Sized by what the consents and the agreements leave open. Cleaner agreements, smaller escrow.

Kept, all in
4,134.982.7% of price

Every line but the debt moves with the fix list.

Hoosier Supply Co. is fictional; the price in the letter, the fees and the escrow are assumptions. $ in thousands. The debt and the working capital figures are from the sample review. No value is implied.

What you keep

Between the price in the letter and the cash you keep sit five lines, and the fix list moves four of them.

Owners plan around the price in the letter of intent. Between that figure and the wire sit five lines: the debt repaid at close, the transaction fees, the working capital true-up against the peg, the escrow held at close, and the escrow released months later if nothing is claimed. On the sample business a $5.0 million letter becomes about $3.9 million at close and about $4.1 million once the escrow releases. We put no value on a business in writing. The partnership works on the lines between the letter and the wire. The peg moves with the books, the escrow with the consents and the agreements, the fees with how long the process runs.

Owner walking the floor of a plastics molding plant with a tablet while the presses run

Owner dependence

A buyer wants independence proven by time, which is why this starts two years out.

Owner dependence is the finding that takes longest to fix, because the proof is repetition: a second seat that has set prices through a full cycle, a vendor program that renewed without you in the room, an account that stayed after the named contact changed. Step away for three weeks with the phone off and write down what breaks. The list is the first quarter’s work, and the next quarter’s re-score shows whether the fix held.

Owner on the plant floor with the engineer who will run it next

Where it starts

It starts with the Review, and most owners run the list themselves.

The Exit Readiness Review ends in a fix list with a call on every item. Most owners take the list and run it. The list is written for that. This partnership is for the ones who want it run with them, and it can start the month after the readout or two years later when the list has not moved. If you haven’t had the Review, start there. If you are weighing where you stand first, the Owners & Sellers page lays out the choices.

Questions

Three questions owners ask about the partnership.

The field guide Bought, Not Sold covers the two years before a sale in eleven short chapters, and two articles cover how to increase business value before you sell and why buyers cut the price after the LOI.

Can we start without the Review?

We start with one. The list the seats run has to come from evidence. If another firm has run a readiness review or a sell-side quality of earnings for you, we read it and scope around it.

What does it cost, and how long is the minimum?

The seats are priced on the CFO & Operating Partner page, on a six-month minimum. Most exit partnerships run eighteen to twenty-four months, and the engagement ends when a buyer can see the proof or when you say so.

What happens when a buyer shows up early?

The list re-orders to paperwork and pricing, the sell-side Quality of Earnings runs the buyer’s test first, and the seats stay through diligence so the questions are answered the same day they are asked. Owners who sell early sell with the work part done, and part done still moves the price.

Get started

Tell us how far out you are.

If you have had the Review, bring the fix list and we’ll tell you which items the seats would take first. If you haven’t, take the free Foundation Check in about ten minutes, or book the Review.