Sometimes a buyer will ask detailed legal questions early in the post-LOI diligence process. Not surface-level items, but thoughtful points around structure and documentation.
At first glance, it can feel premature. It’s often the opposite.
The most serious buyers with strong strategic intent often don’t wait long to start thinking about closing. They begin teeing up the purchase agreement early, aligning internal teams, and identifying potential friction points before they become issues.
This is a strong indication that they’re serious and want to move quickly. From their perspective, once conviction is confirmed, they’re ready to execute. While less serious buyers might still be evaluating the opportunity in the early stages of post-LOI diligence, the ‘more-serious’ buyers are already thinking about closing. Legal, tax, and structural considerations are brought forward early to avoid surprises later. For sellers, this sets the tone because the buyer preparing for the closing early in post-LOI diligence is often a very serious buyer who is far more likely to close on schedule and with limited friction.
Have a great day,
Max McFarland
Associate
