Post-close · 3 min read
What Happens After Your M&A Deal Closes?
The post-close reality — transition services, earnouts, escrows, integration, and the personal adjustment that catches many sellers off-guard.
By John Norton · May 15, 2026
Post-close · 3 min read
The post-close reality — transition services, earnouts, escrows, integration, and the personal adjustment that catches many sellers off-guard.
By John Norton · May 15, 2026
Closing is a milestone, not the finish line. Several things happen after the wire hits.
Most deals include a formal transition period — 60 to 180 days is typical. You're helping the new owner understand the business, meet key relationships, and take over operations. Some sellers stay in a defined role longer.
Typically 5%–15% of purchase price sits in escrow for 12–24 months to cover potential indemnification claims. Assume you'll get most of it back, but plan cash flow assuming you might not.
Most deals include a post-closing working capital adjustment — a settlement of the difference between the actual working capital at closing and the agreed target. This can be a positive or negative adjustment.
If your deal includes contingent payments based on future performance, those unfold over the earnout period. Track them carefully; disputes here are common.
Many owners underestimate this. Your identity, your daily structure, your sense of purpose — much of it was tied to running the business. Have something meaningful lined up for the year after: a new venture, a board role, travel, family, or the sabbatical you've been putting off. The void is real.
The liquidity event triggers substantial planning. Charitable strategies, family wealth transfer, investment allocation — get the right advisors involved before closing, not after.
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