What kills deals in the last thirty days

The short version

• Many deals look done and still fall apart near the end.
• The usual causes are lender conditions not met, a low valuation, a landlord or license holdup, slipping results and surprises in the final documents.
• Most can be prevented by starting early and tracking every condition.
• Keep the seller informed and engaged. A seller who gets cold feet is hard to win back.
• Make a closing checklist with every condition, owner and date, and review it every week.

Common causes

Lender conditions not met. A missing document, an unsigned landlord waiver or a life insurance policy not yet issued. Each is small. Together they delay closing.

A low valuation. The lender's valuation comes in under the price, and the gap is not resolved. Lesson 8.2 covers your options.

The landlord. Consent to assign the lease, or a new lease, is slow or denied. Lesson 8.5 covers this.

Licenses and permits. You cannot get a license in time to operate on day one. Lesson 7.5 covers this.

Results slip. The business has a weak month or two during the sale. The lender recalculates, or you ask for a lower price. Lesson 9.1 covers retrades.

The seller hesitates. Selling is emotional. Some sellers get cold feet when it becomes real.

Final document disputes. Late arguments over the purchase agreement, working capital or money held back.

Your own cash. Funds not in place, or not documented the way the lender requires.

Fraud. Fake wiring instructions at the last minute. Lesson 9.3 covers how to protect yourself.

How to keep it on track

• Keep a closing checklist: every condition, who owns it and when it is due.
• Hold a weekly call with your attorney, CPA, lender and, where possible, the seller's side.
• Start slow items early: landlord, licenses, insurance and your entity.
• Keep the seller engaged. Share progress. Respect their concerns.
• Raise problems the day you find them.

If it falls apart

Sometimes a deal cannot be saved. If so, walk away cleanly, as Lesson 7.6 describes. Keep your lender relationship, your advisors and your pre-qualification ready. The next business may close faster because of everything you learned.