Due Diligence for Arizona Business Sellers: the full guide

After a letter of intent, the buyer and their lender open the file. They check whether the numbers, the lease, and the licenses match what we marketed. That is diligence on Main Street. It is confirmation.

I set the window in the LOI. I do not promise a one-size clock. Messy books drag. A prepared seller moves faster. The clocks after an LOI are on how long a sale takes in Arizona.

The first ask is usually the same. Tax returns and P&Ls that reconcile. If the story in the P&L does not match the returns, the asking price does not survive that meeting.

I am not handing you a legal document list. Buyers and lenders ask for what they need to underwrite the file in front of them. Add-backs you can document. Owner pay you can show. One-time items with a paper trail.

The worksheet that starts that conversation is Value My Business. How the deal is structured is a different conversation. See asset vs stock sale in Arizona.

The second pack is occupancy and permission to operate. A current lease, or a path to assign it. Any license that has to transfer with the sale. On restaurants and bars, that is often liquor.

I am a broker, not a landlord attorney or a liquor attorney. I still map the assignment language and the license series before we open the room. A short lease or a license nobody tracked is how diligence stalls.

Care agencies carry the heaviest license pack: state licensing, Medicare and AHCCCS enrollment, and accreditation can each need their own change-of-ownership filing. How I map that early is on selling a home health care business in Arizona.

Buyers want to see the shop run without you in every chair. If the recipes, the vendor list, and the Saturday rush live only in your head, the file looks riskier than the P&L.

Owner-only knowledge with no records is the slowest kind of diligence. I would rather write the operations down before a buyer asks than invent them under a deadline. Seller paper is a financing term. Diligence still runs in full. See seller financing in Arizona.

Marketing stays confidential. The teaser does not name the business. Sensitive diligence waits for a signed NDA and a buyer who can close. Curiosity is not a reason to open the tax returns.

See how confidential marketing works. How I run the rest of a listing is on Sell My Business.