In this episode, Michael Stanley breaks down one of the most important documents in any business sale: the purchase agreement.

Michael walks through how the purchase agreement serves as the final, definitive contract that officially transfers ownership once the deal closes and funds are wired. He explains how this document is developed alongside the due diligence process, beginning after the Letter of Intent and evolving as buyers verify financials, operations, and risk.

The conversation covers what actually goes into a purchase agreement, including net working capital true-ups, seller representations and warranties, and how different deal structures like seller notes, earnouts, and rollovers are documented. Michael also explains how legal teams negotiate the agreement throughout due diligence and how everything comes together at closing.

Whether you’re a founder preparing for an exit or just trying to better understand how deals actually get done, this episode offers a practical, real-world look at what happens between LOI and close.

https://www.linkedin.com/in/michael-k-stanley-jr-mba-cexp™-30916131/

On this episode of Sell Side, host Michael Stanley sits down with Shelby Ashley, founder of Optimized Financial Solutions, to unpack what small business owners often misunderstand about their finances—and how that confusion can limit growth, cash flow, and exit opportunities.

Shelby shares her journey from corporate financial analyst to fractional CFO and explains why most businesses outgrow basic bookkeeping long before they’re ready for a full-time CFO. The conversation dives into cash vs. accrual accounting, why profit on paper doesn’t always mean money in the bank, and how forward-looking financial strategy helps owners regain clarity and confidence.

Michael and Shelby also explore the M&A side of small business finance, including preparing a company for sale, internal succession planning, common valuation mistakes, and how buyers should evaluate cash flow, debt, and operational risk before acquiring a business. Along the way, Shelby offers practical advice on hiring, forecasting, and removing the owner from day-to-day operations so the business can truly scale—or sell.

Whether you’re overwhelmed by your numbers, thinking about an eventual exit, or considering acquiring another business, this episode delivers grounded, real-world insight into what healthy financial leadership actually looks like.

https://optimizedfinancialsolutions.com

https://www.linkedin.com/in/shelby-ashley-mba-a72903b9/

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In this episode of Sell Side Shorts, Michael Stanley breaks down one of the most critical documents in the M&A process: the Letter of Intent, or LOI. He explains what an LOI is, when it shows up in a transaction, and why it represents a major turning point for business owners considering a sale.

Michael walks through what an LOI typically includes, such as purchase price, deal structure, timing, exclusivity, and key contingencies. He also explains how an LOI differs from an indication of interest, why leverage often shifts once exclusivity is signed, and what happens during the pre-sale due diligence phase that follows.

If you’re a founder or business owner thinking about selling your company, this short episode provides a clear, practical look at why the LOI is the first real commitment in a transaction and why it deserves careful consideration before signing.