Treat closing as the transfer of a live operating business, not simply a property deed. Hotel transactions can require special treatment of inventory, advance bookings, deposits and gift-card obligations; Seyfarth emphasizes negotiated closing adjustments and a post-closing reconciliation mechanism. (seyfarth.com)
Build a signed responsibility matrix
For every item, identify the seller, buyer, operator, adviser or vendor responsible; the deadline; evidence of completion; and fallback plan.
- Required approvals, consents, releases and insurance binders.
- Final funds flow and independently verified payment instructions.
- Operating, tax, reserve and merchant accounts.
- Guest deposits, future bookings, groups, events and outstanding refunds.
- Inventory, receivables, payables and agreed closing adjustments.
- Employer identity, offers, benefits, payroll setup and accrued obligations.
- PMS, POS, booking channels, revenue systems and accounting access.
- Domains, telephone numbers, digital listings and authorized data transfers.
- Vendor assignments, utilities, emergency contracts and maintenance access.
- Keys, access credentials, warranties, records and active construction matters.
- The first operating budget and cash-control procedures.
Employment responsibilities need specific legal review. DOL’s WARN guidance distinguishes a technical employment termination on sale from an actual employment loss and allocates notice responsibilities according to the circumstances and timing. Do not assume a sale either automatically triggers or eliminates obligations; check federal coverage and relevant state/local law. (webapps.dol.gov)
Use a proposed 100-day owner review
| Period | Owner’s priority | Evidence to obtain |
|---|---|---|
| Days 1–7 | Keep operations and cash controls functioning | Daily cash, occupancy, booking pace, staffing and incident reporting |
| Days 8–30 | Establish a trustworthy opening position | Opening balance sheet, settlement reconciliations and actual fee invoices |
| Days 31–60 | Test the investment assumptions | Departmental margins, channel contribution, payroll coverage and capital progress |
| Days 61–100 | Reset the execution plan | Revised monthly forecast, liquidity outlook, corrective actions and contract milestones |
Compare actual results with the original acquisition case, not only a revised operator budget. Preserve the original model so changes in assumptions remain visible.