THE HIDDEN COSTS OF A WEAK M&A PROCESS

For business owners looking to sell...

In the past year alone, we’ve seen several situations where a lack of process clarity seriously hurt the seller’s outcome. 

In some cases, we were brought in early enough to help course-correct. In others, we were called too late - when key decisions had already limited options or undermined value.

A few real examples:

1️⃣ Seller opened their books and customer list — and even allowed buyer access to employees and customers — all before an LOI (Letter of Intent) was in place.

2️⃣ Seller agreed to an exclusivity period that ran over 90 days, with auto-renewals - blocking them from making basic operational decisions without buyer approval.

3️⃣ Seller signed an LOI with a high headline price but no clarity on structure - only to find at the SPA (Sale and Purchase Agreement) stage that most of the payment was deferred or uncertain.

4️⃣ Seller jumped at the first PE offer without testing the market - and left millions on the table by skipping a competitive M&A process.

5️⃣ Seller committed to a PE buyer without confirmed funding - and then waited months while the buyer scrambled to get investor (LP) approval and complete diligence.

These are just a handful... we’ve seen more.

As an advisor, it’s frustrating to see strong businesses make missteps that could have been avoided with better awareness of what a sound process looks like - knowing when to push back, when to hold the line, and how to avoid getting boxed in.

Yes, valuation matters. But equally important is process discipline - which protects certainty, timelines, and ultimately, value.