The most significant emotional moment for a founder selling their company is not the final closing, but the signing of the Letter of Intent (LOI). This is the point where they mentally commit to the sale and place their trust in the buyer, marking the true transfer of their "baby."
Delegating the most critical task—initial contact with a potential acquisition target—to the most junior person in the firm is a mistake. To establish immediate credibility and trust, senior partners with decision-making authority should be the ones making the first outreach to founders.
The culmination of selling a life's work is not a celebratory event but an anticlimactic Zoom call. Founders should be prepared for a brief, transactional closing followed by an abrupt end, which can feel lonely and disorienting after an intense sale process.
A highly effective sourcing strategy involves building relationships with successful industry executives, not just company owners. These executives provide credibility, deep industry knowledge, and often bring specific, off-market companies they have relationships with and want to run post-acquisition.
Rather than just submitting a bid, smart buyers proactively call the investment banker beforehand to frame their offer. This "working the refs" strategy helps manage the banker's expectations, gather intelligence, and avoid being dismissed, even if the initial bid is not the highest.
Instead of waiting for opportunities, PE firms should develop investment theses in specific sectors. This activity "heats up molecules" by forcing conversations with experts and executives. This proactive research builds a reputation, making the firm the go-to expert and generating inbound deal flow.
Working capital adjustments are a common source of conflict late in a deal. To avoid this, buyers should define the exact calculation methodology in the Letter of Intent (LOI). This turns a contentious negotiation into a simple process of plugging in numbers from due diligence, preserving trust with the seller.
Direct-to-founder sourcing requires comfort with the fact that most conversations won't lead to a deal. This work isn't wasted; it builds a network of trust and market intelligence. Founders are interesting people, and treating every interaction with respect builds long-term karma and reputation.
Waiting until just before closing to present employment and equity documents to the management team creates distrust and feels like a power play. To maintain a true partnership, buyers should outline and agree upon these critical terms much earlier in the process, ideally via a term sheet before the final docs.
In a competitive M&A process, intentionally bidding below the banker's guidance can be a strategic move. If the firm is a credible buyer, the banker may call back to nudge the price up, revealing valuable information about the true clearing price and the competitive landscape without overbidding initially.
Firms that close nearly every deal for which they sign a Letter of Intent (LOI) demonstrate extreme discipline. This high conversion rate (e.g., 5 out of 6 deals closed) shows they pick their spots carefully, build deep conviction before exclusivity, and are not just "playing games" in the market.
PE firms classify investment bankers and brokers into tiers not as a value judgment, but to manage their relationship cadence. Tier 1 firms, which show high deal volume, receive more frequent and intense interaction than Tier 3 firms, which might only show one relevant deal every 18 months.
