WHAT A $2.5 MILLION TRANSACTION TEACHES ABOUT DEAL MAKING
- Aug 6
- 2 min read
One of the most dangerous assumptions in business acquisitions is that once the buyer and seller agree on price, the difficult part is over.
It isn't.
Recently, we completed the sale of a business for $2.5 million. Commercially, the transaction came together relatively quickly. There was agreement on price, both parties wanted the deal to proceed, and the due diligence process was constructive. From the outside, it looked like a straightforward transaction.
It was anything but.
The buyer's intention was to acquire the business and transition it away from its existing franchise model. That single commercial objective introduced an entirely new layer of complexity. The transaction was no longer dependent solely on the buyer and seller reaching agreement; it also required the cooperation of a third party whose commercial interests were very different from those of either side.
The franchisor had no particular incentive to move quickly. The buyer wanted certainty. The seller wanted settlement. Both parties became increasingly frustrated as promised timelines slipped and approvals took longer than expected.
Interestingly, nothing about the commercial terms changed.
Neither party attempted to renegotiate the purchase price.
Neither side questioned the value of the business.
The challenge wasn't the deal itself. It was navigating the process.
As the weeks passed, we found ourselves doing less negotiating and more coordinating. Conversations shifted from valuation and structure to communication, expectation management and maintaining confidence that the transaction was still progressing.
One of the most effective decisions during the process was introducing regular conversations between the buyer, the seller and the broker. They weren't negotiation meetings. They were alignment meetings.
Those conversations reminded both parties that they were working towards the same outcome. They reduced unnecessary assumptions, eased frustration and prevented silence from being interpreted as a lack of commitment.
It's a lesson that applies well beyond this transaction.
When deals slow down, buyers often assume the seller has changed their mind.
Sellers assume the buyer is looking for a reason to renegotiate.
More often than not, neither assumption is true.
The delay is simply sitting somewhere else in the transaction.
Perhaps it's with a bank waiting for documentation.
Perhaps it's a landlord reviewing a lease assignment.
Perhaps it's accountants reconciling financial information.
Or perhaps, as in this case, it's a third party whose priorities are completely different from everyone else's.
Experienced dealmakers understand that not every obstacle can be removed immediately.
What can be controlled is communication.
Keeping everyone informed. Managing expectations honestly. Explaining where the process sits and, just as importantly, why it sits there.
Looking back, this transaction reinforced something I see repeatedly.
Complex deals rarely succeed because everything goes according to plan.
They succeed because the people involved remain committed to the outcome even when the path becomes more complicated than they expected.
The businesses that ultimately change hands aren't always the easiest transactions.
They're the ones where buyers, sellers and advisers continue solving problems together long after the excitement of agreeing on price has passed.
Comments