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Welcome back to another edition of The Wise Exit!

In today's issue, we're covering:

  1. The Art of Saying No: When to Reject an Acquisition Offer

  2. IOI vs. LOI: How They Impact Business Sale Process

  3. What an M&A Advisor Brings to the Table

Let's dive in!

The Art of Saying No: When to Reject an Acquisition Offer (Even a Good One)

"It's a great offer. You should take it." 

That's what advisors often tell founders when a solid acquisition offer comes in. But sometimes, the right answer is actually "no".

After guiding hundreds of founders through exits, I've seen that the most successful entrepreneurs understand when to walk away (even from seemingly attractive deals).

Here are 3 scenarios where rejecting an offer is often the right move:

  1. When The Timing Undermines Your Growth Curve

If you're experiencing accelerating growth, today's "good" offer might look mediocre in 12-18 months.

For example, one client rejected a $12M offer only to sell for $38M just two years later after completing their product roadmap.

Sometimes it pays to be patient.

  1. When The Terms Compromise Your Team's Future

Sometimes the numbers look right, but the structure doesn't.

Acquisition offers with aggressive earnouts, insufficient retention packages for key team members, or unclear post-acquisition roles can destroy what you've built.

  1. When Your Gut Consistently Says No 

Data matters, but founder intuition is even more powerful. If something feels wrong despite attractive financials, there's usually a reason for it.

The best deals feel right both analytically and intuitively.

At the end of the day, turning down an offer isn't a failure. It's often just a strategic pause. 

We've worked with several founders who initially said "no" before securing better deals with improved terms, higher valuations, or better cultural alignment.

Just remember, your first good offer is rarely your best one.

What's Your Business REALLY Worth?

Most founders undervalue their business and leave millions on the table when it's time to sell. But with a Certified Pro Valuation from Exitwise, you'll know:

  • Your true market value: Based on real-time industry data, private sales, and proven valuation methods

  • How to increase your business' worth: With expert recommendations to maximize your exit

  • Who's buying: We'll curate a list of top buyers in your sector

"Exitwise, with their valuation guidance, quickly helped me 14x an inbound offer from a public company!" — Shawn McKenna, Founder, Data Fuzion | TECH

Exclusive for The Wise Exit readers: 

For a limited time, you can get 10% OFF your Certified Pro Valuation. Just use the link below to schedule a call and mention VALUE10 to lock in your discount. 

IOI vs. LOI: How They Impact Business Sale Process

 Understanding the difference between Indications of Interest (IOIs) and Letters of Intent (LOIs) can significantly impact your exit strategy and outcomes.

In our latest blog, we break down these critical M&A milestones and how they affect your business sale journey:

  • Clear definitions of each document and their place in the acquisition timeline

  • Key differences in binding vs. non-binding elements

  • The pros and cons of each for sellers

Check out "IOI vs. LOI: How They Impact Business Sale Process" on our blog to understand how these documents can shape your exit strategy.

M&A Tips from Brian Dukes 💡

The other day, I was on the phone with a founder considering whether to go to market alone or bring in someone like us to help.

5 minutes in, he posed an interesting question:

"You guys seem to have a great track record, and I'm interested in hearing more. But I don't know what you do. What does an M&A Advisor bring to the table that I can't already do myself?"

It was a fair question.

So, I walked him through it, starting with four simple questions we always ask any founder looking to exit:

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That's all for this week!

Remember, knowing when to say "no" to an acquisition offer is just as important as knowing when to say "yes".

Best,