A signed letter of intent may set a headline price, but it rarely fixes final seller economics. This article explains where value moves between LOI and close, how buyers re-underwrite risk during diligence, and why transaction structure often matters as much as the top-line number.
Founders should compare acquisition offers based on more than headline price. This article shows how cash at close, earnouts, rollover equity, debt adjustments, working capital terms, and closing certainty change real seller proceeds and deal risk.
This article explains how private equity buyers really underwrite a company in a live sale process, including how they think about normalized EBITDA, leverage capacity, downside protection, deal structure, and the gap between headline valuation and seller proceeds.
Rollover equity in M&A allows sellers to reinvest part of their proceeds into the post-closing business instead of taking all consideration in cash at closing. This guide explains how rollover equity works, why private equity buyers require it, how it affects cash at closing, what “second bite of the apple” really means, and what sellers should negotiate before agreeing to roll.
Seller notes are a common financing structure in middle-market M&A. Learn how seller financing works, why buyers use it, and how it affects deal structure and seller proceeds.
A seller-focused guide to enterprise value, equity purchase price, purchase consideration, transaction value, closing adjustments, and the difference between headline value and cash at closing.