Most buyers treat a signed LOI like the finish line. The next few months are where the real work happens, and where most deals that fail actually fail.
In Calder Capital’s September 2026 Buy-Side Recap, Buy-Side Managing Director Sam Scharich walks through a deal he just closed. The LOI was signed in March. It closed in October. The structure changed five times in between, and at one point the buyer emailed the bank and told them the deal was over.
He breaks it into the five phases nearly every deal goes through after LOI, and what this buyer did to get through each one.
Watch the update below. Have questions? We’ve answered the top buy-side FAQs here.
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Key Takeaways
- A signed LOI is a starting point. Terms can change as family members, advisors, and other decision-makers weigh in.
- Financing can stall on debt or equity. Bank approval alone doesn’t guarantee the buyer’s investors will commit.
- Expect diligence to take time. Gathering records and rebuilding financials can cause delays without indicating a problem with the business.
- Structure can solve disagreements over price. Ownership, seller notes, and tax treatment can help both sides reach an acceptable outcome.
- Build trust with the seller early. That relationship can keep both sides working together when the deal gets difficult.
- Stay patient and look for creative solutions. This acquisition took seven months and five structures, even after the buyer declared it dead.
Have a question you’d like answered?
Thanks for watching our September 2026 Buy-Side Update! Looking to buy a business? Email our Buy-Side Managing Director, Sam Scharich, at [email protected] with any questions, and he will do his best to answer them in next month’s update.
Check out answers to frequently asked questions about Calder’s Buy-Side Services here.
Check out our clients who have been featured on the Acquiring Minds podcast:
We have 2 searchers who recently closed deals with the Calder Capital Buy-Side team that have been featured on the Acquiring Minds podcast, hosted by Will Smith. Click the images below to listen to their stories and learn more.
Why work with Calder?
Calder serves as a Buy-Side M&A advisor and provides acquisition search services to serious buyers with clearly defined acquisition criteria. Calder does all of the heavy lifting: researching prospects, qualifying prospects, verifying ownership, confirming phone numbers and emails, reaching out directly multiple times solely on behalf of our client, and setting up a drip campaign so that your prospects are periodically and professionally contacted. Additionally, as requested, Calder will conduct business valuations, write LOIs, negotiate on behalf of our client, coordinate due diligence, and quarterback all steps to a successful closing.
Calder works with clients on a guaranteed basis, so if we don’t deliver, our clients don’t pay. Check out some of our current clients here.
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