From Outreach to Close: How the Buyside Approaches M&A Deals

Many of the owners we speak with are inundated with outreach from private equity firms and buyside bankers. It makes sense; strong companies with solid EBITDA attract significant attention.

But here’s the surprising part:

Most sellers haven’t actually paused to consider the buyside process itself or where their potential transaction sits within it. That inbound email they received? It’s just one small piece of a much larger sequence.

To give sellers a clearer view, here’s a high-level look at what happens on the buyside from the moment a firm begins exploring a sector to the moment a deal closes:

1. Conduct segment research and define target criteria

2. Build and refine a list of potential acquisition targets

3. Prepare outreach materials

4. Begin outreach to those targets (this is when sellers receive that first email)

5. Qualify interested targets through early-stage diligence

6. Hold management meetings

7. Perform preliminary due diligence before submitting an IOI/LOI

8. Submit and negotiate LOIs - arguably the most critical stage for shaping deal terms

9. Conduct deeper due diligence before drafting definitive agreements

10. Negotiate definitive documents

11. Arrange debt and equity financing

12. If everything aligns: close

When a seller gets that initial message, the buyside is already deep into its process, and there’s a long road ahead before a transaction is truly secured. Closing risk remains very real until the day signatures hit the final documents.

For sellers, preparation matters. Having the right advisors in place early can help navigate every step of this journey, protect value, and dramatically improve the odds of a successful close.