How Due Diligence Gives You the Power to Say No (and Win the Deal)

Legends and Leaders,

One of the biggest mistakes business owners make when selling their company is focusing too much on the transaction and not enough on the strength of their business. Without proper preparation, you risk losing leverage and accepting terms that aren’t in your best interest.

Here’s why due diligence is your secret weapon:

Over my years in advising business owners, I continually warn that private equity buyers use different negotiation tactics, from slow and steady approaches to aggressive deal-making. If you haven’t done your homework, you may end up with a lower valuation or get caught in a complex earn-out structure.

John Martin, President at TreeBank Legal, emphasizes that your strongest leverage in negotiations is the ability to say no—a power you only have when you’ve invested in making your business as valuable and attractive as possible.

Two Critical Steps to Protect Yourself in Negotiations

  • Conduct Due Diligence in Advance – Understand your company’s value, financials, and operational strengths before entering negotiations. Know how buyers will evaluate your business so you can counter their tactics effectively.
  • Invest in Your Business, Not Just the Exit – A well-run, high-performing business gives you leverage. Buyers want proven, scalable success—not just a sale. Strengthening your business before you sell ensures you have options and control.

Your ability to walk away from a bad deal is your greatest strength. Don’t let a lack of preparation put you at a disadvantage.

To watch the full conversation with John on the podcast, click HERE.

If you’re preparing for an exit, let’s talk. We can help you build a strategy that positions you for the strongest deal possible.

Until next time,

Micah Brandenburg

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