"Someone approached me with an offer to buy my business. Should I take it?"
Unsolicited offers feel validating. They also almost always represent less than your business is worth. Here's why — and what to do instead.
If a buyer approached you directly — a competitor, a private equity firm, a strategic acquirer — it means your business is attractive. That's genuinely good news. What it doesn't mean is that their offer is fair, or that you're obligated to respond on their terms and timeline.
Why Unsolicited Offers Are Almost Always Below Market
When a buyer approaches you without competition, they have a significant advantage: they're the only bidder. They've done their own valuation, identified what your business is worth to them, and made an offer that works for their return model — not for your interests.
In a properly run sale process, multiple qualified buyers are approaching the business simultaneously, which creates competition. Competition is what drives prices to market value. A single unsolicited buyer, by definition, eliminates competition before it starts.
In our experience, businesses sold through a competitive, broker-managed process close at materially higher prices than those sold directly to the first buyer who showed up — often 20–40% higher, after accounting for deal structure.
What Type of Buyer Is It?
Understanding who is approaching you and why matters:
A competitor
May be genuinely interested — or may be fishing for competitive intelligence under the guise of a purchase inquiry. Treat with maximum caution. Do not share any financial or operational details without a signed NDA and clear verification of their financial capability to complete a transaction.
A private equity firm or search fund
Sophisticated buyers who identified you through their own research. They're experienced at deals; you're not. Their initial offer is rarely their best, and their standard terms may be unfavorable for a first-time seller. You need professional representation before you engage seriously.
A strategic acquirer or larger company
The most likely type to pay a genuine premium — but also the most experienced at negotiation. If their synergy value is high, you may be leaving significant value on the table by dealing directly without a process that validates what market value actually looks like.
What to Do If You've Been Approached
Don't respond substantively until you've talked to an advisor. A vague, non-committal response buys you time without closing any door. "Thank you for reaching out — let me give this some thought" is perfectly appropriate.
Do not share financials under any circumstances without a properly signed NDA. An NDA alone doesn't guarantee confidentiality, but the absence of one means you have no legal recourse at all.
Get a valuation before you engage. You cannot evaluate any offer without knowing what your business is actually worth in the current market. This is the single most valuable thing you can do in the next 30 days.
Understand that engaging one buyer doesn't mean closing off others. Even if you want to explore this particular buyer's interest, you can do so while also running a proper process — which may generate better offers or give you leverage to improve this one.
Can You Use a Single Buyer and Still Get a Fair Price?
Sometimes. If the buyer is clearly the highest-value acquirer for your specific business, is paying a strategic premium, and the deal is well-structured — a single-buyer transaction can work. But you only know that if you have an advisor who can validate the offer against market comparables and negotiate effectively on your behalf.
The most common outcome for business owners who engage with an unsolicited buyer without representation: they accept a price 20–35% below what a competitive process would have generated, with deal terms that favor the buyer disproportionately.
Talk to Us Before You Respond
A 45-minute conversation with us will tell you whether the offer you've received is reasonable, what a fair market price looks like for your business, and how to respond strategically regardless of what you decide to do next. There is no obligation and no charge.
Before You Respond
An Unsolicited Offer Deserves a Second Opinion
We'll tell you whether the offer is in the right range, what your business is actually worth, and how to handle the conversation strategically. No obligation.