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Buyer Approached My Business - What to Do Next as a Founder

If a buyer approached your business, what to do next matters. Learn how to respond, protect value and avoid common mistakes in early deal conversations.

Receiving an unexpected approach from a buyer is a moment many founders will face. Whether it is a competitor, investor, or private equity firm, their interest can feel flattering or disorientating. You may be unsure how to respond, what to share, or whether to proceed at all.


This guide will help you understand what to do when a buyer approaches your business and how to protect your position from the very first step.


Buyer Approached My Business - What to Do Before You Engage


Before entering discussions or sharing information, ask the right questions:

  • Who is the buyer, and why have they approached you?

  • Are they acting independently or on behalf of an investor or corporate?

  • Do they have the financial backing to complete a transaction?


Moving forward without clarity on these questions can increase your exposure. If a buyer has approached your business, the safest thing to do is take a step back and define your plan before progressing.


How to Protect Value in the Early Stages


Many founders proceed too far before seeking advice. This can result in lost value, poor documentation, or premature exclusivity. To avoid this outcome:

  • Only share information once a signed NDA is in place

  • Delay exclusivity until the structure and headline terms are understood

  • Present your business clearly and consistently, setting professional expectations


Early conversations shape the direction of any deal, so positioning yourself properly is essential.


Engage With Caution, Not Commitment


Receiving a buyer approach does not mean you must sell. If you are considering engagement:

  • Ensure Heads of Terms are reviewed before signing

  • Consider how completion mechanisms like locked box or earn-outs could affect you

  • Clarify the buyer’s structure, timeline, and proposed approach


Planning now allows you to avoid being reactive later.


When to Bring in Expert Support


The right time to seek advice is when the buyer makes an offer, sends draft terms, or introduces their advisers. You do not need to commit to a full mandate. Many founders benefit from a fixed-fee document review that provides clarity, confidence, and leverage in future negotiations.


Final Thought


If a buyer approached your business, what to do next is not always obvious. Staying composed, informed, and proactive will help you avoid costly errors and secure the best possible outcome. Early advice is often the difference between a well-managed exit and a missed opportunity.

 
 
 

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Deal Clarity is a trading name of company number 11791669 registered in England & Wales.

The company is regulated by the Institute of Chartered Accountants of Scotland for a range of investment business activities.

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