We get this a lot: a founder has an offer on the table (or a buyer who's clearly interested), and they're wondering whether it makes sense to hire a bank at all. The buyer is right there. Why pay someone a fee to find what you've already found?
Here's the thing — finding buyers is only a small part of what we do. The harder, more valuable work is running the process: creating competition, negotiating terms, keeping timelines tight, and making sure you don't leave money on the table. That's the part that's nearly impossible to do well on your own, especially while you're still running the business.
The single-buyer trap
When you have one interested buyer and no process, you have no leverage. The buyer knows it, and they'll act accordingly. They'll take their time. They'll chip away at price during diligence. They'll ask for aggressive earnouts and escrow terms, because why wouldn't they? There's no one else at the table.
We've seen this play out dozens of times. A founder comes to us after months of back-and-forth with a single buyer, frustrated that the deal keeps getting worse. The buyer isn't being malicious — they're just doing what any rational buyer does when there's no competition.
What competition actually does
When we run a process, we bring in other qualified buyers. Not to create noise, but because there are almost always 5-10 other parties who would be genuinely interested in your business — and you probably don't know who most of them are. We do, because this is all we do.
Multiple interested parties changes the dynamic completely. Bids go up. Timeline pressure works in your favor instead of against you. Buyers stop asking for onerous terms because they know someone else won't. And you get to actually compare offers on the merits — not just take whatever the one buyer puts in front of you.
You need a bad cop
Here's something founders underestimate: if the deal closes, you're probably going to be working with the buyer for a year or two. You don't want to be the one who pushed hard on indemnification caps or argued about the escrow percentage. That's our job. We play bad cop so you can maintain a good relationship with the person who's about to be your boss (or partner, or board member).
It also helps that we've negotiated these deals many times before. The Corp Dev person on the other side of the table does acquisitions for a living. If you're negotiating against them solo, you're at a real disadvantage — not because you're not smart, but because you haven't done this 50 times.
"But won't the buyer be put off?"
No. Serious buyers expect it. A professional buyer would rather work with a banker who keeps the process organized, responds quickly, and knows how to get a deal closed than deal directly with a founder who's also trying to run a company, manage employees, and hit quarterly targets. We fold any existing interested parties into the process — it's seamless for them.
The distraction problem
The other thing nobody warns you about: M&A is a full-time job. Due diligence alone can eat 20+ hours a week for months. If your business dips during that period because you were buried in data room requests, the buyer will use that as a reason to reprice. We've seen deals crater this way. Having a bank run the process means you can keep your eye on the business while we handle the rest.
Does it actually pay for itself?
We only charge a success fee — if you don't sell, you don't pay. And in every case where a founder has come to us with an existing offer, we've ended up meaningfully above that initial number. We're not talking about marginal improvements. We've had founders add $2-5M or more to their final price after coming to us with an offer already in hand. The fee is a fraction of that.
Have an offer on the table? Let's talk about how we can help you get more. Reach out to einar@discretioncapital.com or schedule a call.