Welcome back to the Mid Market Insider!

Today, I’m breaking down the #1 reason deals fall apart—and why many business owners lose buyers not because of valuation, market conditions, or financing, but because of a preventable issue that emerges during the sale process itself.

Thinking About Selling Your Business?

If you're considering a sale or simply exploring your options, feel free to learn more and start the conversation below:

Here’s a quick story for you:

I recently spoke with a business owner who told me about a past experience. At the time, he had a very solid company, more solid than most honestly.

Ten years of consistent growth…

Strong margins…

Recurring revenue…

And a loyal team.

Buyers went crazy for it. An LOI was signed. And he received an excellent multiple – higher than he expected.

But then diligence began… And it was intense.

It consumed a ton of his time, his leadership team’s attention, and his operational bandwidth.

He was constantly buried in data requests, back-and-forth messages with bankers, reviewing contracts, pulling historical data, revising QoE reports, and answering every buyer question under the sun.

And sadly…

No business can run at full performance when the owner is half-distracted and the leadership team is buried in diligence work.

Which meant his business became under-managed. And EBITDA dipped by 7%.
And then overnight, everything changed.

The buyer slowed down. The amount of questions multiplied. The deal structure shifted. And eventually… the offer disappeared altogether.

Why did the buyer back out?

Well, when it comes to exiting your business, most owners believe that deals fall apart because of buyer hesitation, “market conditions,” or the buyer not having the cash.

And sure, those things can ruin deals…

But none of them are even close to being the biggest reason.

I’ve spent almost 20 years helping business owners sell their companies. And I’ve bought 10 companies with my own PE firm. So I’ve been on both sides of the table, I know exactly what buyers are looking for, and I know what kills deals.

So believe me when I tell you…

The #1 reason businesses don’t sell is something that’s 100% preventable – if you prepare correctly.

The fix isn’t complicated, but almost nobody does it:

And to help you if you’re thinking of selling your own business, I’ve broken it all down in this short YouTube video for you.

In this video, you’ll discover:

  • What the #1 “silent assassin” of M&A deals is…

  • Why it seems so risky to buyers, even though it’s often not your fault at all…

  • The simple ways you can stop this threat before it kills your exit.

That last point is just one of the many things we help business owners with inside Pre-Sale Prep.

And if you’re planning to sell in the next 2–5 years, this is the one area you cannot afford to ignore.

That’s all for today’s newsletter! Thanks for reading!

📅 Next Week:

In next week’s edition, I’ll break down why buyers care about far more than revenue and margins when evaluating a business.

And how identifying and fixing hidden sources of risk can dramatically increase your company’s attractiveness—and potentially its value—without adding a single dollar of revenue.

Keep building,
Nick

In Case You Missed It: Must-Watch Video

The #1 Reason Businesses Don’t Sell (And How to Fix It Fast)

Click the link below and check it out:

Keep Reading