Has anyone structured or participated in a “pre-acquisition operating trial” on a proprietary deal?

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December 26, 2025

by a searcher from North Carolina State University in Raleigh, North Carolina, United States

Curious if others in the community have experience with a proprietary situation where the seller is open to a work-in / trial period before a sale. Specifically:Seller allows the buyer to operate inside the business (or alongside leadership)Full access to financials, ops, and teamGoal is to help grow/improve the business during the trialValuation (or valuation framework) agreed upfront. Buyer receives a first right to purchase after the trial periodI’m thinking of this as a structured pre-close diligence + value-creation phase, rather than a traditional LOI → close sequence. Would love to hear:How you structured it (length, compensation, authority)Legal docs used (option, ROFR, consulting agreement, etc.) What worked / what you’d do differentlyRed flags to watch for on both sides Appreciate any insights or examples from those who’ve done something similar.
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