Regardless of what happens next, I have a weight lifted off my shoulders...sit back for a ride into some. Also please give some input on concerns/ethics.... When is it right to pursue a deal alone? Some details may be changed/altered out of respect for the parties - they're not bad people but slightly in over their heads.
For the last year, I have worked at an SF that has had three deals under consideration...I'm glad to be done but want to pursue a deal that is not exclusive-LOI. Am I justified? I feel a bit taken advantage of. Please read it and let me know.
- After seeing things going south I offered to pursue things on my own (the other two gentleman knew I planned to do my own search). This was only if both deals fell through ultimately. Even though I found the deal with my own personal search software ( I had been paying for things out of my own pocket - which was the first red flag). I came to this decision after about 8 months of searching, 6 being under LOI for a different company with no success)
- The NDA/Non-compete signed had zero consideration or money involved - they did not really structure it right as from the language it is not enforceable
- They did not understand deal, structure, terms, basic M&A stuff at all. I am not an exact expert either, but, I am not exaggerating when I say there are some things I had to train them on - like seller notes, debt, irr - this was another red flag.
- All of the investors (sbics/family offices) - know me, and pretty much only know me
- I did most of the strategy building / and ALL of the strategy for the deal I want to pursue
- I did all of the valuation, diligence, everything ETC - not exaggerating there -
- The last straw was during a meeting with a potential investor when one of the men in question, straight up lied (even if by accident) to a potential investor.
- There is more but this what I'm willing to write - sorry for any errors
It's a world full of sharks

by a searcher from University of San Francisco - School of Management
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There are so many deals out there, just take the lessons learned if they won't clear you. You should also probably terminate your NDA immediately and follow the terms of it as written. Don't let it hang indefinitely.
Your investors, Seller, colleagues will watch how you respond to such issues. Take the high road and own it. More valuable than any one deal.