Why Sellers Don't Take Your LOI Seriously (And How to Fix It)
November 19, 2025
by an intermediary from Warwick Business School in Vienna, Austria
Look, I get it. You've found the perfect business. You've run the numbers. You're ready to send that LOI and get this deal moving.
But here's the hard truth: your letter is probably going straight to the "maybe later" pile.
Being in the space, I've watched searchers struggle to get sellers to the table—not because they're bad buyers, because they're very often making the easy mistakes.
- You're an Unknown Quantity
Sellers aren't selling widgets—they're handing over their life's work. When you show up with zero acquisition history and no references, you're asking them to bet on a complete stranger. Would you sell your baby to someone you just met on the internet?
- Your Money Looks Like Monopoly Money
"We're exploring financing options" is code for "I don't actually have the money yet." Sellers have heard this a thousand times. If you can't show concrete proof of funds or a pre-approved loan commitment, you're not a buyer—you're a hopeful spectator.
Your LOI Screams "Copy-Paste"
When your letter could apply to literally any business in your target industry, sellers know you're spray-and-praying. They want someone who understands their specific business, knows the local market dynamics, and has actually thought about what makes this opportunity unique.
- Your Numbers Can Be Insulting
Coming in 30% below market with a "strategic low-ball" offer doesn't make you a savvy negotiator—it makes you someone who doesn't understand valuations—and asking the seller to finance 80% of the deal? That's not creative structuring; that's asking them to take all the risk while you take all the upside.
- You Move Like Molasses
In a competitive market, speed wins. When you take three days to respond to an email or need to "circle back with your advisor" on basic questions, sellers assume you're juggling ten other deals—or worse, that you don't know what you're doing.
You're Speaking the Wrong Language
If you can't discuss industry-specific challenges, key operational metrics, or competitive dynamics, it's obvious you're an outsider looking for a "good deal" rather than someone who will steward their business properly.
- You Look Like a Tourist, they want to speak with a pro
Sellers talk. When they see you've submitted LOIs on six businesses in three different industries this month, they know you're not serious about their business—you're just shopping for the best price.
- You Skipped the Dating Phase
The best deals happen after relationship-building, not before. If your first contact is an LOI, you probably already lost. Sellers want to know who you are, what you stand for, and whether they can trust you with their employees and customers.
Summarium
Being taken seriously isn't about luck—it's about preparation, professionalism, and proving you're worth the seller's time. Every interaction is an audition. Make sure you're ready before you step on stage.
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