The FNDRS Playbook · PB23 · Process

The tension funnel: how a competitive sale process narrows

A competitive sale process starts wide and narrows deliberately, not to find one buyer but to reach letters of intent (LOIs) from several credible buyers on the same timeline. How many parties reach each step is a design choice, set for each process.

Why bring more than one buyer to the table?

A single buyer is a negotiation. Several buyers is a market.

A managed process starts wide and narrows deliberately. Not to find one buyer, but to reach the letters of intent (LOIs) with several credible buyers on the same timeline.

The number of parties at each step is a design choice, not an accident.

The three P’s

Where this chapter sits

Pull one lever and you improve the outcome. Pull all three and you change it.

P1

Positioning

Which category. Where in the range.

P2

Pre-emption

Find it first. Frame it first.

P3

Process

Competition. Timing. Leverage.

Read the three P’s

The figure

What are the steps of a competitive sale process?

A competitive process moves from a screened buyer universe to blind teasers, NDAs and the CIM, indications of interest and letters of intent by one date, management meetings with a shortlist, final offers negotiated in parallel, and exclusivity with one buyer.

StepPhaseWhat happens
Buyer universe builtPrepareStrategic, private equity platform, private equity add-on, family office, sponsor. Screened for fit and capacity.
Teasers sentMarketBlind. No name, no precise location.
NDAs signed, CIMs outMarketQualified interest. The confidential information memorandum (CIM) goes to each.
Indications of interest and LOIsMarketWritten offers by one date, compared side by side; the strongest buyers shortlisted.
Management meetingsSelectThe founder meets the buyers on the shortlist; the buyers decide how much they trust the story.
Final offersSelectNegotiated in parallel, on price and on structure. The leverage peak.
ExclusivitySelectThe winning LOI signed, chosen on take-home, certainty, and fit.
How many buyers reach each step is a design, set for each process.

How to read it

A funnel of the steps in a sale process, from a wide initial list to a single chosen buyer, with the phase each step falls in. Keeping several parties active through the letters of intent is what creates competitive pricing.

Premium exits are not negotiated. They are prepared.

The FNDRS M&A desk

See where your business sits

The Go-To-Market Analysis (GTMA) places your business on these frameworks with your own numbers, before a buyer does.