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The Seller’s Playbook

Rule 17 of 34 · Part 3, The Live Process

Look beyond the price and understand the terms.

Chapter 17: Indications of Interest (IOIs)

What do the first offers really tell me?

What sellers often miss

Many first-time sellers treat an IOI like a final offer. It is not. An IOI is an expression of interest based on limited information. The numbers may change as diligence progresses. Understanding the assumptions behind the valuation is often more important than the valuation itself.

The takeaway

Evaluate every IOI through the lens of total value, not purchase price alone. Consider cash at closing, certainty of execution, financing structure, post-closing obligations, cultural fit, and transaction risk. The best deal is not always the one with the biggest number attached to it. It is the one most likely to deliver the outcome you are seeking.

Figure from the book · Chapter 17
Figure from Indications of Interest (IOIs). The higher headline is worth less once you read what is actually cash.
The higher headline is worth less once you read what is actually cash.

Illustrative, not your deal. Where the book uses dollar figures, they are there to show how something works, not to describe your business. Your banker, your accountant, and your attorney will put real numbers to your own situation. Full note.

Terms this chapter uses

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