Signed a Term Sheet – Lost the Deal?

A common mistake in the sales process is engaging professional advisors too late—often only after a term sheet is signed. By this point, critical parameters such as valuation, payment terms, earn-out structures, and liability clauses are set. While this seems like progress, it’s actually a missed opportunity. Truly value-adding decisions are made early, not when the direction has already been set.

Yes, some points may still be renegotiated post term sheet —but at the risk of breaking a deal or losing time and mutual trust. The seller’s negotiation power is significantly reduced once a term sheet has been signed. Buyers rely on “agreed terms”, making changes appear regressive. Early involvement of advisors typically enables better terms—often with far less friction.

An experienced M&A advisor offers market insight, structured approach, negotiation expertise, and sensitivity to critical details. Early engagement allows you to actively shape the process rather than merely react to it. This not only saves money but also significantly increases the likelihood of a successful closing. Because a strong term sheet is no accident—it’s the result of careful preparation.