We signed the LOI, but now the buyer is using the sixty-day due diligence window to slowly grind down our confidence and request price concessions on our deal structure. How do we keep the momentum and prevent this deal fatigue from destroying our enterprise value?

Question

Tyler Smith · Accepted Answer

Deal fatigue is a weapon buyers use during the exclusivity window. They slow-walk requests, raise minor issues, and try to wear you down so you accept price concessions just to get the deal closed. To prevent this, you must run the due diligence process with the same operational rigor you use to run your business. Do not let diligence disrupt your daily execution. Keep your leadership team focused on their weekly Level 10 Meeting™ and their quarterly Rocks. If your team drops the ball on operations because they are distracted by buyer requests, your revenue will slip, giving the buyer the perfect excuse to renegotiate the purchase price. Assign a single point of contact on your Accountability Chart to manage the data room and buyer communications. Every Monday, review outstanding due diligence items as Issues in your leadership team meeting, and use the Identify, Discuss, and Solve, or IDS®, process to clear bottlenecks quickly. By maintaining your weekly operational rhythm, you show the buyer that your business does not depend on a single founder and that your leadership team remains highly structured under pressure. This discipline keeps the deal on schedule and protects your valuation from post-LOI erosion.