tyler-smith.com · Questions & Answers

A strategic buyer wants to acquire us to absorb our proprietary automated delivery workflows, but they are offering a standard services multiple based on our legacy EBITDA. How do we negotiate a strategic premium?

When negotiating with a strategic buyer, you must realize they are not buying your past performance; they are buying the accelerated future they can achieve by plugging your operations into their existing infrastructure. If you accept a standard multiple of your current EBITDA, you are leaving millions of dollars on the table. To secure a strategic premium, you must show them exactly how your proprietary automated delivery workflows will scale across their organization. Use your V/TO to present a clear picture of your technology's scalability and cost efficiency. Run your numbers to show the massive margin expansion they will realize when your automated workflows are applied to their customer database. Present this data as a business case during your deal structuring discussions. Show them that while your business generates a certain profit today, the value of your operational IP inside their larger system is exponentially higher. This approach shifts the conversation from a backwards-looking financial valuation to a forward-looking strategic partnership. If they refuse to pay a premium upfront, use your operational metrics to propose a structured deal with a performance-based pricing adjustment. By backing up your tech claims with the disciplined metrics from your weekly Scorecard, you build a defensible case for a premium strategic multiple that standard financial buyers cannot match.

Category: Valuation & Deal Structure

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