FOR SELLERS
Unsolicited Offer or Multiple Offers When Selling a Business
A buyer you have never heard of sends you an offer. In what we see, the price is often low and the structure favors the buyer. A sale process that produces more than one offer is how you find out.
Here is what an unsolicited offer usually looks like, how a sale process creates competing offers, and five questions to settle before you answer one.
More business owners are getting unsolicited offers: a call, an email, sometimes a letter, from a buyer they have never heard of. We see this every day. More often than not, the price is low and the structure leans toward the buyer. Multiple offers when selling a business change that, because they give you something to compare.
This article covers what an unsolicited offer tends to look like, why a sale process produces more offers, what the published data says and where it stops, and what to settle before you reply. Where we describe what we see in our own work, we say so. Where a number comes from a published source, we name it.
I. What an Unsolicited Offer Usually Looks Like
An offer, in this context, is a written proposal from a buyer, usually a letter of intent. It states a price, how much of that price is paid in cash at closing, and the conditions attached. Here is an illustration, not a real client: a $2,000,000 offer with 60% paid at closing.
That is $1,200,000 on the day you sign. The other $800,000 is a note, which means the buyer pays you over time, or an earnout, which means you only receive it if the business hits targets after you have left.
Look at what that structure asks of you. You take less cash at closing, and you rely on the buyer to pay the rest, or on a business you no longer run to perform. If the buyer is late or the targets are missed, the money may never arrive. And with no other buyer to compare against, you cannot tell whether $2,000,000 is low, whether 60% at closing is normal, or whether the terms are balanced.
II. How a Sale Process Creates Multiple Offers When Selling a Business
A sale process puts your business in front of a chosen group of buyers, gives them the same information, and lets each one know they are not the only one looking. As offers arrive, you can compare them side by side and discuss them with an advisor who has seen hundreds of them. A buyer who knows others are looking has a reason to sharpen price and terms. A buyer who is alone has none.
That is how we see it work, and it is our experience rather than a published study. We are not aware of research at this size that isolates the effect of competing bids on price, so we do not put a number on it.
What the data does show is how many offers advisor-handled deals attract. The IBBA and M&A Source publish a quarterly Market Pulse survey of business brokers and M&A advisors. In the second-quarter 2026 edition, completed by 255 advisors in July and covering 181 transactions, 87% of deals over $5 million attracted at least three offers and 33% attracted ten or more. The first-quarter survey put the same figures at 83% and 18%. Different advisors answer each time, so two readings do not make a trend.
Smaller deals look different. The same release says deals under $500,000 frequently received only one or two offers. It does not give a percentage for them.
| Measure | Q1 2026 survey | Q2 2026 survey |
|---|---|---|
| Survey window | April 1–16, 2026 | July 1–15, 2026 |
| Advisors responding | 300 | 255 |
| Transactions reported | 203 | 181 |
| Deals over $5 million with 3 or more offers | 83% | 87% |
| Deals over $5 million with 10 or more offers | 18% | 33% |
Source: IBBA and M&A Source, Market Pulse Survey, Q1 2026 (released June 30, 2026) and Q2 2026 (released August 25, 2026). Percentages describe deals over $5 million reported by responding advisors. Q2 figures are as published in the IBBA and M&A Source press release.
III. Why Offers Matter More Than the Headline Price
Even with several offers on the table, the top number can mislead. Here is a second illustration, not market data:
1. Offer A: $3,000,000, with 90% paid in cash at closing. That is $2,700,000 in your account on closing day.
2. Offer B: $3,100,000, with 60% paid at closing. That is $1,860,000 on closing day, with the rest paid later or tied to conditions.
Offer B looks $100,000 higher and puts $840,000 less in your hands at closing. With only one of them in front of you, you would not know what to push back on. We explain how that split works in our article on cash at closing.
IV. Five Questions to Ask Before You Answer an Unsolicited Offer
You do not have to ignore an unsolicited offer. You have to avoid answering it before you know what your business is worth to someone else. These are the questions we would settle first.
Who is this buyer, and how did they find you?
Ask where the buyer found you and whether you are one of many businesses they are approaching. Knowing that tells you how much room there may be to negotiate. Our article on who is buying businesses in 2026 shows how many different kinds of buyers there are.
How much is paid at closing, and how much later?
Separate the cash you receive on closing day from everything paid later. A note depends on the buyer paying. An earnout depends on a business you no longer run. Only the first is money in your account. We cover how that split works in our article on cash at closing.
What happens if the buyer does not pay the rest?
Ask what you could actually do. Is the note secured? Is there a personal guarantee? What ends the earnout early? If the answer is not much, treat that part of the price as a hope, not as money.
What would other buyers say?
The only way to know is to ask them. A sale process puts the same business in front of several buyers on one timeline, so you can compare price and terms side by side and see which parts of the first offer were negotiable.
Are your financials ready for more than one buyer?
Every buyer who reads your numbers will test them. Numbers that need explaining slow each one down, and a buyer who finds a gap tends to use it on price. Our article on how a buyer lowers the price after the offer covers the five places a price gets tested.
Conclusion: The Offer in Your Inbox Is One Buyer’s View
An unsolicited offer tells you one buyer’s price and one buyer’s terms. It does not tell you the market’s. Multiple offers when selling a business are common at the larger end of the market, and in our experience competing buyers improve both the price and the structure. Before you reply to an offer, settle three things: who else should hear about your business, how offers will be compared, and what you would do if only one came.
This article is for general information and is not legal, tax or investment advice.
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