The Costliest M&A Mistake Founders Make Without Realizing It

I’ve seen this mistake more times than I care to admit, and it almost always starts with optimism.

A founder tells me, “We’ve got buyers interested.”
They sound encouraged. Relieved. Maybe even excited.

Then they explain what’s actually happening. The conversations have been going on for months. Buyers keep asking for more information. More meetings. More data. And yet—no LOI. No deadlines. No real commitment.

By the time they call me, the leverage is already slipping away.

I was reminded of this listening to the story of Nick Katz, who tried to sell his company, Acasa, on his own. The issue wasn’t a lack of interest. It was that the process itself quietly trained buyers not to decide.

Nick did what most founders do the first time around. He assumed interest meant intent. He assumed transparency would build trust. He assumed that if buyers had enough information, they’d eventually act.

But buyers don’t behave that way.

What actually happened was more subtle—and far more common. Buyers realized there were no deadlines, no stage gates, no competition, and no consequences for delay. So they did the rational thing. They kept exploring. They kept asking questions. They kept learning. And they never had to commit.

This is the #1 M&A mistake founders make: letting buyers control the process.

I hear founders say, “They’re really digging in,” as if that’s a sign of momentum. Sometimes it is. But just as often, it’s reconnaissance. Sophisticated buyers are very good at gathering intelligence under the cover of curiosity. If you let them, they’ll learn how your business really works—without ever putting skin in the game.

Over the years, I’ve noticed a predictable pattern when founders lose control of the process. It usually shows up like this:

• Buyers keep requesting information but won’t discuss valuation ranges
• Conversations stay “exploratory” with no clear decision owner
• Timelines are vague and constantly pushed
• Access to data, customers, and team members is freely given
• Vision and strategy dominate the conversation long past the point where economics should

None of these feel dangerous on their own. Taken together, they’re a flashing warning sign. The buyer is learning, not buying.

And why wouldn’t they? If there’s no deadline, time works in their favor. If there’s no competition, urgency disappears. If information is easy to access, commitment becomes optional. Meanwhile, the founder grows emotionally invested in the outcome and increasingly anxious to keep the conversation alive. That’s when leverage quietly evaporates.

Another mistake I see is staying in vision mode too long. Vision opens doors, but buyers don’t acquire vision. They acquire economics. At some point, the conversation has to shift from what the business could become to why it’s cheaper, faster, and less risky to buy than to build. That shift is where real buyers reveal themselves.

There is one more hard truth founders don’t like to hear: founders are not wired to run their own sale process. Not because they aren’t capable, but because they’re emotionally attached. Every delay feels personal. Every tough question feels like doubt. That emotional gravity makes it hard to enforce boundaries.

That’s why an objective quarterback matters. Someone who sets stage gates. Someone who controls disclosure. Someone who forces a yes, a no, or a real next step. Not to apply pressure—but to create clarity.

The lesson from Nick’s experience isn’t about selling a company. It’s about understanding that leverage isn’t negotiated at the end of a deal. It’s designed into the process from the beginning.

When founders don’t control the process, buyers will. And they’ll do it patiently, rationally, and entirely in their own favor.