M&A Source | The Bridge | Winter 2025

8 | T h e B r i d g e W i n t e r 2 0 2 5

An Offer You Must Refuse…

to Make

THERE ARE MANY SITUATIONS IN BUSINESS NEGOTIATIONS WHERE A BUYER OR SELLER MUST

MAKE THE OPENING OFFER, EVEN THOUGH THEY MIGHT PREFER NOT TO. THERE ARE EFFECTIVE

TACTICS TO EMPLOY WHEN ONE IS FORCED TO MAKE THE OPENING OFFER, AND I COVER THOSE IN

SOME OF MY OTHER MATERIAL. BUT IN THIS ARTICLE, I’D LIKE TO TALK ABOUT THE OPENING OFFERS

YOU SHOULD NEVER MAKE. EVER. UNFORTUNATELY, MANY PEOPLE MAKE THESE KINDS OF OFFERS

EVERY DAY IN BUSINESS NEGOTIATIONS. AND THE RESULTS ARE TYPICALLY NOT POSITIVE.

These “bad” opening offers can come in a variety of

packages, but most can be grouped into what I call

Dummy Offers. There’s two reasons for the name. One,

the offers are not genuine, or serious, so they’re like

a dummy, or fake. Second, and more importantly, the

Dummy Offers are made by dummies, or people who

don’t know any better (but should). And how do I know

about Dummy Offers? Because I have been the dummy

making them, plenty of times, and believe me, the results

usually made me feel pretty dumb!

The first Dummy Offer is the “informal offer”. It goes like

this: the buyer is looking at the business for sale and is

talking and talking and casually mentions to the seller

what he thinks would be an appropriate price to pay.

Just an informal, off the record, comment. Right?

Wrong. While the buyer thought he was merely whetting

the appetite of the seller, to sort of “warm her up” to

where he was going to come in at, what he really did was

to set a base standard in the mind of the seller, a rock-

bottom limit to what the seller should take. Sellers seem

to have this innate sense so that whatever price they hear

from the mouth of the buyer, it is the lowest possible

amount the sale could possibly settle on.

In other words, in the seller’s mind the price negotiation

was heading only north from that point in the transaction.

This is done frequently by buyers. Of course, they never

intend to lock in a bottom price. But that is exactly what

happens. The “informal offer” is an uninformed offer,

and should never be made, unless it is par t of the plan

of the buyer for other reasons (but that is a different

subject altogether).

When you are in a business negotiation, you have

to consider everything you say to be something you

would write, because the opposing par ties don’t forget.

If it works to their advantage, they will remember it and

they will surely hold you to it later on.

Rhett Kniep

M&AMI, Centurion 7 Business Advisors