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Navigating M&A in Uncertain Times: Why a Trusted Advisor Makes All the Difference

April 16, 2025

The M&A market has shifted.

Rising interest rates. Tighter credit. Valuation volatility. Longer diligence cycles.

Deals are still getting done—but more are falling apart, often for preventable reasons. In today’s environment, having a trusted advisor by your side isn’t just helpful; it’s essential.

Here are seven common reasons deals are breaking down—and how a seasoned advisor keeps them on track:

1. Valuation Gaps Are Widening

Buyers are underwriting risk. Sellers want pre-2022 multiples.

Solution: Use earnouts, seller notes, and strong prep to align expectations early.

2. Financing is Less Reliable

Lenders are cautious. Approvals take longer—or never come.

Solution: Pre-qualify buyers and suggest alternative financing options.

3. Diligence is Killing Momentum

Delayed or messy financials are a deal killer.

Solution: Front-load diligence. Control the dataroom. Build buyer confidence.

4. Emotions and Fatigue Take Over

Selling a business is emotional—and draining.

Solution: Trusted advisors keep sellers focused, supported, and protected.

Your Business, Our Expertise – A Winning Combination.

5. Re-Trades After the LOI

Some buyers renegotiate over minor issues.

Solution: Resolve red flags early and draft protective LOI terms.

6. Legal Complexity Slows Everything Down

Overly complicated structures or aggressive legal counsel can derail deals.

Solution: Align early with M&A-experienced attorneys who focus on execution, not theory.

7. Mid-Process Business Changes

A dip in revenue or a lost customer mid-deal can spook buyers.

Solution: Time the go-to-market. Control the narrative. Keep the long view.

The bottom line:

Deals don’t just close because there’s interest—they close because there’s leadership.

In today’s uncertain market, a trusted M&A advisor:

  • Drives process with precision
  • Protects your value at every step
  • Anticipates problems before they occur
  • Keeps emotions from derailing outcomes
  • Turns market uncertainty into strategic clarity

If you're considering a transaction in 2025, don’t go it alone. The right advisor isn’t a cost—it’s the difference between success and disappointment.

Author

Matthew Kekelis, Managing Director, Benchmark International

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