The Seller's Power Shift: How to Defend Valuation After the LOI

Praveen Ghanta, Founder and CEO of DevHawk

Signing the LOI can feel like you've won. For the seller, it may actually be the moment when the balance of power starts moving the other way.

Praveen Ghanta learned that firsthand while selling HiddenLevers. A key enterprise contract slipped during diligence, the valuation story changed, and just before the diligence period expired, the buyer came back asking to reprice the deal by nearly 50%. What followed was a tense negotiation over how much to concede, what to protect, and when walking away becomes the better option.

What You'll Learn

Why seller leverage changes after signing an LOI What should be defined before entering exclusivity How to think about your walkaway number What diligence feels like from the seller's side Where buyers can unintentionally destroy what made an acquisition valuable What Praveen would do differently after going through the process himself

When diligence changes the deal, the hardest question is knowing what to defend and what to give up. DealPilot, powered by M&A Science, has the deal frameworks and negotiation playbooks practitioners have used to make that call themselves.

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This episode of M&A Science is presented by DealRoom.

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