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When the Buyer Calls First, Hang Up and Call an M&A Advisor

It usually starts with a phone call, email, or text message out of the blue. A buyer — sometimes an investment group, sometimes an M&A advisory firm, sometimes another company owner — reaches out and says they're interested in acquiring your business. They sound friendly, knowledgeable, and likely a little flattering. They say they've heard good things about your business and want to make you an offer.

It feels good, doesn't it? After all, someone presumably noticed your hard work. The caller might even talk numbers that sound reasonable, perhaps even generous. They might say they can move quickly, close within weeks, and save you the hassle of a long, tiring process. For a healthcare business owner already wondering when the right time to sell might be, this kind of approach can sound like a shortcut to a great finish line.

Here's my advice: Don't take that call as an opportunity. Take it as a warning.

Because that's what it is — a warning sign that you may be about to step into a conversation where all the leverage belongs to the other side. In my work, I've seen the difference representation makes time and again. When sellers engage me and VERTESS after receiving an unsolicited offer, the outcome changes dramatically. In every case, I’ve been able to substantially increase both the offer amount and improve the terms. In one recent example, a national company approached a healthcare owner this past summer with what seemed like a fair offer: $12 million. After engaging VERTESS and negotiating on their behalf, we’re now scheduled to close before year-end at a sale price of $17.7 million — nearly 50% higher and almost $6 million above the unsolicited offer. That difference will net the seller significantly more value and long-term security.

I've spoken with healthcare business owners who answered those calls and thought they were on their way to a clean, quick sale. Then, a few weeks in, the tone changed. The buyer who once seemed eager started "finding" problems during due diligence. Suddenly, the deal price was being "adjusted." Timelines stretched. The buyer asked for new concessions that chipped away at value, one clause at a time.

Sometimes those deals fall apart entirely. Other times, they close, but the seller ends up walking away realizing they left a large part of their company's worth on the table. 

Either way, the result is the same: disappointment, regret, and lost opportunity.

A Trend That Isn't Slowing Down

Cold calling has always existed in this space, but the volume today is unlike anything I've seen before. Buyers of all kinds, including strategics, private equity, and new roll-up platforms, are competing for fewer quality companies in an increasingly consolidated healthcare market. With limited options and plenty of capital to deploy, they're casting a wider net. That means more unsolicited calls landing in the inboxes and voicemails of owners who may not even be thinking about selling yet.

It's easy to see why these approaches work. They catch owners at just the right moment — after a good quarter, or maybe a particularly stressful one; after hearing about a competitor's sale; or simply during a time when they're wondering what's next for themselves and their company. The pitch offers simplicity: skip the middleman, skip the fees, and cashout fast. But that simplicity usually comes at a high cost.

The Odds Are Not in the Seller's Favor

Here's a statistic that might surprise you: Roughly 80% of deals fail when owners try to sell on their own after being approached by a buyer. Meanwhile, about 80% of deals that include an experienced M&A advisor succeed.

Those numbers tell a story that I've seen play out again and again. Unrepresented sellers tend to overestimate how "special" an unsolicited offer is and underestimate how complex the transaction process really is. Buyers who make cold calls know this. They structure their offers — and their timelines — to entice owners. Unfortunately, many cold callers are looking to exploit.

As the example I shared earlier shows, a buyer calling you directly isn't doing you a favor. They're trying to secure the best deal for themselves or their clients, not for you. And when you are the only one at the table, buyers have no reason to offer their best price or terms. You might still walk away with what looks like a good deal, but it's rarely the best one — and often not a safe one.

A Quick Test for Credibility

If you ever find yourself talking with a cold caller, there's one simple question that can tell you a lot about who you're dealing with:

"Would you be open to working with my advisor?"

A serious, professional buyer will welcome that involvement. They'll understand that an experienced healthcare M&A advisor helps ensure the transaction process is fair, efficient, and transparent for everyone involved. If the buyer resists — if they tell you an advisor will "complicate things" or "slow it down" — consider that an bright red flag. In my experience, the best buyers prefer to work with sellers who have representation, because it keeps the process organized and minimizes surprises and problems later.

That single question can save you from months of frustration and potentially hundreds of thousands or even millions in lost value.

The Pace of the Market Demands Preparation

In today's healthcare and broader financial environment, everything moves fast. The pace of consolidation means opportunities open and close quickly, and valuations can shift significantly in months, not years. Sellers often assume they can wait for "the right time" or that they'll know when a perfect offer comes along. But if you don't have your financials, operations, and strategy aligned before those calls start coming in, you risk losing leverage before the first conversation even happens.

That's why working with an advisor early — not just when you're ready to sell — matters so much. The right advisor helps you understand where your company sits in the market, how buyers are likely to value it, what terms are standard versus risky, and some changes you can make to better position your company for a successful transaction. They run a structured process that attracts multiple qualified buyers, creating competition and clarity.

When done properly, that process doesn't just improve your sale price; it can be the difference between a deal that closes and one that collapses at the finish line.

Don't Confuse Urgency With Opportunity

Cold callers thrive on urgency. They'll mention economic uncertainty, regulatory changes, or upcoming elections as reasons to "act now." The truth is, the market is always changing. There's never a perfect time to sell, only a prepared one.

If you've built a strong healthcare business, you've already done the hard part. Don't rush the final step because someone tells you that your window is closing. The best exits happen when owners control the timeline, not when they react to someone else's.

The Call Worth Making

If you've been approached by a cold caller or unsolicited buyer at a time when you're starting to think about selling — or even if a sale simply feels like it might be on the horizon, however distant — take a moment before responding. Reach out to an experienced healthcare M&A advisor first.

Whether that's someone at VERTESS or another qualified firm, an advisor can help you assess the legitimacy of the offer, understand your true market value, and chart a path that protects both your legacy and your livelihood.

Because when the buyer calls first, the smartest move you can make is to pick up the phone and call your advisor next.