Dr Allen Nazeri DDS MBAHealthcare M&A Expert

How to get the best deal? #exitstrategy #learnbusiness #billionaire

28 May 2026 · 1 min

Watch on YouTube

1:08

In this concise YouTube short, Dr. Allen Nazeri advises business owners planning an exit within the next 1–5 years on three common, silent money leaks that can erode the value of a sale. First, he warns against accepting the initial offer, emphasizing the need to generate competition by having three to five qualified buyers, which drives up price. Second, he stresses the importance of cleaning up financial statements 12–24 months before the sale, noting that proper add‑backs and adjusted EBITDA can affect valuation by a factor of one to two, and that unclean books give buyers leverage to discount. Third, he highlights the complexity of deal structure, explaining that an all‑cash offer may be less valuable than a higher‑priced deal with earn‑outs, seller notes, or cash at close, each carrying distinct risk. He concludes by inviting questions and promising weekly M&A breakdowns for owners seeking to maximize their exit outcomes.

Chapters

Sold your business, but did you actually get the best deal? Most owners don't. Here are 3 silent money leaks. Number 1, taking the first offer. It feels validating. It's not strategic. Competition between buyers is what drives price up. You need at least 3 to 5 qualified buyers in the room. Number 2, not cleaning up your books 12 to 24 months before you sell. Add-backs and adjusted EBITDA can swing your valuation by 1 to 2 times. Buyers will find every reason to discount your number. Give them nothing to work with. Number 3: Ignoring deal structure. A $10 million all-cash offer can be worth less than a $12 million offer with earnouts, or worth more depending on the terms. Cash at close seller notes, and earnouts all carry different risk. If you're thinking about an exit in the next 1 to 5 years, this stuff matters now. Drop a question below or follow for weekly M&A breakdowns.