Some deals die for good reasons, but too many die unnecessarily. In this episode of Napkin Numbers, Scott Lundt and Rahsaan Freeman unpack the most common and avoidable pitfalls that derail M&A transactions. From financing issues and unclear legal communication to operational surprises and bad timing, they share real stories and strategies to help you navigate the deal process with clarity and confidence.

Why Good Deals Die: Top Mistakes That Can Kill a Transaction

You’ll learn why transparency with your team matters, how to avoid holiday slowdowns, and why the right deal team makes all the difference. Whether you’re a buyer, seller, or advisor, this episode is packed with insights to help you keep your deal alive and get it across the finish line.
Napkin Numbers Talking Points
[0:00] Deals that Die Unnecessarily
- Scott and Rahsaan discuss common reasons why M&A deals fail, including financing, legal issues, and operational changes.
- They explain how many of these deal-breakers are avoidable with better preparation and communication.
[0:51] Financing Challenges
- Scott shares an example of a deal that unraveled due to a lender’s job change, which led to weeks of delays.
- He underscores the importance of vetting lenders, securing written term sheets, and understanding the financing process early.
[3:17] Timely Action and Legal Matters
- Rahsaan highlights the importance of responding quickly to requests in today’s fast-changing banking and SBA environment.
- He emphasizes how clear communication and collaboration between legal teams can minimize friction and keep deals on track.
[5:58] Operational Changes and Transparency
- Scott explains how late-stage disclosures—such as compensation tied to revenue for key employees—can threaten deals.
- He stresses that transparency and open conversations between buyers and sellers help resolve issues faster and with less friction.
[8:08] Timing and Deal Team
- Rahsaan points out how poor timing, especially around holidays, can stall or kill deals.
- He encourages assembling an experienced deal team that can anticipate obstacles, ask the right questions, and keep momentum strong.
Thanks for listening to this episode of Napkin Numbers.
Deals fall apart for all kinds of reasons, but many of those reasons are preventable. Whether it’s financing delays, late-stage surprises, or holiday timing, what matters most is communication, preparation, and having the right team in your corner.
Talk to your advisors. Ask the hard questions early. And don’t try to carry it all on your own.
If you’re looking for guidance on keeping your deal moving or getting one back on track reach out to us at Freeman Lundt. We’ll see you on the next episode

Why Most Business Deals Fall Apart: The Momentum Mistake

Tired of getting your Letter of Intent (LOI) rejected—or worse, ghosted? In this episode of Napkin Numbers, Scott Lundt and Rahsaan Freeman walk through the key components of a strong Letter of Intent and what it really takes to get sellers to take you seriously. They dive into how to present your qualifications, clearly outline your process, and maintain deal momentum through thoughtful communication and structure.
You’ll also hear insights on what sellers are looking for, how to build trust early, and why vague or incomplete LOIs can stall your progress. Whether you’re an aspiring business buyer or advising one, this episode is packed with practical advice to help you stand out, stay engaged, and close with confidence.
Napkin Numbers Talking Points
[0:00] Tips for submitting a successful LOI
- Scott and Rahsaan discuss the importance of including personal financial statements, resumes, and a statement of intent when submitting a letter of intent (LOI).
- These elements show seriousness and qualifications to the seller.
[2:10] Importance of articulating a plan
- The hosts emphasize the significance of outlining a clear process and timeline for the acquisition.
- This includes due diligence, financing, and closing dates.
- A clear plan shows the seller that the buyer is serious and qualified to carry on their legacy.
[3:36] The analogy of deal momentum
- Rahsaan compares deal momentum to a sports team’s drive to score.
- He highlights the importance of keeping the momentum going in a business transaction.
- Without momentum, the deal risks stalling or falling apart.
[4:51] The necessity of active participation
- Scott and Rahsaan stress the importance of being an active participant in the transaction.
- Whether as a buyer or seller, staying involved ensures timely progress.
- Lack of seriousness or involvement can lead to potential problems.
[6:35] Final reminders and conclusion
- The hosts wrap up the conversation with a reminder for both buyers and sellers to stay prepared, enthusiastic, and involved.
- Active participation helps avoid unnecessary delays and frustrations throughout the acquisition process.
The business landscape is shifting rapidly, and opportunities for growth through acquisition are more abundant than ever. Freeman Lundt specializes in helping businesses navigate fluctuating valuations, leverage dropping interest rates, and capitalize on strategic acquisitions. If you’re ready to make your next big move in 2025, don’t wait—contact us today to discover how we can help you seize the moment and grow your business.
Freeman Lundt is here to help you plan your business’s growth, and exit from your business on your terms. The #1 question of CEOs looking to grow or sell their business is always, what is my business worth? Don’t worry, we have a free, confidential, industry-leading tool for that! Please use our complimentary business evaluation calculator to determine your business’s worth.

Deal Makers vs. Deal Breakers: Who Belongs on Your M&A Team?

In this episode of Napkin Numbers, Scott Lundt and Rahsaan Freeman explore the essential players you need on your M&A deal team. From legal counsel and tax advisors to financial experts and emerging roles like exit planners, they share real-world insights and strategies for building a team of deal makers, not deal breakers.
Whether you’re planning an exit or preparing for acquisition, this episode offers crucial advice to help ensure your deal crosses the finish line smoothly.
Napkin Numbers Talking Points
[0:00] Why Deal Teams Matter
- The episode kicks off with Rahsaan and Scott emphasizing the importance of a strong, flexible deal team filled with “deal makers, not deal breakers.”
[1:32] Tax & Financial Statement Advisors
- Scott shares why having an M&A-savvy tax advisor and a well-managed financial statement process is critical, especially when discretion is needed during a sale.
[3:56] Legal Counsel & Insurance Agents
- Rahsaan and Scott discuss how proper legal and insurance advisors manage risk and ensure nothing is overlooked in high-stakes transactions.
[6:08] Financial Advisors & Bankability
- They break down how financial advisors prepare sellers for life after business and explain the importance of understanding if your company is “bankable.”
[10:38] Business Consultants, Estate Planners & Unconventional Advisors
- The episode concludes with a discussion about emerging advisors, including exit planners, estate professionals, and even spouses or neighbors who influence decisions.
Now you know just how crucial your team really is. From tax experts and legal advisors to financial planners and even that trusted voice in your personal circle; every player at the table can move your deal forward or bring it to a halt. As you prepare for your next big move, remember: success hinges not just on the numbers, but on the people who help you navigate them. Surround yourself with dealmakers—and give your business the next step it deserves. Contact us today to discover how we can help!
Freeman Lundt is here to help you plan your business’s growth, and exit from your business on your terms.
The #1 question of CEOs looking to grow or sell their business is always, “What is my business worth?” Don’t worry, we have a free, confidential, industry-leading tool for that! Please use our complimentary business valuation calculator to determine the value of your business.

From Offer to Closing: What To Expect When Selling Your Business

Ever wondered what’s behind a truly successful business sale transition? It’s not just about signing documents—it’s about protecting your legacy, your team, and ensuring your business thrives under new ownership.
In this episode of Napkin Numbers, Scott Lundt and Rahsaan Freeman unpack the critical steps to achieving a seamless business transition, from negotiating the Letter of Intent (LOI) and navigating due diligence to crafting an operational transition plan that safeguards both your company’s value and its people. Tune in and learn how to confidently transfer your business—and your legacy—to the new owner.
Napkin Numbers Talking Points
[0:00] Introduction to Selling Your Business
- Scott and Rahsaan discuss the excitement of having a buyer interested in your business, emphasizing that receiving an offer is just the beginning of the sale process.
[1:29] Negotiating the Letter of Intent
- The hosts outline the steps involved in preparing and reviewing the Letter of Intent (LOI), stressing the importance of examining contingencies, deal structures, and achieving a balanced agreement that satisfies both parties.
[3:40] Finalizing the Sale
- Scott and Rahsaan detail the final steps of the sale process, including legal, financial, and operational due diligence, along with meeting any lender requirements when financing is involved.
[4:24] The Importance of Operational Transition
- The hosts emphasize the critical role of developing a strong operational transition plan to ensure a smooth handover, highlighting careful management of human capital and clearly communicating changes to key employees and sales accounts.
[5:25] Conclusion and Next Steps
- The episode wraps up by encouraging sellers to celebrate their successful business transition, while playfully suggesting they might even consider purchasing another business in the future.
The business landscape is shifting rapidly, and opportunities for growth through acquisition are more abundant than ever. Freeman Lundt specializes in helping businesses navigate fluctuating valuations, leverage dropping interest rates, and capitalize on strategic acquisitions. If you’re ready to make your next big move in 2025, don’t wait—contact us today to discover how we can help you seize the moment and grow your business.
Freeman Lundt is here to help you plan your business’s growth, and exit from your business on your terms.
The #1 question of CEOs looking to grow or sell their business is always, what is my business worth? Don’t worry, we have a free, confidential, industry-leading tool for that! Please use our complimentary business evaluation calculator to determine your business’s worth.

Making Your Company Bankable: Tips for Accessing Working Capital

Struggling to secure working capital? You’re not alone. In this episode of Napkin Numbers, Scott Lundt and Rahsaan Freeman break down what it takes to make your company truly bankable. They dive into key financial ratios—leverage, liquidity, and coverage—that banks use to assess risk, and they highlight the importance of early planning and strong banking relationships.
Whether you’re growing or preparing for an acquisition, this episode is packed with insights to help you navigate the financial landscape, position your business for success, and secure the funding you need.
Napkin Numbers Talking Points
[0:00] Understanding Bankability
- The hosts discuss the importance of making a company bankable and how it affects access to capital for business growth.
[0:43] Qualifying for Working Capital Loans
- Rahsaan explains the three key ratios that banks consider when underwriting working capital loans: leverage, liquidity, and coverage.
- Planning and budgeting are essential for securing capital.
[2:37] Having a Proactive Banker
- Scott emphasizes the importance of having a banker who understands and advocates for the business.
- A proactive relationship with a banker who takes the time to understand the business can make a significant difference in securing financing.
[3:50] Access to Capital as a Make-or-Break Factor
- The hosts highlight the critical role of access to capital in the success of businesses.
- Companies that manage capital well tend to grow in a manageable way, while those without access to capital may face closure.
[4:36] Conclusion and Takeaways
- The hosts summarize the key concepts of leverage, liquidity, and coverage.
- They emphasize the importance of planning and preparing the company for financial evaluation by financial institutions.
The business landscape is shifting rapidly, and opportunities for growth through acquisition are more abundant than ever. Freeman Lundt specializes in helping businesses navigate fluctuating valuations, leverage dropping interest rates, and capitalize on strategic acquisitions. If you’re ready to make your next big move in 2025, don’t wait—contact us today to discover how we can help you seize the moment and grow your business.
Freeman Lundt is here to help you plan your business’s growth, and exit from your business on your terms.
The #1 question of CEOs looking to grow or sell their business is always, what is my business worth? Don’t worry, we have a free, confidential, industry-leading tool for that! Please use our complimentary business evaluation calculator to determine your business’s worth.

How to Grow Through Acquisition in a Changing Market

In the first Napkin Numbers episode of the new year, Scott Lundt and Rahsaan Freeman dive into the unexpected trends shaping 2025. The “silver tsunami” is creating unprecedented opportunities for business acquisitions as baby boomers exit the marketplace, leaving more sellers than buyers.
With interest rates dropping, access to capital is expanding, fueling stealth consolidations and strategic acquisitions across industries. They explore how fluctuating valuations and market dynamics make this a pivotal time for entrepreneurs to act. Tune in for insider strategies to navigate this shifting landscape to elevate your business.
Napkin Numbers Talking Points
[0:00] Introduction to M&A in 2025
- Scott and Rahsaan discuss the current state of the M&A space, highlighting the impact of lower interest rates on financing and the trend of consolidation due to the “silver tsunami” of baby boomers exiting the business world.
[0:37] Market Dynamics and Consolidation
- The conversation delves into the impact of the silver tsunami, with more sellers than buyers creating a trend of consolidations in the business world.
- Companies, big and small, are strategically acquiring businesses in their sector for long-term exit strategies.
[1:10] Buyer Strategies and Market Trends
- Scott discusses how interest rates and cost of capital are influencing buyer strategies.
- He explains that as lower rates and increased access to capital lead to more buyers in the market, the conversation emphasizes the shift towards a seller’s market and the need to act quickly in making acquisitions.
[2:30] Business Valuation and Acquisition Strategy
- Scott and Rahsaan discuss the evolving nature of business valuation in the current market, highlighting the importance of considering synergies and economies of scale in determining the value of a business.
- They emphasize the need to understand the shifting dynamics in the acquisition landscape.
[3:34] Call to Action for Potential Acquirers
- Scott and Rahsaan conclude by encouraging listeners to get involved in the M&A game, highlighting the opportunities presented by the current market dynamics.
- They invite interested parties to reach out and emphasize the potential for growth through acquisition in 2025.
The business landscape is shifting rapidly, and opportunities for growth through acquisition are more abundant than ever. Freeman Lundt specializes in helping businesses navigate fluctuating valuations, leverage dropping interest rates, and capitalize on strategic acquisitions.
If you’re ready to make your next big move in 2025, don’t wait—contact us today to discover how we can help you seize the moment and grow your business.
Freeman Lundt is here to help you plan your business’s growth, and exit from your business on your terms. The #1 question of CEOs looking to grow or sell their business is always, what is my business worth? Don’t worry, we have a free, confidential, industry-leading tool for that! Please use our complimentary business evaluation calculator to determine your business’s worth.