Deal Killer #5: Why “Time Kills Deals” (And How to Keep Momentum)
There is an old saying in corporate finance that is as true today as it was 50 years ago: “Time Kills Deals.”
You can have a profitable business, a motivated buyer, and a fair price. But if the process drags on too long, the deal will die.
We have seen it happen countless times. A seller takes three weeks to reply to a question. A lawyer goes on holiday at a critical moment. A minor query turns into a month-long debate.
Slowly, the energy drains out of the transaction. The buyer gets bored, or nervous, or simply distracted by a “shinier” opportunity elsewhere.
Welcome to Deal Killer #5: The Loss of Momentum.
The Danger Zone: The “Dip”
Every deal has an emotional lifecycle.
The High: Signing the Heads of Terms. Everyone is excited.
The Dip: The grueling 3–4 months of Due Diligence. This is where the work is hard, the questions are intrusive, and the end seems far away.
It is in “The Dip” that deals fall apart.
If a buyer asks for a simple document—like a VAT return or a staff handbook—and it takes you 10 days to find it, they don’t just get annoyed. They get suspicious.
They think: “If it takes them this long to find a basic document, how disorganized is the rest of the business?”
Doubt creeps in. And when doubt creeps in, the price starts to chip away.
Why Do Sellers Slow Down?
It’s rarely laziness. It’s usually deal fatigue.
As a business owner, you still have a day job. You are trying to run your company, hit your targets, and manage your staff. Suddenly, you essentially have a second full-time job: answering 500 questions from a forensic accountant.
It is overwhelming. You start delaying the deal work to focus on the “real work.” But in M&A, speed is confidence. A delay looks like a cover-up.
The “Shinier Object” Syndrome
Buyers—especially Private Equity or Trade Buyers—are rarely looking at just one company. They likely have 3 or 4 potential acquisitions on their desk.
They will naturally gravitate toward the deal that is easiest to do. If Company A (you) is dragging its feet, and Company B has a perfect Data Room and answers emails within an hour, the buyer’s capital and attention will flow to Company B.
You are in a race, whether you realize it or not.
The Dexterity Fix: The Data Room & The Buffer
This is why you never sell a business alone. You need a Project Manager.
At Dexterity Partners, our role shifts during Due Diligence. We stop being “salespeople” and become “deal drivers.”
- The Data Room Ready Approach
We don’t like scrambling. As part of our Fit to Sell preparation, we build your Virtual Data Room before we even find a buyer. When they ask for the insurance policies or the lease, we don’t have to ask you for them. We just click “Share.” The buyer gets the answer in minutes, not weeks.
- The Emotional Buffer
When you are tired and frustrated with the buyer’s 100th question about a £50 expense receipt, you might be tempted to send a rude email.
We stop that email. We act as the buffer, keeping the relationship professional while chasing the lawyers and accountants on both sides to keep things moving.
- The Pace Setter
We set deadlines. We don’t just wait for lawyers to reply; we manage the timetable. We ensure that momentum is maintained so that you get through “The Dip” and reach the finish line.
Conclusion: The Series Wrap-Up
Over this 5-part series, we’ve looked at the monsters that hide in the closet of business sales:
Messy Finances
Whale Clients
Owner Dependency
Legal Landmines
Lost Momentum
The common thread? Preparation.
Every single one of these deal killers can be disarmed if you start early. The tragedy of a failed sale is rarely that the business was bad; it’s that the preparation was too late.
If you want to sell your business for what it’s truly worth, don’t wait for the buyer to ask the hard questions. Ask them yourself, today.
Ready to get Fit to Sell? Contact Dexterity Partners for a confidential review of your exit readiness.
FAQ’s
1. What does “time kills deals” mean in M&A?
“Time kills deals” means that even when price and interest are agreed, a slow M&A process can cause a transaction to fail. When selling a business, delays reduce buyer confidence, increase perceived risk, and often result in renegotiation or deal collapse.
2. Why do business sales fail due to lack of momentum?
A loss of deal momentum is a leading cause of business sale failure. In M&A transactions, prolonged response times, unresolved queries, or missed deadlines allow doubt to creep in, making buyers reconsider or shift focus to alternative opportunities.
3. What is the most dangerous phase of due diligence?
The most dangerous phase of the due diligence process is the period after signing Heads of Terms. At this stage, M&A risk is highest because enthusiasm fades, scrutiny increases, and any delay or disorganisation can undermine buyer confidence.
4. Why do slow responses during due diligence worry buyers?
During M&A due diligence, slow responses signal poor organisation or potential concealment. This increases business sale risk and damages buyer confidence, often triggering price chipping or more aggressive questioning from advisers.
5. What is deal fatigue and how does it affect selling a business?
Deal fatigue occurs when business owners become overwhelmed by the demands of the M&A process while still running their company. When selling a business, fatigue leads to delays, which buyers interpret as disengagement or risk, threatening deal completion.
6. Why do buyers walk away to “shinier” deals?
Private equity buyers and trade acquirers often assess multiple acquisition targets simultaneously. In competitive M&A environments, buyers naturally prioritise deals that move fastest and appear easiest to complete, abandoning slower, more difficult transactions.
7. How does a virtual data room help maintain deal momentum?
A well-organised virtual data room allows instant access to due diligence documents, keeping M&A transactions moving quickly. Fast, accurate responses demonstrate professionalism and significantly improve buyer confidence during the sale process.
8. Why is project management critical during due diligence?
Strong M&A project management ensures deadlines are met, advisers stay accountable, and momentum is preserved. Effective coordination during the business sale process improves deal execution and reduces the risk of unnecessary delays.
9. How can a corporate finance advisor prevent deals from stalling?
A corporate finance advisor provides hands-on M&A advisory by managing timelines, chasing advisers, filtering communication, and protecting seller focus. This support is critical when selling a business, ensuring momentum is maintained through due diligence.
10. How can preparation reduce the risk of a failed business sale?
Early preparation helps prepare a business for sale by eliminating delays during M&A due diligence. Strong exit planning, including a ready data room and clear reporting, removes uncertainty, accelerates the process, and maximises the chance of a successful deal.
