How to make an offer on a business
Make an offer on a business for sale: amount, takeover, conditions, earn-out and instalments, validity, Buy now and what happens when the seller replies.
5 min readUpdated
An offer on a business is a written proposal to the seller to buy at a given price and on given terms. Making an offer on Sitavo is free, and the whole negotiation takes place in one thread between you and the seller, so you can always see who offered what and when. This article explains how to make an offer, which terms you can attach, and what happens next.
How the seller prices the business — and what it means for your offer
The first thing to check on the listing is the price type. It decides whether you can negotiate and how binding your offer is.
| Price type on the listing | What you do as a buyer |
|---|---|
| Fixed price | You buy at the price the seller has set, using Buy at fixed price. The amount is not negotiated. |
| Open to offers | You make an offer up to the asking price. If the seller has set a minimum offer, lower offers are declined automatically. The seller can accept, counter or decline. |
| Price not disclosed | The listing shows «Price not disclosed — make an offer». You bid freely, with no ceiling. |
| Bidding round | As «Open to offers», but with a deadline for the last offer. The seller chooses among the offers, even after the deadline. |
| Auction | Bids are public and binding and cannot be withdrawn. The highest bid wins at the hammer if any reserve price has been met. See Bidding rounds and auctions. |
Before you make an offer
- Read the listing carefully and put your questions in a message to the seller before you bid. An offer is easier to make when you understand the figures behind the asking price.
- Some listings require a signed NDA or a verified profile before you can see all the figures and make an offer. See Sign an NDA and get access.
- You need to have confirmed your email address to make offers.
- Check Documents for a deal on the listing to see which documents the seller has chosen — for example Sitavo’s purchase agreement, or the seller’s own PDFs that you accept during the deal.
- Use the checklist before buying, so you know what to investigate if your offer is accepted.
How to make an offer, step by step
- Open the listing and tap Make an offer. On a fixed-price listing you will see Buy at fixed price instead.
- Enter the amount in whole Danish kroner (DKK). The offer must be at least the seller’s minimum offer (if there is one) and no more than the asking price. If the price is not disclosed, there is no ceiling.
- Open Terms (optional) and set your takeover date, how long the offer stands, conditions and payment structure (see below).
- Write a short message to the seller (up to 2,000 characters): who you are, how you will finance the purchase and what you expect to take over.
- Tap Submit offer. The seller is notified straight away, and you can follow the offer under Offers and deals.
Terms in the offer: takeover, conditions, earn-out and instalments
The terms are optional, but they make the offer concrete and save you misunderstandings later. The seller sees them together with the offer, and if the seller uses a letter of intent, they carry over into it.
| Term | What you can specify |
|---|---|
| Preferred takeover date | When you would like to take over the business (up to 3 years ahead). |
| Validity | How long the offer stays open: a number of days or until a given date. The default is 7 days, the maximum 60 days. |
| Conditions | The offer is subject to satisfactory due diligence, financing, approval of the accounts, transfer of key contracts or another condition you describe. |
| Payment structure | How the amount is split between cash on takeover, earn-out (share, period and target) and vendor financing (share, term and interest rate). The split must add up to 100%. |
If the seller has said on the listing that part of the price can be paid over time, you can set up a loan agreement with a down payment and instalments in the deal itself. Read more about vendor financing and funding an acquisition and about earn-outs.
An offer with few, clear conditions is often more attractive to a seller than a slightly higher one with many. Explain in your message why you are adding a condition and when it can be resolved.
Buy at fixed price (Buy now)
On a fixed-price listing, Buy and start the deal starts the deal straight away at the agreement step. You confirm a binding intention to buy at the price, and the business is reserved for you so no one else can buy it meanwhile. The seller then confirms the price and what is included. The agreement and payment must be in place within 14 days, or the deal is cancelled automatically.
Once the offer is sent
- You can have one open offer per listing. To offer more, choose Make a new offer — the new offer must be higher and replaces the old one.
- You can withdraw an ordinary offer until it has been accepted. Bids in an auction cannot be withdrawn.
- If the offer expires without a reply, it is closed. You can make a new one while the listing is active.
- If the listing is paused, the offer is on hold until the seller reactivates it.
- If the seller is already in a deal with another buyer, your offer is parked. If that deal is cancelled, all parked offers reopen at the same time (valid for 7 days or your own validity), and the seller chooses freely. If the deal completes, your offer is closed.
What does it mean when the seller accepts?
An accepted offer starts a deal. If the seller has chosen a letter of intent (LOI), the first step is that you both accept it, with price, terms and any exclusivity. Otherwise the deal goes straight to the agreement step — known as a quick deal. The agreement is only concluded once you have both confirmed it. See the deal process step by step and the letter of intent. Only make offers you mean: the seller may stop other negotiations to deal with you.
Frequently asked questions
An ordinary offer is a statement of intent. The agreement is only concluded once both buyer and seller have confirmed it in the deal. Auction bids, however, are binding on the buyer and cannot be withdrawn, and with Buy at fixed price you confirm the agreement straight away.
You choose the validity yourself. The default is 7 days and the maximum 60 days. In a bidding round, the offer stays valid for at least 7 days after the deadline so the seller has time to choose.
Not with an ordinary offer: the asking price is the ceiling. If the price is not disclosed there is no ceiling, and in an auction bids can go above the asking price.
Yes. Under the terms you split the amount between cash on takeover, earn-out and vendor financing so that it adds up to 100 percent. Instalments can be set out in a loan agreement in the deal itself.
Your offer is parked. If the other deal falls through, all parked offers reopen at the same time and the seller chooses freely among them. If the deal completes, your offer is closed.
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Related articles
- Receiving offers: accept, decline or counterAs a seller you can accept an offer, counter it or decline it. How to assess and compare offers, and what happens to the other offers when you accept one.
- Bidding rounds and auctions: selling or buying a business at auctionHow bidding rounds and auctions work on Sitavo: deadline, starting bid, increment, hidden reserve, auto-bid, the hammer and if the winner backs out.
- The deal process step by stepFrom accepted offer to completed deal: letter of intent, agreement and documents, payment directly between you, handover, deadlines and proof of purchase.
- Buying a business: checklist and due diligence before you bidChecklist for buying a business: budget and financing, finances, customers, lease, employees, legal and operations — for physical and digital businesses.