Receiving offers: accept, decline or counter

As 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.

4 min readUpdated


When you sell a business on Sitavo, offers arrive in one place: under Offers and deals on the received offers tab. You get a notification and, by default, an email when a new offer comes in. Each offer has its own thread where you can write to each other and attach files, and you can sort by highest offer or deadline. Here is how to assess an offer and what your three options mean.

How to assess an offer

  • The amount — and the difference from your asking price, shown next to the offer.
  • The payment structure: how much is cash on takeover, and how much is earn-out or vendor financing? Deferred payment is a risk for you as the seller.
  • Conditions: an offer subject to financing or due diligence can fall through later.
  • Takeover date: does it fit with the lease, staff, season and your own plans?
  • The buyer: is the profile verified, has the buyer signed the NDA, and what does the buyer say about themselves and their financing?
  • The deadline: the offer expires on the date shown. Reply in good time — even if the answer is no.

Compare several offers

The highest amount is not always the best offer. Put the offers side by side and work out what you actually receive on takeover and how secure the rest is. A slightly lower offer that is 100% cash with no conditions can be worth more than a higher one where a large part depends on an earn-out. If many buyers are interested at once, you can start a bidding round with a fixed deadline, so everyone bids on the same terms.

Your options: accept, counter or decline

ActionWhat happens?
AcceptA deal starts. If you have chosen a letter of intent on the listing, the first step is that you both accept it — here you can choose an exclusivity period during which you do not negotiate with others. Otherwise the deal goes straight to the Agreement step (quick deal).
CounterYou propose a higher price — above the buyer’s offer and no more than your asking price — and can change the terms, such as takeover date, payment structure and exclusivity. The buyer can accept, make a new offer or decline.
DeclineThe offer is closed and the buyer is notified, optionally with your reason. The buyer can make a new offer while the listing is active.

If you have made a counter-offer, you can withdraw it as long as the buyer has not replied. The buyer’s original offer is then open for your reply again. In an auction there are no counter-offers: bids stand and the auction runs to its end.

What happens to the other offers?

When you accept one offer, the other open offers are not closed — they are parked, and the listing shows «Under negotiation». A parked offer cannot be accepted or countered while the deal is running, but you can decline it. There is no queue: if the deal is cancelled, all parked offers reopen at the same time (valid for 7 days or the buyer’s own validity), and you choose freely among them. If the deal completes, they are closed.

What the buyer accepts in the deal

As the seller, you choose the documents for a deal — in Create listing or in the listing settings. If you choose Use Sitavo’s agreements, the purchase agreement, asset list and transfer declaration are filled in automatically with the deal’s details, free of charge. If you add your own PDFs, the buyer must open and accept each one before the agreement can be confirmed. Buyers can see the list on the listing before they bid.

Negotiating in practice

  • Reply quickly — even with a no. Buyers often look at several businesses at once.
  • Give a reason when you decline or counter. A counter-offer with an explanation (for example newer accounts not reflected in the offer) leads to agreement more often.
  • If you accept an offer subject to due diligence, have the accounts, contracts and key figures ready in the data room.
  • Read the seller guide chapter on negotiation and the letter of intent, and use the sale price estimate if you are unsure what a reasonable offer is.

If an offer looks unserious or fraudulent — for example a request to pay outside the deal or through a foreign intermediary — report it from the offer thread, or open a case under Help and cases. Also read How to trade safely.

Frequently asked questions

  • No. You choose freely. Look at the whole offer: how much is paid in cash on takeover, what conditions the buyer has, and when the buyer wants to take over. Only in an auction does the highest bid automatically become a deal at the hammer, provided the reserve price is met.

  • They are parked and the listing shows Under negotiation. If the deal falls through, they all reopen at the same time and you choose again. If the deal completes, they are closed.

  • No. A counter-offer must be above the buyer’s offer and no more than your asking price. If you want a higher price, change the asking price on the listing.

  • Exclusivity means you do not negotiate with other buyers for an agreed period. It comes with the letter of intent, so it only applies when you have chosen a letter of intent on the listing.

  • Once an offer is accepted, a deal has started. Before payment you can request cancellation with a reason. If the buyer does not reply within 7 days, the deal is cancelled automatically.

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