We are currently talking with a few potential buyers for our SaaS, and had talks in the past as well... Here's my lessons learned: One didn't proceed at the ve

We are currently talking with a few potential buyers for our SaaS, and had talks in the past as well... Here's my lessons learned: One didn't proceed at the very last step, without any explanation or feedback, so I have become very careful when engaging into these kinds of conversations. All of our serious negotiations are small and medium sized organizations, both customers and competitors where we can extend their offering or have an important tool that generates a lot of their leads, so we usually don't reply to exotic candidates. We had a few chats with large organisations, but this was mostly a bullying kind of relation, so we did not proceed... I think this is a bit like a poker game: to maximize your odds of winning you need to play in your own league... The advantage is that, in this "little league”, discussions tend to take anywhere from 3 to 5 meetings and some emails, nothing more; that's the advantage of talking with the company owners directly and not with a big-corp M & A cell... IME you can be blunt and open, and I strongly suggest to avoid a technical due diligence until the latest phase. No need to exaggerate numbers, just be open and explain your valuation model; this might be anything, but it needs to buy them good ROI, time, a competitive advantage or a decrease in risk. IME it works the best if they have the capacity to scale up your product, so it's a win-win. I haven't considered a 10% deposit, but I think this might be a bit too aggressive for European standards in the early talks. However, I think it is a good idea to go through with it once you have an LOI. It is a challenging process that's not over until the fat lady sings, so try to manage your expectations and be prepared to walk away if it is not a win-win. If you fail to see what their motivating factors are in the deal, just walk away...