Deal stages · Before you sell
How to respond when a buyer retrades after due diligence
Published · Reviewed by The Diligence Standard Team · Updated
Ask what changed from the LOI, when it became knowable, what evidence supports it and how the buyer calculated the adjustment. A real issue can justify action without automatically justifying the full demand.
A realistic transaction story
Diligence found that a distributor needed $60,000 of near-term equipment work. The buyer requested a $180,000 reduction for repair cost, disruption and risk. The seller accepted the repair evidence but independently tested the added assumptions.
What the evidence changed
The finding was genuine, while the requested price movement required a separate economic bridge.
What to check
- Write down the exact claim and who supplied it.
- Ask what was independently tested, by whom and under what scope.
- Connect each proposed change to the original assumption, evidence, quantified consequence and any overlapping adjustment.
- Translate any unresolved gap into cash, price, terms, timing or a decision not to proceed.