Why I Tell Sellers to Get at Least Three Offers, Even Though It Sometimes Costs Me Deals

I’m going to tell you something that my business development instincts say I shouldn’t: if you’re talking to Numica about selling your practice and you don’t have other offers on the table, you should go get some.

I mean that. Not as a negotiating tactic I’m recommending. As a genuine suggestion from someone who’s been on both sides of these conversations.

Here’s why, and here’s exactly how to do it.

Selling an accounting practice isn’t like selling a house, where you list it and the market tells you what it’s worth within a few weeks. Practice valuations are squishy. Multiples range from 0.8x to 2.0x+ depending on who’s buying, what they value, and how badly they want your geography or niche.

A single offer, even a good one, gives you no way to calibrate. You don’t know if it’s generous or if you’re leaving 30% on the table. You don’t know if the deal terms are standard or if the buyer is testing what they can get away with.

Three offers gives you something a single offer never can: pattern recognition. You start to see which terms are standard and which are that buyer’s idiosyncrasy. You see who actually values your staff and who just says they do. You see who’s flexible on transition timeline and who has a rigid playbook they’re going to run regardless of your situation.

Most practice owners I talk to assume getting multiple offers means hiring a broker. That’s one route. It’s not the only one.

Route 1: Broker-led process

A good accounting practice broker will run a structured process: NDA’d buyers, information memorandum, first-round offers, shortlist, final bids. You’ll pay 8–12% of the transaction value in commission.

What this route does well: it generates volume. A broker with a real buyer list can surface 5–15 interested parties in a few weeks. What it does less well: the broker is incentivized to close a deal, not necessarily the best deal for you. Their commission doesn’t change much between an okay deal and a great one, but their time investment does.

If you go broker-led, the most important question to ask is: “How many of your last 10 deals closed at or above the initial asking price?” If they can’t answer that clearly, their process isn’t creating real competitive tension.

Route 2: Direct outreach to strategic buyers

You know who the active acquirers are in your market. The PE-backed platforms. The regional firms on growth paths. Companies like ours. You’re allowed to call them directly.

A simple email works: “I’m exploring options for my practice. We’re a $[X] firm in [city], primarily [specialty]. I’m having conversations with a few parties and wanted to include you. Would you be interested in an introductory call?”

What this route does well: you control the narrative. You choose who’s in the room. There’s no broker filter between you and the buyer’s actual decision-maker. What it requires: you need to be comfortable with direct conversation and you need to be organized enough to run a parallel process yourself.

Route 3: Peer firm conversations

This is the one most sellers overlook. There are practitioners in your area, maybe slightly younger, maybe at a different firm size, who’ve thought about acquiring but never been proactively approached by a seller. They won’t show up in a broker’s buyer database because they haven’t registered as “active acquirers.” But they have capital, they have capacity, and they’d seriously consider the right opportunity.

The advantage of a peer buyer: they understand your business intuitively. The integration risk is lower because they operate the same way you do. The disadvantage: they may not have transactional experience, which can mean a slower, more uncertain process.

Three offers on the table is where the real work starts. Here are the questions that separate a well-run process from one that just generates paper:

On deal structure:

• “What percentage of the total consideration is paid at close vs. deferred?” (Anything below 60% at close means the buyer is shifting risk to you.)
• “What’s the earnout tied to: revenue retention, client count, or my personal involvement?” (Revenue retention is the fairest; personal involvement is a trap.)
• “If I hit all my targets, what’s the maximum total payout? If I hit none, what’s the guaranteed floor?”

On your people:

• “Which of my current staff will you retain, and for how long are you committing to that?” (Verbal assurances don’t count. Ask for it in writing.)
• “What happens to compensation, titles, and reporting lines in the first 90 days?”
• “Who from your side will my staff report to after close?”

On your clients:

• “Walk me through exactly how you’ll communicate the transition to my clients. Who sends what, and when?”
• “What’s your client retention rate on past acquisitions at 12 months? At 24?” (If they can’t answer this, they either haven’t done acquisitions or haven’t tracked outcomes. Both are red flags.)
• “Will my clients’ fee schedules change in the first year?”

On the transition:

• “What does my involvement look like at month 1, month 6, and month 12?”
• “What happens if I need to leave earlier than planned? What’s the off-ramp?”
• “Who’s your integration lead, and can I talk to a seller from one of your previous acquisitions?”

I’ll be honest about the cost: this article will occasionally lose us deals. A seller who reads this and goes out and gets three offers might end up choosing someone else. It’s happened before and it’ll happen again.

I’m okay with that. Here’s why.

The seller who comes to us with three offers in hand is a seller who’s done their homework. They’re not anxious about whether they’re making a mistake. They’re not going to have buyer’s remorse six months later. They chose us because they compared us to real alternatives and decided we were the best fit, not because we were the only option they saw.

That seller becomes a reference. They tell their peers. They say, “These guys told me to shop around, and I did, and I still chose them.” That’s worth more than any deal we’d win by being someone’s only conversation.

So: if you’re talking to us, go get your other offers. We’ll still be here when you’re ready to compare.

We’ve also published a printable checklist of nine questions to ask any buyer — including us — before you commit to a sale.