From Search to LOI in 90 Days: The Ultimate Buyer's Playbook
This playbook empowers serious buyers with $50k+ and 670+ credit to secure an LOI in 90 days. Packed with templates, processes, and Munera Capital’s insights for small business acquisitions
Presented by Munera Capital
© 2026 MH Ventures. Confidential & proprietary. For educational purposes only. No redistribution or resale permitted.
Table of Contents: Your 90-Day Acquisition Journey
This playbook is meticulously structured to guide you through every critical step of acquiring a small business, from initial search to signing a Letter of Intent within 90 days. Each section builds upon the last, providing actionable strategies, essential tools, and expert insights to streamline your acquisition process and maximize your efficiency.
Prepare to navigate the complexities of small business acquisition with confidence and precision, leveraging the strategic roadmap outlined in the following pages.
© 2026 MH Ventures. Confidential & proprietary. For educational purposes only. No redistribution or resale permitted.
Foreword: The 90 Day Window
93% of aspiring buyers will fail to close a single deal.
Not because they lack capital. Not because they lack ambition. Because they lack a system.
As an entrepreneur who has generated tens of millions in revenue, built a private equity-backed company, and successfully exited, I've learned the difference between buyers who succeed and those who fail isn't intelligence, connections, or even experience. It's execution, speed, and a disciplined process.
After sourcing deals for institutions for 3 years, Munera Capital is returning the edge back to individuals. This system has sourced over $200M in deals ranging from $500K to $50M.
Here at Munera Capital, we've refined the exact 90-day framework that takes you from initial search to signed LOI.
You'll learn to:
  • Source deals where 90% of buyers never look
  • Analyze opportunities in hours, not weeks
  • Structure deals that protect your downside
  • Move with the confidence of a serial acquirer
This isn't an MBA textbook. It's a practitioner's playbook built for speed and peace of mind. Every tool, template, and technique has been refined through real transactions.
A warning: This playbook assumes you're ready to act. If you're "exploring options" or "thinking about it for next year," stop reading. M&A rewards speed, not contemplation.
For those ready to move—let's turn that 93% failure rate on its head.
Michael Hummel
Founder & CEO, Munera Capital
P.S. The buyers closing deals today aren't smarter than you. They just started yesterday. Your 90 days begins now.
© 2026 MH Ventures. Confidential & proprietary. For educational purposes only. No redistribution or resale permitted.
Start Here

Who This Is For
This guide is not for the faint of heart or the casually curious. It's specifically tailored for serious, action-oriented buyers who are prepared to engage in a rigorous process. If you meet the following criteria, you possess the foundational elements to thrive with this roadmap:
Liquid Capital $50K+
You have readily available funds to cover initial deal costs and demonstrate financial stability to lenders and sellers.
Credit Score 670+
A strong credit profile is crucial for securing competitive rates with any lender. Whether you go SBA or private financing.
Unwavering Resolve
You are relentless in your pursuit of an LOI within 90 days, understanding that commitment is key to overcoming challenges.
How To Use It
Follow The Playbook
Don't skim through this and look for highlights. That's what those who are set to fail do. Read each section in order, then re-read to confirm understanding. Don't stray from the process.
Utilize Tools
We are sharing everything. Proprietary tools that will help make your decisions, build your buyer resume, calculate deal ROI/size, templates, scorecards, scripts, etc… Use them all.
Execute Today
Don't be the person that reads this and then does nothing. Read 1 page then go and take action immediately. You want to buy a business? Take action, ask questions, and you'll win.

This guide and its contents are proprietary and confidential. No part of this publication may be reproduced, distributed, transmitted, shared, resold, or modified in any form or by any means without the prior written consent of MH Ventures LLC d/b/a Munera Capital. This material is licensed for individual use only and may not be used for commercial purposes, training, or redistribution.
Disclaimer: This content is provided for educational purposes only and does not constitute legal, financial, tax, or investment advice. The examples presented are based on real outcomes but are not guarantees of future success. Past performance is not a predictor of future results, and Munera Capital cannot assure financing or deal closings. Conduct thorough due diligence with your own attorney, CPA, and lender. Munera operates exclusively as a buy-side advisory firm, not a broker-dealer, law firm, or registered investment adviser.
© 2026 MH Ventures. Confidential & proprietary. For educational purposes only. No redistribution or resale permitted.
The Greatest Wealth Transfer
A Generational Opportunity
This isn’t just a trend—it’s a defining moment for those seeking to build wealth and legacy through acquisition. Many of these decade-old businesses, often lacking formal succession plans, are ripe for buyers with foresight and a disciplined approach.
The Scale Demands Precision
The sheer volume of businesses entering the market demands a strategic and precise approach to cut through the noise and identify high-value deals. Without a clear system, buyers risk getting lost in a sea of opportunities.
Your 90-Day Advantage
Our tailored 90-day framework is designed to navigate this market with unparalleled efficiency. It transforms the abstract concept of the "Silver Tsunami" into actionable, concrete steps, positioning you to succeed.
In this guide you'll be given proven tools and templates to align potential acquisitions with your specific financial and operational goals, all within a focused and accelerated timeline.

Key Insight: The "Silver Tsunami" signifies the largest wealth transfer in history. By leveraging this structured 90-day roadmap, you are not just acquiring a business, but tapping into a generational opportunity that will redefine markets for decades to come.
© 2026 MH Ventures. Confidential & proprietary. For educational purposes only. No redistribution or resale permitted.
The 90-Day LOI Roadmap Overview
Transforming the typical 12-18 month timeline often faced by novice buyers into a sharp, efficient 90-day sprint is not just aspirational—it's achievable with strategic front-loaded preparation and disciplined execution. This roadmap outlines a clear path to delivering a signed Letter of Intent (LOI), maximizing your efficiency and securing a distinct acquisition advantage in a competitive market.
1
2
3
4
1
Days 1-7
Define your buy box and assemble your lender pack.
2
Days 8-28
Conduct seller fit calls and secure lender pre-approvals.
3
Days 29-56
Submit LOIs and negotiate terms with sellers.
4
Days 57-90
Finalize LOI, begin pre-diligence, and prepare for due diligence.
The key to success lies in effectively managing multiple tasks at one time. For example, securing financing while sourcing deals, preparing due diligence frameworks before they're needed, and continuously refining your buy box based on market feedback—rather than approaching each step sequentially.

Pro Tip: Schedule a weekly "acquisition power hour" to review your roadmap progress, update your tracking tools, and adjust your strategy based on feedback from the market. This consistent check-in prevents drift and maintains momentum.
© 2026 MH Ventures. Confidential & proprietary. For educational purposes only. No redistribution or resale permitted.
Buy Box Builder
Defining your acquisition criteria is the cornerstone of a successful business purchase. This framework provides clarity, discipline, and focus, ensuring you target the right opportunities and avoid common pitfalls.
The difference between buyers who get to LOI in 90 days versus those who waste 9 months?
A bulletproof Buy Box.
Why Your Buy Box Matters
Most aspiring buyers waste valuable time and resources on unsuitable deals due to vague or overly narrow criteria. A well-defined "Buy Box" acts as your strategic compass, guiding you toward acquisitions that truly align with your goals.
  • Targets the right industries, sizes, and geographies.
  • Avoids red flags and deal breakers early in the process.
  • Builds immediate credibility with brokers, sellers, and lenders.

Warning: A vague or unrealistic Buy Box will waste months of effort and undermine your credibility in the market. Define it clearly from day one to set yourself up for success.
Common Buy Box Mistakes (Avoid These)
  • Too Broad: Phrases like "Any cash-flowing business" lead to analysis paralysis and a lack of clear direction. Focus is critical.
  • Too Narrow: Being overly restrictive, such as "Only laundromats in one zip code," severely limits your deal flow and opportunities.
  • Ignoring Skills/Resources: Chasing a SaaS firm without tech expertise or a healthcare services business without understanding complex reimbursement and regulatory requirements. Acquire what you can realistically operate.
  • Not Updating: A static Buy Box misses growth opportunities as your experience evolves and market conditions shift. It should be a living document.
The Six Dimensions of a Strong Buy Box
Industry Focus
Target specific sectors where you have expertise, interest, or see significant growth potential.
Geographic Boundaries
Define your preferred locations, considering whether you'll relocate, manage remotely, or focus on a specific region.
Financial Parameters
Set clear ranges for revenue, EBITDA, profit margins, and your target acquisition price range.
Deal Breakers
Identify non-negotiable red flags such as excessive customer concentration, impending technological shifts, or specific legal risks.
Acceptable Terms
Outline your preferred deal structures, including the proportion of cash, seller financing, or earn-outs.
Transition Requirements
Specify the desired level of seller involvement post-acquisition, from a short handover to multi-year consulting terms.
How to Apply It (Step-by-Step)
Draft Your Buy Box
Outline your initial thoughts for all six dimensions. Don't aim for perfection; action beats inaction.
Refine with Buy Box Generator
Utilize a Buy Box Generator (like Munera Capital's) to optimize your criteria with real-time market data and expert insights.
Export & Share
Create a concise, one-page PDF of your refined Buy Box. This is your essential tool for communicating clearly with brokers and lenders.
Reality Check – Staying Disciplined
A Buy Box is only effective if you adhere to it with discipline. Resist the urge to pursue tempting "outside-the-box" deals unless they genuinely align with your refined criteria. Deviating from your strategy can lead to significant delays and costly mistakes.
Use Our Free Buy Box Builder

Pro Tip: The fastest closers are those who clearly know what they want and communicate it consistently. This laser-focused approach drives efficiency and ultimately, success in the acquisition journey.
Want a 1on1 strategy call to build your buy box? 👉 Schedule a Consultation Now
© 2026 MH Ventures. Confidential & proprietary. For educational purposes only. No redistribution or resale permitted.
Deal-Ready Buyer Resume
In the competitive world of business acquisition, your first impression is everything. A "Deal-Ready Buyer Resume" is your powerful opening statement, positioning you as a serious, capable, and efficient acquirer. This document is crucial for building trust with brokers and sellers, ensuring your opportunities are not delayed and you're taken seriously from the outset.

Warning: Without a professionally crafted buyer resume demonstrating your financial readiness and clear intent, brokers and sellers may hesitate, viewing you as a "tire kicker." This can significantly delay or even derail your deal flow. Your resume is your verifiable proof that you're equipped to close efficiently.
Building Your Buyer Resume: Essential Inputs
Gathering the following information is crucial to construct a compelling buyer profile that proves your readiness to acquire and close deals. This comprehensive overview will address common concerns from sellers and their representatives.
Core Identity
Your personal and professional online presence (Full Name, City/State, Professional LinkedIn URL, Primary Email & Phone).
Acquisition Criteria
Your well-defined Buy Box, including target industry, geographic preferences, size bands (Revenue, EBITDA/SDE), and clear deal breakers.
Capital Readiness
Detail your liquidity (cash, accessible funds), preferred debt tolerance, and current lender status (e.g., pre-qualified).
Timeline & Efficiency
Specify your projected days to LOI after Profit & Loss/Balance Sheet receipt, speed to close once in diligence, and weekly update cadence.
Operator Edge
Highlight relevant operational experience, including prior roles, teams you have managed, and familiarity with key systems like CRM, ERP, and process improvement methodologies.
Team & Advisors
Outline your professional support network: Legal Counsel, CPA/Quality of Earnings Provider, and any key Operating Partners.
Output Structure: Your Professional Persona
Your buyer resume should be presented in two key formats for maximum impact and efficiency:
One-Pager Resume (Bulleted)
A concise, impactful summary to be shared upfront. This document serves as your executive summary, capturing attention and conveying readiness.
  • Buyer Snapshot: Your essential contact and identity details.
  • Target Mandate: Your precise acquisition criteria.
  • Capital Readiness: Clear statement of funds and lender status.
  • Operating Edge: Relevant experience and value proposition.
  • Team & Advisors: Your professional support network.
  • Terms & Timeline: Your preferred deal structures and process speed.
  • Next Step CTA: A clear call to action, emphasizing swift action upon NDA.
Proof Appendix (Outline Only)
A supplementary document, provided upon request, containing verifiable proof of your claims. This builds deep credibility and alleviates concerns.
  • Lender Pre-approval: Date and issuing bank.
  • Proof of Funds: Date and verifying institution (Bank/CPA).
  • Advisor Bios/Links: Short professional profiles or links to your legal, accounting, and operating partners.
These structured documents concisely address common broker and seller concerns, demonstrating your seriousness and preparedness.
Communicating with Sellers
When reaching out to a seller or broker, a brief, impactful email snippet can set the right tone:
Attached is my buyer profile and NDA. I’m an active, capital-ready acquirer with financing and advisors in place. If this deal aligns with my criteria, I can provide a Letter of Intent within X days—looking forward to reviewing the P&Ls under NDA.
⏱️ Time Investment: 15 minutes to complete. ROI: Priority access to every deal you pursue and brokers will actually reply to you.
© 2026 MH Ventures. Confidential & proprietary. For educational purposes only. No redistribution or resale permitted.
Capital Stack
The #1 reason deals die? "Financing fell through."
Why the Capital Stack Matters
For ambitious buyers, the journey to acquisition often falters not due to a lack of promising targets, but a poorly defined financing strategy. A Capital-First approach means you proactively assemble your funding before diving deep into deal sourcing. This foresight enhances your credibility with brokers and sellers, streamlines your execution, and significantly bolsters your leverage during negotiations.

Warning: Failing to answer the critical question, "How will you pay for this?" can derail your deal entirely. Financing is almost always the make-or-break factor in any acquisition.

The 4 Core Financing Lanes
Explore these fundamental funding avenues, each offering unique trade-offs in terms of speed, risk, and the portion of the deal they can cover. Understanding these options is key to constructing a robust capital stack.
SBA 7(a) Loan
% of Deal Covered: 70-90%
Speed to Close: 60-90+ days
  • Typically requires a 10% buyer down payment.
  • Offers long repayment terms (up to 10 years or more with real estate).
  • Features competitive interest rates.
  • Ideal for buyers with limited upfront capital.
  • Requires extensive documentation and a personal guarantee.
Strategy: Initiate pursuit early, ideally parallel to your deal sourcing efforts.
Seller Financing (Seller Note)
% of Deal Covered: 10-30%
Speed to Close: Very fast (depends heavily on seller motivation)
  • Signals strong seller confidence in the business's future.
  • Simplifies and accelerates the closing process.
  • Seller retains some exposure to the business's ongoing performance.
  • Commonly used for 10-30% of smaller deal values.
Strategy: Propose this structured note directly within your Letter of Intent (LOI).
Investor Equity / Partners
% of Deal Covered: 10-100%
Speed to Close: Medium (contingent on investor readiness)
  • Provides access to larger capital pools for bigger acquisitions.
  • Can bring invaluable expertise and professional networks.
  • Involves diluting your ownership and future profits.
  • Requires ongoing management of investor relationships.
  • Warning: Many claim to have "investors" without proof, so expect to show proof of funds early.
Strategy: Seek soft commitments in writing to validate your capacity.
Cash / HELOC / ROBS
% of Deal Covered: 100% (for full purchase) or down payment
Speed to Close: Very fast
  • Offers full control and immediate ownership.
  • Simplifies the overall deal structure.
  • Exposes personal assets to significant risk.
  • Limits the size of attainable deals or growth capital.
  • ROBS (Rollovers as Business Startups) require specialized legal guidance.
Strategy: Best used for down payments or smaller deals, with extreme caution regarding personal exposure.
Reality Check – Personal Guarantees & Collateral
It is crucial to understand that personal guarantees are nearly always a requirement in business acquisitions. For instance, SBA loans typically demand a 100% personal guarantee from owners with 20% or more equity, often accompanied by collateral liens on personal assets.
Similarly, equity investors will expect your co-investment, viewing it as tangible proof of your commitment. If the prospect of personal debt guarantees creates significant discomfort, a leveraged business acquisition might not be the most suitable path for you.
Target Readiness Checklist
Before engaging with deals, ensure you've ticked these boxes:
  • ✔️ Secure relationships with at least 2 established SBA lenders.
  • ✔️ Have your proof of liquidity meticulously documented and easily accessible.
  • ✔️ Obtain soft commitments from 1-2 potential equity investors, if applicable.
Your Capital Stack isn't just a financial plan; it's a powerful weapon in your arsenal. Prepared buyers, those with their financing clearly defined and ready, are the ones who consistently win deals.
Do you want intro's to our preferred SBA lenders or to SBA alternative financing? 👉 Book a Strategy Session Now
⏱️ Time Investment: Ongoing. ROI: Unlocks deal flow, reduces stress, and enhances negotiation power.

SBA Success: SBA 7(a) loans boast an impressive 96.31% success rate, with over 96 out of every 100 borrowers successfully managing their loan obligations. Even during recent economic uncertainty, 97.24% of SBA borrowers remained current on their payments, demonstrating the program's effectiveness in supporting viable business acquisitions.
© 2026 MH Ventures. Confidential & proprietary. For educational purposes only. No redistribution or resale permitted.
On-Market Sourcing & Broker Outreach
On-market deals represent businesses publicly listed for sale by brokers on platforms like BizBuySell or Axial. These opportunities are accessible to a wide buyer pool, which increases competition. Therefore, speed and preparedness are absolutely critical to secure the best opportunities.

Warning: Top deals on-market go under LOI in 72 hours. Not weeks. Hours.—if you’re not ready to act decisively, you’ll lose out on prime opportunities to a faster, more prepared buyer.
Key Listing Sites
A systematic approach to engaging brokers and regularly checking these platforms is essential:

Requesting Details On An Opportunity
Submitting an inquiry is just the start—proactive and timely follow-up is key to standing out. Within 24 hours of expressing interest, follow these steps:
Call the broker directly
A personal call demonstrates serious intent and allows for immediate clarification of any questions.
Send a text
If a number is listed and appropriate, a concise text can serve as a quick, informal follow-up.
Email again
Reiterate your interest via email, emphasizing your readiness and clearly defined acquisition criteria.
Your goal: Stand out as a real, ready buyer, not just another name in the broker's inbox.
Template – After Submitting a Request Form
Subject: Buyer Inquiry – Following Up
Hi [Broker Name],
I just submitted a buyer inquiry form on your website for [business/listing].
Wanted to confirm you received it and that I’m on your list for details.
I’m ready to move quickly and would love to connect by phone or email.
Best,
[Your Name]
Proactive Broker Outreach
Beyond responding to listings, actively build relationships with local business brokers:
  • Use Google to find local boutique brokers: search “[your city] business broker” or “businesses for sale [your region].”
  • Network with CPAs, attorneys, and industry associations for direct broker connections and referrals.

Pro Tip: Track brokers in a spreadsheet (name, firm, region, response history) for effective relationship management and to prioritize those who send relevant deals.
Email Templates for Local Brokers
Ready-to-use email templates streamline outreach and immediately convey your professionalism and seriousness as an acquirer.
Subject: Active Buyer – Looking for Opportunities
Hi [Broker Name],
I’m an active, pre-approved buyer focused on acquiring a business in [industry/region].
My target criteria: [size/EBITDA range, geography].
Do you have any current or upcoming listings that might fit?
I can move quickly and have capital lined up.
Thanks,
[Your Name]
[Your Contact Info]
Submitting Offers – Speed is Everything
On-market deals demand unparalleled speed. Delays can often result in losing the opportunity to a faster buyer. Remember these critical points:
Submit LOI ASAP
If the deal fits your Buy Box, don't hesitate. Immediate action signals strong interest and readiness.
Prioritize Speed over Perfection
The initial LOI is a framework. You can always refine terms and conduct deeper analysis during due diligence.
Act Decisively
You cannot win a deal without putting in an offer. Take decisive action to get your foot in the door.

Pro Tip: Top-tier on-market deals often go under Letter of Intent in days, not weeks. Submit your offer fast and save the deeper questions for the due diligence period.
⏱️ Time Investment: Daily, ongoing effort. ROI: Unlocks consistent deal flow and access to proprietary opportunities.
© 2026 MH Ventures. Confidential & proprietary. For educational purposes only. No redistribution or resale permitted.
Off-Market Direct Seller Sourcing
While on-market deals offer immediate access, the true goldmine for strategic acquisitions often lies in the off-market space. These are businesses not publicly listed for sale, found through direct outreach to owners who might be considering a sale, but haven't yet engaged a broker. This approach offers significant advantages, including reduced competition, potentially more favorable valuations, and greater flexibility in deal terms.

Warning: Off-market outreach demands significant volume and persistence. Low reply rates are common, and it can feel like a numbers game. However, a single successful off-market deal can be transformative for your acquisition journey and portfolio, often yielding a better fit and better terms than competitive on-market processes.

Building Your Off-Market Seller List
The foundation of effective off-market sourcing is a meticulously built, targeted list of potential sellers. Focus your research on businesses that align precisely with your established Buy Box criteria. Think beyond traditional online listings:
  • Industry Databases: Utilize platforms like InfoUSA, Apollo, or ZoomInfo for comprehensive lists of businesses within specific sectors and geographical areas.
  • Google & Web Scraping: Conduct focused Google searches using keywords like "[your industry] + [your city]" or "top [type of business] in [region]." Systematically collect contact details from business websites.
  • Public Records: Review state business registries, county records, and local Chamber of Commerce lists for registered entities and their principals.
  • "Windshield" Surveys: For brick-and-mortar businesses, dedicate time to physically driving through neighborhoods that fit your demographic or operational criteria, logging business names and locations for further research.

Pro Tip: Begin with a manageable target list of around 100 businesses that perfectly match your Buy Box. This initial batch allows you to refine your outreach messaging and process before scaling up your efforts.

Outreach Templates: Email & Call
Concise and professional templates are crucial for making a strong first impression and maximizing response rates. Remember to adapt these to reflect your specific industry focus and the nuances of the business owner you're contacting.
Cold Email Template
Subject: Inquiry about [Business Name]
Hi [Owner Name],
My name is [Your Name], and I'm an active buyer focused on acquiring a business in the [industry/region] space. I came across [Business Name] during my research and was very impressed by [mention something specific you like, e.g., "your strong local presence," "your unique product line," "your reputation"].
Many business owners, at some point, consider their long-term plans, including transitioning out of their business. If you've ever thought about selling, even privately, I'd be interested in having a brief, confidential conversation to explore if there might be a mutual fit.
I operate with discretion and have my financing already secured, allowing for a swift and confidential process.
Would you be open to a quick 15-minute call sometime this week to discuss?
Thanks,
[Your Name]
[Your Contact Information]
Cold Call Script (30-Second Intro)
“Hi [Owner], my name is [Your Name]. I'm calling because I’m actively looking to acquire a business in the [industry/region] sector, and [Business Name] really stood out to me. I was wondering if you’ve ever considered your exit strategy or explored the possibility of selling, perhaps to a private buyer?
If that’s something you’d be open to discussing briefly, I’d appreciate just a few minutes of your time.”

The Off-Market Follow-Up Process
Persistence is the single most critical factor for success in off-market sourcing. Owners are busy, and your initial outreach may get lost. Multiple, strategically timed touchpoints are key to breaking through the noise and eventually connecting:
Email + Call Combo
Follow up your initial email within 24-48 hours with a direct phone call. If you reach voicemail, leave a concise message referencing your email and your clear interest.
Send a Physical Letter
After a week, if no response, consider sending a personalized, professional letter via mail. A handwritten note on quality stationery can stand out significantly in today’s digital age.
Systematic Tracking
Use a CRM or simple spreadsheet to meticulously track all touchpoints (email, call, letter, date, outcome) for each prospect. This ensures consistency and informs future outreach strategies.

Pro Tip: In off-market sourcing, consistency beats cleverness. Commit to a regular, disciplined outreach schedule, and stay persistent. It takes many "nos" to find that one "yes," but that single deal can fundamentally change your trajectory as an acquirer.
⏱️ Time Investment: Significant, ongoing. ROI: Access to proprietary deals, better terms, and reduced competition.
© 2026 MH Ventures. Confidential & proprietary. For educational purposes only. No redistribution or resale permitted.
Seller Fit Call Script + Scorecard
The Seller Fit Call is your crucial first direct interaction with a business owner, designed to assess the mutual fit, build essential rapport, and strategically plan the next steps in your acquisition journey. This focused 30-minute conversation typically follows an initial outreach (email or cold call) and serves as a deeper dive into the opportunity.

Mastering the Seller Fit Call: Key Components
A structured approach ensures you gather all necessary information while making a professional and confident impression. Our framework breaks the conversation into five essential components:
01
Buy Box Alignment
Confirm the business genuinely fits your pre-defined acquisition criteria. This ensures you're not wasting time on misaligned opportunities and helps qualify the lead early.
02
Financial Assessment
Initiate a high-level review of historical financial performance and future projections. This provides a preliminary understanding of the business's economic health.
03
Risk Identification
Uncover potential challenges, liabilities, or concerns that might impact the acquisition. Early identification allows for proactive mitigation or a quick pass if risks are too high.
04
Term Discussion
Explore preliminary valuation expectations and potential deal structures. This helps gauge the seller's readiness and ensures your expectations are broadly aligned.
05
Next Steps
Clearly outline and schedule the next actions, such as requesting additional information, setting up a follow-up meeting, or initiating the Letter of Intent process.
For a detailed walkthrough, review our comprehensive script and scorecard:

The Fit Scorecard System
The Fit Scorecard is your objective tool for evaluating opportunities post-call, allowing you to prioritize prospects and avoid emotional decisions. Each potential acquisition is assigned a color status:
Green Status
Indicates strong Buy Box alignment, verified financials, reasonable seller expectations, and a clear path towards closing. Proceed aggressively with these opportunities.
Yellow Status
Represents partial alignment with one or two concerns that require further investigation before committing. Proceed with caution and specific due diligence.
Red Status
Signifies multiple misalignments, unrealistic expectations, or fundamental insurmountable issues. This is a clear signal to pass and move on quickly to the next opportunity.
This systematic approach dramatically improves your evaluation efficiency, allowing you to quickly qualify or disqualify opportunities while maintaining momentum with serious sellers. The "BAMFAM" principle (Book A Meeting From A Meeting) ensures every call concludes with a scheduled next step, preserving deal velocity and professionalism.
Using the scorecard post-call enables you to objectively rate opportunities, ensuring consistency across all prospects and preventing subjective biases from derailing your process.
⏱️ Time Investment: Moderate, per call. ROI: Efficient deal qualification, reduced wasted effort, objective decision-making.
© 2026 MH Ventures. Confidential & proprietary. For educational purposes only. No redistribution or resale permitted.
Submitting A Letter of Intent
The Letter of Intent (LOI) is a pivotal document in the acquisition process. It formally signals your serious intent to acquire a business, initiating a critical phase of negotiation and due diligence. A meticulously crafted LOI not only outlines preliminary terms but also builds trust with the seller and, crucially, secures exclusive negotiation rights, preventing the seller from entertaining other offers while you conduct your investigation.

Your LOI Roadmap: From Financials to Formal Submission
Step 1: Master the Financials
Before drafting your LOI, thoroughly understand the target business's financial health. Your offer must align with your desired cash flow goals and be financeable by lenders. Avoid generic industry averages; instead, tailor your offer based on the business's specific performance and your cash flow needs. Lenders typically require a Debt Service Coverage Ratio (DSCR) of at least 1.2 for SBA loans.
Step 2: Submit and Act Fast
Once your financials are aligned, submit the LOI with speed and professionalism. This demonstrates your commitment and helps you stand out. Leverage a comprehensive LOI template to clearly outline key terms such as the purchase price, proposed deal structure (e.g., all cash, seller financing, earn-outs), and critical timelines for due diligence and closing. Aim to secure a 90-day exclusivity period to conduct your due diligence without competitive pressure.

Key Elements of a Strong LOI
A compelling LOI is concise yet comprehensive, maintaining a professional and serious tone throughout. Here are the essential sections to include:
1
Header
Clearly mark the document as CONFIDENTIAL, including the date of issue and complete recipient details (seller's name, business name, address).
2
Introduction
Formally state the parties involved and your explicit intent to acquire the business under the terms outlined herein.
3
Purchase Terms
Detail the proposed purchase price, how it will be structured (e.g., cash at closing, seller note, earn-out), and any other material financial considerations.
4
Exclusivity
Request a minimum 90-day exclusive negotiation period. This is crucial for conducting due diligence without the seller soliciting other offers. Include an option for extension if necessary.
5
Non-Binding Clause
Explicitly state that the LOI is largely non-binding, with the exception of clauses related to exclusivity and confidentiality, which are legally enforceable.
6
Disclaimer
Advise the seller to seek independent legal and financial counsel. Include language that limits your liability until a definitive purchase agreement is executed.
7
Signature
A formal signature block for your entity, solidifying your offer and readiness to proceed.

Important Note: This information is for general guidance only. Always consult with qualified legal counsel to customize your Letter of Intent to reflect your specific deal terms and local regulations.
⏱️ Time Investment: 1-3 days per LOI draft. ROI: Secures exclusivity, defines deal terms, accelerates closing.
© 2026 MH Ventures. Confidential & proprietary. For educational purposes only. No redistribution or resale permitted.
Risk Mitigation for First-Time Buyers
How to Protect Your Investment Before You Sign
90% of acquisition failures are predictable. Master these strategies to spot and neutralize risks before they derail your deal. Our framework is designed to empower first-time buyers with the foresight and tools to safeguard their investment from the outset.

The Five Defense Layers
A robust framework shields your investment at every stage, turning potential pitfalls into manageable challenges. These layers are designed to be proactive, ensuring that due diligence is not just a formality, but a critical strategic tool.
Pre-Deal Risk Filters
Before You Even Make an Offer:
  • Define absolute deal-killers upfront.
  • Secure lender pre-approval (not just pre-qualification).
  • Document proof for all seller claims.
  • Set your maximum loss tolerance.
Red Line Items: Walk Away If Present
  • Customer concentration >40%
  • Declining revenue for 2+ years
  • Seller unwilling to finance any portion
  • No verifiable financial records

Financial Verification Protocol
Trust Nothing, Verify Everything. Implement a rigorous protocol to cross-reference every financial claim, ensuring a true and accurate picture of the business's health.
Match Bank Statements
Line-by-line reconciliation of bank statements to the Profit & Loss statement to confirm revenue and expense accuracy.
Customer Calls
Call 10 random customers to confirm ongoing relationships, satisfaction levels, and contract terms. This helps uncover potential concentration risks or churn issues.
Vendor Invoice Cross-Checks
Cross-check vendor invoices with tax filings and payment records to validate operational costs and prevent misrepresentation.
Third-Party Add-Backs
Validate all seller "add-backs" (discretionary expenses) with third-party documentation, such as personal expense reports to ensure they are truly non-operating costs.

Deal Structure Protection
Your legal safety net begins with a robust deal structure that includes specific clauses and provisions designed to protect your interests post-acquisition.
Mandatory Provisions
These non-negotiable elements provide critical safeguards:
  • 10-20% Escrow:
  • R&W Insurance:
  • Working Capital Adjustment:
  • MAC Clause:
Earnout Rules
When including earnouts, structure them carefully to align incentives and minimize future disputes:
  • Cap at 20%:
  • Clear Metrics:
  • Retain Control:
  • Downside Protection:

Diligence Checkpoints: The Two-Gate System
Adopt a phased diligence approach to quickly identify critical issues and avoid wasting time on deals that won't close.
1
Gate 1 (Day 7): Financial Review
  • Do numbers support debt service?
  • Are add-backs legitimate?
  • Does cash flow match EBITDA?
Decision: Proceed or Kill
2
Gate 2 (Day 21): Operational Review
  • Will key employees stay?
  • Are customer relationships solid?
  • Can you run it without the seller?
Decision: Close or Renegotiate

Professional Safety Net
Build your expert deal team before you need them. These specialized professionals are indispensable for navigating the complexities of an acquisition and mitigating risks.
M&A Attorney
Specialized in mergers and acquisitions, not a general real estate lawyer. Essential for drafting and negotiating the Purchase Agreement.
QoE Accountant
A Quality of Earnings expert with industry-specific experience. Crucial for verifying financial records and identifying any red flags.
Industry Consultant
A proven operator or expert in the target industry. Provides invaluable insight into operational efficiency, market trends, and competitive landscape.
Transition Specialist
Focuses on the critical first 100 days post-acquisition, ensuring a smooth handover, employee retention, and operational continuity.

The Four Critical Risk Categories
Proactively tackle these common threats that can undermine your acquisition. Understanding and mitigating them early is key to long-term success.
🔴 Customer Risk
  • Warning Signs: Top 3 customers >50% revenue, no contracts, recent major account loss.
  • Mitigation: Escrow and earnout tied to customer retention targets.
🔴 Transition Risk
  • Warning Signs: Seller is the sole operator, no Standard Operating Procedures (SOPs), uncommitted staff.
  • Mitigation: Negotiate a 6-month seller transition period and implement retention bonuses for key employees.
🔴 Financial Risk
  • Warning Signs: Inconsistent financial records, unsupported add-backs, no CPA-prepared tax filings.
  • Mitigation: Mandate a Quality of Earnings (QoE) report, secure R&W insurance, and establish a significant escrow amount.
🔴 Operational Risk
  • Warning Signs: Outdated technology, pending regulatory changes, expiring key leases.
  • Mitigation: Negotiate a price adjustment based on necessary upgrades or ensure specific indemnities in the Sale and Purchase Agreement (SPA).
"The best defense is a good offense—identify every risk and neutralize it before it strikes."
⏱️ Time Investment: Ongoing throughout diligence. ROI: Protection of capital, reduced post-acquisition headaches, enhanced deal confidence.
© 2026 MH Ventures. Confidential & proprietary. For educational purposes only. No redistribution or resale permitted.
Stop Wasting Time on Bad Deals
Building on our 'Kill Fast' philosophy, this framework outlines a structured, phased approach to due diligence. It's designed to help you quickly identify critical risks and validate assumptions, ensuring you make informed decisions and exit deals that don't align with your objectives before significant time or capital is wasted.
Phase 1: Financial Check
(Complete within 7 Days)
This initial phase is all about verifying the financial viability and fundability of the deal. Thoroughly review the target company's Profit & Loss statements and tax returns. This rapid financial assessment is crucial for obtaining early lender approval and ensuring the Letter of Intent (LOI) aligns with Small Business Administration (SBA) guidelines for financing.
Phase 2: Operations Review
(Complete in 30 Days)
Once initial financials are greenlit, dive deep into the business's operational landscape. Focus on key areas such as customer concentration, employee retention rates, critical vendor relationships, and the efficiency of core processes. This phase aims to uncover any operational bottlenecks or inherent risks that could significantly impact post-acquisition performance and integration.
Phase 3: Professional Validation
(Start on Day 30)
Engage external experts—accountants, lawyers, and market analysts—to provide an independent validation of your findings. They will scrutinize financial records, review all material contracts, and assess broader market conditions. Their unbiased perspective helps to solidify your investment thesis and provides a comprehensive understanding of potential liabilities or opportunities.

The 'Kill Fast' Scorecard
Utilize this scorecard to objectively assess potential deals, guiding your diligence efforts and ensuring you proceed only with opportunities that truly align with your acquisition criteria:
Green Flags (Keep Going)
  • Clean financials with steady growth
  • Diverse customer base
  • Strong team staying post-sale
  • Solid operational systems
Yellow Flags (Investigate)
  • One large customer (15-25%)
  • Seller-dependent relationships
  • Aging equipment/technology
  • Upcoming regulatory changes
Red Flags (Kill Now)
  • Declining revenue/profits
  • Customer concentration >30%
  • Fraudulent financials
  • Existential legal issues

By integrating the 'Kill Fast' framework, you transform due diligence from a bureaucratic hurdle into a strategic tool for rapid, risk-mitigated decision-making in your acquisition journey.
⏱️ Time Investment: Variable, highly focused. ROI: Maximizes efficiency, minimizes loss, protects your capital.
© 2026 MH Ventures. Confidential & proprietary. For educational purposes only. No redistribution or resale permitted.
100-Day Post-Acquisition Integration Framework
Successful integration prioritizes methodical, evidence-based action to protect the acquired asset and pave the way for sustainable growth. This phased approach ensures a smooth transition, operational stability, and clear strategic objectives, minimizing disruption while maximizing long-term value creation.
1
2
3
1
Phase 1: Immediate Integration & Learning
(Days 1-30)
Core Objective: Get hands-on to learn the business basics. Meet key staff, grasp daily tasks, spot critical systems, and tackle urgent issues. Build trust and gather key insights.
2
Phase 2: Assessment & Optimization
(Days 31-60)
Core Objective: Review operations and find quick wins. Collect data, check performance, spot bottlenecks, and suggest ways to save costs or boost revenue.
3
Phase 3: Strategic Growth Focus
(Days 61-100+)
Core Objective: Focus on growth using early findings. Launch new strategies, adjust pricing, explore new markets, and promote ongoing improvements.

Integration Principles for Success
To ensure a successful integration, anchor your actions in these core principles, which guide decision-making and foster a productive transition environment:
Hands-On Learning
Immerse yourself in daily operations, observe firsthand, and actively participate. This approach not only uncovers critical nuances hidden in reports but also builds credibility and trust with existing staff, laying the groundwork for a collaborative future.
Evidence-Based Decisions
Track tangible metrics and key performance indicators (KPIs) rigorously, rather than relying on assumptions or anecdotal evidence. This data-driven approach should guide all decisions, from minor operational adjustments to major growth strategies, minimizing risk and maximizing impact.
80/20 Focus
After the initial 60-90 days, allocate 80% of your effort and resources to the high-impact areas that promise the greatest return on investment (ROI). Prioritize initiatives that directly address critical pain points or unlock significant growth potential, ensuring efficient use of capital and time.

The Integration Scorecard
Use this checkpoint system to monitor your progress and ensure you're on track for a successful transition.
30-Day Checkpoint:
  • All employees retained?
  • No customer defections?
  • Operations running smoothly?
  • Quick wins identified?
60-Day Checkpoint:
  • Financial controls implemented?
  • Operational improvements live?
  • Team confidence building?
  • Customer feedback positive?
100-Day Checkpoint:
  • Growth initiatives launched?
  • Profitability improving?
  • Team fully aligned?
  • Strategic plan clear?

For detailed tasks, timelines, and accountability measures that ensure a robust integration process, download our comprehensive checklist.
⏱️ Time Investment: 100 days of focused effort. ROI: Maximized asset value, minimized post-acquisition risks, accelerated growth.
© 2026 MH Ventures. Confidential & proprietary. For educational purposes only. No redistribution or resale permitted.
Your Toolkit Recap
Leverage these essential tools from your journey to stay ahead and overcome common acquisition hurdles. Each resource is designed to streamline your process, mitigate risks, and accelerate your path to a successful acquisition and integration.
Buy Box Builder
Define your acquisition criteria with unparalleled clarity and focus, ensuring you target businesses that truly align with your strategic goals.
Deal-Ready Buyer Resume
Position yourself professionally with brokers and sellers, enhancing your chances in a competitive market.
Offer Range Calculator
Ensure financeable offers with Debt Service Coverage Ratio (DSCR) insights. Use this to craft fast, accurate offers.
LOI Template
Formalize your intent with precision and confidence, laying a clear and professional groundwork for negotiations and deal closure.
Due Diligence Checklist
Streamline your ‘Kill Fast’ process to efficiently identify deal-breakers, saving time and protecting you from bad investments.
Seller Call Script
Guide your initial conversations with sellers to gather crucial information and assess the potential fit of an opportunity. Fast "yes" and fast "no"
Seller Scorecard
Objectively evaluate potential sellers based on key criteria, helping you to identify high-quality opportunities quickly.
Post-Acquisition Integration Framework
Guide your critical 100-day integration for maximum value creation, ensuring a smooth transition and rapid achievement of strategic objectives.
© 2026 MH Ventures. Confidential & proprietary. For educational purposes only. No redistribution or resale permitted.
The Path Ahead For A Solo Buyer
Congratulations. You’ve invested significant effort to construct a robust acquisition roadmap: defining a precise Buy Box, securing solid capital, sourcing potential deals, conducting rigorous due diligence, and designing a detailed integration plan. You now know more about business acquisition than 95% of aspiring buyers. Yet, the path to victory remains treacherous—only 7% of aspiring buyers successfully close deals.
A rare, generational opportunity is among us, but success hinges on disciplined execution and battle-hardened experience, far beyond theoretical knowledge.
The Solo Path Reality: The Steep Climb Ahead
Venturing alone on this acquisition journey is a daunting endeavor. The obstacles are relentless, testing your resolve at every turn:
Phase 1: Foundation
Weeks 1-4
  • Define criteria with Buy Box Builder
  • Prove credibility with Buyer Resume
  • Arrange financing using Capital Stack
Your Time: 40+ hours of prep work.
Phase 2: Deal Sourcing
Ongoing
  • Monitor 10+ platforms daily for On-Market Outreach
  • Execute 100+ cold contacts daily for Off-Market Outreach
  • Pay $1,500+/mo for tools and software
Your Time: 20+ hours weekly
Deal Evaluation
Per Deal
  • Screen opportunities with Seller Fit Calls.
  • Verify every number through Financial Analysis.
  • Negotiate terms and draft the Letter of Intent (LOI).
Your Time: 10-15 hours per serious lead.
Due Diligence
30-45 Days
  • Spot red flags quickly with the Kill Fast Framework.
  • Protect your investment through Risk Mitigation.
  • Manage attorneys, CPAs, and lenders with Professional Coordination.
Your Time: A full-time commitment.
This solo ascent requires extraordinary grit, where every misstep risks derailing your investment.
Beyond the structured roadmap, aspiring buyers face unseen hurdles that often lead to burnout and failure:
The Emotional Toll
  • Constant rejection from 95% of sellers.
  • Analysis paralysis on your first real opportunity.
  • Imposter syndrome when negotiating with experienced sellers.
  • Profound isolation – you can't discuss deals with friends/family.
The Knowledge Gaps
  • Distinguishing deal-killer red flags from negotiable issues.
  • Identifying a "market" multiple for your specific industry.
  • Spotting manipulated financials during due diligence.
  • Knowing when to walk away versus push forward strategically.
The Resource Drain
  • $1,000-$5,000/month on databases and essential tools.
  • $10-50K in professional fees from broken deals.
  • 12-24 months of significant opportunity cost.
  • Severe relationship strain due to time commitment.
The Competitive Reality
You're not just buying a business; you're competing in a fierce market against seasoned players.
You're Competing Against:
  • Serial acquirers with 10+ deals closed.
  • Search funds with institutional backing.
  • Strategic buyers with deep pockets.
  • Private equity with full-time analysts.
They Have:
  • Broker relationships and trust
  • Proven financing sources
  • Deal flow systems running 24/7
  • Experience spotting opportunities
The Solo First-Time Buyer Success Statistics
7%
Success Rate
Successfully close a deal.
Source: Forbes.com
20
Average Months
Time to close a deal for solo buyers.
Source: Hadley Family Capital
3-5
Broken Deals
Before achieving their first success.
Source: Yale School of Management
50k
Capital Spent
In tools, subscriptions, before an acquisition
Source: Harvard Business School
The Three Paths Forward
1
Path 1: The Warrior
Take this guide. Do everything yourself. Learn through expensive mistakes. Maybe succeed in 18 months.
2
Path 2: The Student
Spend another $25K on courses and masterminds. Still do the work yourself. Maybe succeed in 12 months.
3
Path 3: The Strategic
Partner with us to get to a signed LOI in 90 days or less. Leverage proven systems and seasoned expertise to streamline the deal process.
© 2026 MH Ventures. Confidential & proprietary. For educational purposes only. No redistribution or resale permitted.
Why Munera: Your 90-Day Acceleration Partner
From Aspiring Buyer to Under LOI in One Quarter. We don't sell courses. We don't run masterminds. We do one thing: Get you under LOI in 90 days.

The Munera Difference
150k
Sellers contacted monthly
The scale that competes with institutions
10+Yrs
M&A Professionals
Operators, entrepreneurs, and M&A professionals
42
Days to 1st LOI (Average)
Rapid progression from engagement to Letter of Intent.
200M+
Acquisitions Sourced
A proven history of successful deal closures.

What We Actually Do
Weeks 1-2: Foundation Sprint
We build your custom acquisition infrastructure:
Refine your Buy Box with our proprietary tool
Create your Deal-Ready Buyer Resume
Connect you with SBA & Non-SBA Lenders
Start contacting on & off market sellers
Weeks 3-12: Deal Flow Engine
We run your entire sourcing operation:
1500+ off-market seller contacts monthly
Daily monitoring of all on-market platforms
Exclusive portal to track every opportunity in our pipeline
20+ qualified opportunities presented
Throughout: Expert Navigation
We guide every critical decision:
Initial deal screening and red flag detection
Financial analysis and valuation guidance
LOI drafting and negotiation strategy
Due diligence coordination and management

The Partnership Structure
You Bring:
  • Capital ready to deploy (or ability to obtain)
  • 5-10 hours/week for seller calls and decisions
  • Commitment to move fast on the right opportunity
  • Clear acquisition criteria
We Bring:
  • Proven systems running 24/7
  • Team doing the heavy lifting
  • Experience from working on dozens of acquisitions
  • Network of sellers, brokers, and lenders

The ROI Mathematics
Going Solo:
  • ~18 months to acquisition
  • $1,000-$5,000/mo on tech stack
  • $30-75K in broken deals
  • 20-30 hours/week of your time
  • ~7% success rate
With Munera Capital:
  • 90 days to LOI (or less)
  • Modest upfront investment (refund at close)
  • Success fee paid only on closing
  • 5-10 hours/week of your time
  • 80%+ success rate

Our 90-Day Guarantee
If you don't submit 2 LOIs on a qualified deal within 90 days, we continue working at no additional cost until you do.

Who We Work With
Ideal Partner Profile:
  • First-time buyers ready to move now
  • Search funds seeking execution support
  • Serial entrepreneurs adding through acquisition
  • Executives transitioning to ownership
Requirements:
  • $50k+ in deployable capital
  • US Citizen w/ 670+ credit score
  • Clear industry focus or Buy Box
  • Commitment to 90-day sprint
  • Ready to start within 30 days

Who We DON'T Work With:
  • ✗ Those stuck "exploring options"
  • ✗ Buyers not ready for 6+ months
  • ✗ Those seeking fully passive investments
  • ✗ Anyone looking for get-rich-quick schemes

Client Success Examples
"12 Months Spinning Wheels - Don't Wait"
Corporate executive → Semi Absentee Businss
In just 4 months we closed on a semi absentee business cash flowing 10k+/mo
"A 100M Deal Came From Munera"
Institution → Middle Market Search
$100M deal sourced by Munera with dozens more pending

Your Next Step
The Strategy Call (45 Minutes):
  • Review your acquisition readiness
  • Analyze your Buy Box viability
  • Identify immediate opportunities in your market
  • Outline the 90-day execution plan
  • Discuss partnership terms and investment
What to Prepare:
  • Your initial Buy Box criteria
  • Capital available or financing status
  • Timeline and urgency level
  • Any deals you're currently reviewing

Ready for a Done-For-You Acquisition Journey?
We have limited capacity to ensure high results for our clients having a dedicated team to navigate these intricate steps on your behalf. From sourcing to LOI, our experts provide the structure, accountability, and deal access you need.


© 2026 MH Ventures LLC d/b/a Munera Capital. All rights reserved. This playbook is provided for educational purposes only and does not constitute legal, financial, tax, or investment advice. The content, including templates, tools, and examples, reflects real-world insights but is not a guarantee of future results. Past performance is not indicative of future success. MH Ventures LLC d/b/a Munera Capital cannot assure financing, deal closings, or specific outcomes. Users must conduct thorough due diligence and consult qualified attorneys, CPAs, and lenders. Munera Capital operates exclusively as a buy-side advisory firm and is not a broker-dealer, law firm, or registered investment adviser.
© 2026 MH Ventures. Confidential & proprietary. For educational purposes only. No redistribution or resale permitted.