How to Sell the Unsellable: When the Numbers Don’t Tell the Story
By David Barnett, Vice Chairman, William & Wall
In middle-market M&A, one of the most common assumptions among founders is that only a handful of buyers could ever be interested in their business. Sellers frequently say: “There are only three real acquirers,” or “No one outside our industry would understand us.” These beliefs are natural. Owners live inside the day-to-day realities of their companies. They see the operational imperfections, the uneven years, and the challenges that shaped the business. They often view these characteristics as limitations rather than as context.
But over twenty-five years advising founder-led and family-owned companies, the buyer universe is almost always broader than the seller expects. Businesses that appear limited, niche, or difficult to position often prove attractive once the story is framed correctly and directed to the right audience. Selling what founders believe is “unsellable” is rarely about masking weaknesses. More often, it is about presenting the business through a lens buyers can understand.
At its best, investment banking is not only about identification—it is about translation. It is about showing buyers what the business enables, not just what the financials show at a snapshot in time.
I. Why Founders Often Underestimate Demand
Founders tend to anchor their view of potential buyers to those they already know: competitors, adjacent operators, or a few recognizable names in their sector. These groups may be interested, but they do not define the full landscape.
Founders often underestimate interest for three reasons:
They remember the difficult years more vividly than the strong ones.
Periods of volatility, customer turnover, or operational strain often overshadow long-term patterns that buyers are willing to evaluate in context.
They define value too narrowly.
Current EBITDA matters, but buyers also assess customer durability, recurring behavior, operational consistency, niche expertise, and strategic adjacency. These do not always show up cleanly in the numbers.
They assume buyers look at their company the same way they do.
In reality, buyers approach the business as a starting point—a foundation to build upon, integrate, or scale. What feels ordinary to the seller may represent opportunity to the buyer.
The disconnect is not between performance and demand—it is between perspective and positioning.
II. Creating the Market, Not Waiting for It
When a seller says, “There are only three buyers,” they are usually articulating the limits of their own visibility, not the limits of the actual market.
An advisor’s role is to widen that visibility.
This requires understanding the company’s strategic relevance across a broader set of potential acquirers—strategics, private equity firms building platforms, family offices looking for stable assets, and operators pursuing entry into a niche segment.
Creating the market involves more than assembling a list. It requires structuring the narrative so that buyers see the company’s capability and potential, not just its historical metrics. Many founders underestimate the strength of the intangible attributes that drive buyer conviction: stable customer relationships, technical knowledge embedded in the workforce, or a track record of navigating cycles. These elements often matter more than short-term fluctuations in profitability.
Market creation is intentional. It is built on sequencing information, establishing context, and presenting the business in a way that helps buyers understand what is possible.
III. When the Numbers Lag the Reality
Some businesses present uneven financial profiles despite being fundamentally sound. That unevenness may reflect reinvestment, seasonality, owner-specific spending, or a long-term orientation that suppresses short-term results.
Buyers, particularly institutional buyers, look beyond these surface-level distortions. They focus on characteristics that support durability and expansion potential.
A few areas tend to be particularly important:
Customer behavior.
Retention patterns, renewal logic, and contract structures often reveal more stability than headline concentration metrics would suggest.
Operational capability.
Processes, systems, leadership depth, and workforce skill often demonstrate resilience that the financials alone do not fully capture.
Strategic adjacency.
A business that looks modest in isolation may unlock meaningful synergies or entry points for a buyer pursuing a broader strategy.
When numbers fail to capture these strengths, the narrative must fill the gap—not by embellishing, but by explaining.
IV. Matching the Story to the Right Buyer
Different buyers view the same company through different lenses. What one buyer sees as a limitation, another sees as opportunity.
For example:
· A strategic acquirer may value the brand, distribution, or customer relationships.
· A private equity group may focus on scalability, professionalization, or add-on potential.
· A family office may prioritize stability and long-term continuity.
The advisor’s role is to understand which buyer types align with the company’s strengths and to present the story accordingly. Effective sell-side work is not about persuading every potential buyer—it is about focusing attention on the subset of buyers who stand to benefit most directly from what the seller has built.
The right buyer does not need convincing. They need clarity.
V. Expanding the Buyer Universe Thoughtfully
Founders often assume the market is static. In practice, it evolves continually. Private equity firms shift sectors, strategics enter new verticals, and new funds form with mandates that did not exist a few years earlier.
Sellers may see a narrow list.
A well-run process often produces a broader set of credible suitors.
These buyers are not stretching—they are responding to a business framed within their strategic logic. Some of the most successful transactions have come from buyers the seller had never encountered or considered.
The goal is not breadth for its own sake. The goal is relevance.
Conclusion
At William & Wall, working with founders across Scottsdale, Phoenix, Arizona, the Southwest, and nationally, we have seen that businesses owners believe are difficult to sell often become compelling once their narrative, context, and strategic relevance are articulated clearly.
The business does not need to change for the market to see its value.
What needs to change is how that value is presented, and to whom.
When the numbers do not tell the full story, the story must guide the conversation—grounded in facts, shaped by experience, and aligned with the buyer who can recognize what the business enables.
About Us
William & Wall helps business owners execute with both urgency and accuracy. Based in Scottsdale, Arizona and serving clients across the U.S., our firm specializes in lower middle market M&A—guiding sellers from readiness to close with discipline, discretion, and relentless focus on value.
If you’re considering a sale in the next 12–24 months, now is the time to prepare. Because in M&A, the winners are those who can move fast—because they’ve prepared well.
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