Being a Strong Acquirer: How to Win the Deal Without Overpaying

In today’s hyperactive CPA firm M&A market, buyers are circling many of the same opportunities. Private equity and alternative investors can often offer more cash but that doesn’t mean they always win – or that the highest offer does.

Securing the deal you want depends on the right ingredients for a strong outcome. Based on our knowledge of the success factors for winning, we offer the following recommendations – especially if you are a more traditional acquirer:

1. Be Relationship Driven. Smart buyers build rapport early, create leader-to-leader trust, and show that cultural fit and personal alignment matter. Billing rates and client profiles help, but relationships are the real magnet. Check in regularly and create space for conversations beyond the deal points. Personal comfort plays a key role in getting to yes.

2. Share a Clear Vision of Success. Define the path forward. Will the firm grow through more specialized services? Will the market focus shift? A clear, trackable vision shows leadership and gives sellers confidence in the journey ahead. Help sellers see how their legacy will evolve, not just survive, in your model.

3. Do Your Homework. Demonstrate your understanding of the market and the firm you’re pursuing. Know what the marketplace competition looks like, how your model compares, and what it will take to create meaningful improvements. Data, market context, and readiness planning show that you’re serious and credible.

4. Build a Platform that Delivers. Sellers are drawn to firms with strong delivery platforms. Showcase your ability to support growth with leading-edge technology, offshore capacity, and smart use of AI. Clunky or outdated systems will raise red flags. An efficient, future-ready platform is one of the clearest signs that you’re built to last.

5. Transparency Is a Strength. Whether it’s compensation, onboarding, or performance benchmarks, clarity matters. Avoid complex formulas that make sellers feel like outsiders. A fair, understandable structure goes a long way.

6. Be Flexible, Not Fixed. No two deals are alike. Strong acquirers listen, adapt, and collaborate to build a structure that works for both sides. Rigidity, especially around personnel, timing, or deal terms can kill momentum. Flexibility shows respect and makes room for better outcomes.

7. Lead with What You Do Best. Don’t sell a version of your firm that doesn’t exist. Be clear about who you are and what you do well today. Confidence in your current capabilities is more compelling than promises about what might come later.

Potential sellers are getting inundated with calls and emails from brokers and acquirers. Many firms are considering a sale much sooner in their business life than anticipated.

As firms are being primed for sale, success as a buyer requires more than spontaneous interest. It takes a genuine desire to compete and a real plan to win. Winning is worthwhile. Take the right steps to make it happen.