How to Write a Letter of Intent for Business Acquisition that Actually Closes
- Alexander Kalis

- May 27
- 1 min read
Too many SME deals fall apart before the lawyers even get involved.
Why? A weak or vague Letter of Intent (LOI).
At Archimax, we have distilled expert insights from over a dozen M&A sources to help buyers craft LOIs that build trust, lock in exclusivity, and set the foundation for a successful close.
Key insights covered include:
What to include in your LOI, from deal structure and earnouts to working capital and exclusivity
Which terms are binding versus non-binding
Common mistakes that derail deals before due diligence even begins
Key differences between LOI practices in the UK, US, and Europe
How to present a letter of intent for business acquisition that builds confidence with founder-sellers
If you are an acquisition entrepreneur or investor navigating the SME and lower middle market, this guide is for you.
Swipe through or download the PDF for offline reading.
Sources include:
PitchBook, Epsilon Research, UK200Group, Dealsuite, MarktoMarket, Deloitte, Searchfunder, and Archimax Research.
Save this for your next deal.
Contact me if you are preparing an LOI or need support throughout the full pre and post-acquisition journey.





















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