Seller’s Greed: The Truth Every Seller Learns the Hard Way
- Dr Allen Nazeri DDS MBA
- 2 days ago
- 5 min read
Every advisor who has lived in the M&A trenches long enough eventually becomes a quiet observer of human nature. You start to see patterns, not in numbers, but in people. And out of all the patterns I’ve witnessed in my career, none is as predictable, or as costly as
Seller’s Greed.
It usually surfaces at the very moment when a founder should be celebrating.But instead, it becomes the moment everything begins to unravel.
Let me tell you a story I’ve seen play out dozens of times.
A founder comes to me after years of grinding—long nights, payroll stress, regulations, market swings. They’re proud, tired, and finally ready. They say:
“Dr. Allen… I think I’m ready to sell.”
We prepare the materials.We go to market.We run our silent auction process—a process that routinely generates offers far higher than industry norms.
And then the offers come in.
The founder’s eyes widen.They read the number out loud as if making sure it’s real.
“Fifty… million… dollars?”
Their spouse cries.Their kids start imagining college without loans.They begin to see retirement for the first time.
And then, almost imperceptibly at first, something shifts.
They stop thinking about what $50M means today…and begin fantasizing about what $100M might mean in the future.
This is where Seller’s Greed sneaks into the room.
Seller’s Greed: The Moment a Life-Changing Offer Suddenly Feels “Not Enough”
The founder in this story, like so many others, looked at the $50M LOI and said:
“If someone is willing to pay me $50M today… maybe I can grow it myself and sell for $100M later.”
It’s a seductive thought.And in that moment, almost every seller believes it.
But here’s the truth they can’t see:
They didn’t create the $50M valuation. The market did !
Our silent auction process did.Competitive tension did.Buyer psychology did.Capital availability did.And timing—always timing—did.
The seller simply operated the business.
We created the price.
And the price is never guaranteed twice.
Seller’s Greed: The Illusion That They Can Scale Without Changing Who They Are
In my experience, sellers who walk away from remarkable offers believe they can “just grow it themselves.”
But scaling from:
$5M to $10M EBITDA
$10M to $20M
$20M to $40M
…requires a different CEO than the one who built the company to its current level.
It requires:
Real management layers
Strategic capital allocation
New systems and automation
HR, legal, and compliance infrastructure
Culture redesign
Geographic expansion
Customer acquisition systems
Succession planning
A willingness to replace themselves
If the founder truly had the skill set to double the business, they would have done it already.
But Seller’s Greed lets optimism disguise itself as capability.
Seller’s Greed: When the 5 D’s Strike and Reality Hits Hard
In my book, I talk about the 5 D’s—the grim reapers of dealmaking:
Death
Disability
Divorce
Dispute
Downturn
They hit faster than people think.
With the seller from this story, it was disability.His partner became seriously ill.The company slowed.Margins slipped.Regulations shifted.
And during that time?
His expansion plans stayed exactly where they were when he dreamed them up:In his notebook. Untouched.
Then came the phone call: “Dr. Allen… can we still get the $50M?”
I’ve taken that call too many times.And the answer never gets easier to deliver:
“No. That offer is gone.”
The buyers moved on.The competition cooled.The valuation dropped.The leverage evaporated.The silent auction magic was no longer there.
He didn’t need an advisor at that moment.He needed a time machine.
Seller’s Greed: Why Sellers Who Walk Always Come Back—But to Lower Valuations
There is one universal truth I’ve learned:
Every seller who walks away from a silent-auction-driven valuation comes back.But never to the same valuation.
Not 90%.Not 95%.100% of them.
They return with the same question:
“Can you call that buyer again?”“Can we revive the old LOI?”“Do you think they’ll still pay the old price?”
No, no, and no.
The market’s attention span is short.When the spotlight moves, it doesn’t swing back.
By the time sellers return, they’re working against:
Lower EBITDA
Increased competition
Shifting macroeconomics
Declining momentum
Buyer fatigue
Emotional exhaustion
The offer that once felt “not enough” is now “the one that got away.”
The Truth Every Seller Learns the Hard Way
Your company is worth what qualified, funded, active buyers are willing to pay today, in today’s market, under today’s conditions.
You don’t get to lock in a valuation and revisit it later like a hotel reservation.
Silent auctions create temporary magic—multiples you could never achieve alone,structures you could never negotiate alone,and buyer battles you could never manufacture alone.
When a great offer appears, the wisest founders don’t ask:
“What if I could get more later?”
They ask:
“What if later never comes?”
Because in M&A… later is the most expensive word in the dictionary.
In Summary
Greed often looks like confidence.It feels like optimism.It sounds like ambition.
But Seller’s Greed is none of those things.
It’s fear disguised as strategy.It’s emotion disguised as logic.And it’s the single biggest reason why sellers lose life-changing exits.
When the market gives you a window—walk through it.Before it closes.Before the 5 D’s arrive.Before you end up chasing a valuation that will never return.
The truth is simple, and every seller eventually learns it:
The best deal is the one you take, not the one you fantasize about later !
Dr. Allen Nazeri, aka "Dr. Allen," boasts over 35 years of global experience as a healthcare entrepreneur. He is the Managing Director at American Healthcare Capital and Managing Partner at PRIME exits. Dr. Allen provides strategic growth consulting to leadership teams of both privately held and publicly listed companies, ensuring their preparedness for successful exits.
As an M&A advisor with over a decade of hands-on experience in deal-making, I’ve seen a lot. Deals stall. Offers get withdrawn. Valuations shift. But one of the most common, and underestimated reasons a sale can fall apart is partnership misalignment on the sell-side. Whether it's co-founders, silent partners, or family members with equity stakes, when there's a disconnect in vision, values, or urgency, deals can unravel quickly.
He holds a Dental Degree from Creighton University and an MBA in M&A and Investment Banking from the University of Bedfordshire. Dr. Allen is the author of "Value Engineering: Strategies to 10X the Value of Your Clinic and Dominate the Market!" and the brand new book "Selling Your Healthcare Company at a Premium". Dr. Allen offers a free valuation to business owners ready for a partial or complete exit strategy. Dr. Allen collaborates with strategic buyers, private equity firms, and institutional investors, taking direct accountability for the annual successful sell-side representation of nearly $750M in enterprise value.
To have a confidential discussion about your company and receive a free valuation, please email Allen@ahcteam.com or Allen@ahcpexits.com
You can now communicate with Dr. Allen's clone https://www.delphi.ai/drallen
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