The previous articles have all pointed to the same core idea: today’s deals often aren’t stuck on price — they’re stuck on structure. In other words: who carries the risk, and how.
When people hear the word ‘structure’, it sounds complicated. It really isn’t. After seeing enough deals, you realise most of the ones that close rely on a small number of simple approaches.
Structure 1: Split Payment (The Most Common)
Part of the payment is made upfront; the rest comes later. This is the most frequently used structure, typically when the buyer has cash flow constraints or simply doesn’t want to carry all the risk from day one.
For sellers, if the business is solid, this is usually acceptable — because in substance, it’s not less money. It’s just money that arrives later.
Structure 2: Pay on Performance (The Critical One)
A portion of the purchase price is tied to how the business performs after the sale. This typically comes into play when the buyer has doubts about profit sustainability, or uncertainty about what comes next. Rather than arguing today about what’s true, you defer part of the price to be confirmed by actual results — if the numbers hold, the money follows.
Structure 3: Conditional Completion (More Sophisticated)
The key uncertainties in the deal become contractual conditions. For example: whether key staff stay, whether major customers remain, whether the handover goes smoothly. Meet the conditions, and the price holds. Fall short, and adjustments follow.
Three Structures, One Underlying Idea
These three approaches look different on the surface, but they share the same underlying logic: taking a price question and breaking it down into time, risk, and conditions.
Time: defer what can’t be resolved now. Risk: share different parts between parties. Conditions: let actual outcomes verify what’s uncertain.
Why Structure Matters More Now Than Ever
The current market presents a real tension: buyers don’t want to gamble on the future, and sellers don’t want to accept a discounted valuation. If you only talk price, that tension has no resolution. Introduce structure, and both sides can carry different parts of the risk in different ways — suddenly there’s room to work.
Back to the shutter and blinds business. It moved forward not because the price was ideal. It moved because the buyer put forward a structure — one that was workable, adjustable, and gave both sides something to talk about.
A Final Word for Buyers and Sellers
If you’re a buyer: you don’t need a perfect price at the start. You need a workable proposal.
If you’re a seller: you don’t have to take everything upfront. A structured deal can mean a higher total price.
Most deals that close don’t close because the price was agreed on. They close because a way was found for both sides to make it work.
Markets don’t wait for certainty. Deals only wait for someone to act.
