Consider a scenario that plays out frequently in the mid-market: a platform’s fifth add-on acquisition of the year is approaching 90 days since the Letter of Intent was signed. An initial 60 day exclusivity period has already been extended and now the buyer has to go back to the seller to ask for an additional extension, largely because the purchase agreement has gone through seven rounds of redlines on provisions that, in the context of a $25 million tuck-in, would never materially impact Internal Rate of Return. Such delays can cost platforms key integration milestones and months of anticipated revenue synergies.
This scenario reflects a structural mismatch between legal process and deal profile. When mid-market platforms execute high-volume add-on strategies, applying the same risk framework used for larger standalone acquisitions can create significant inefficiencies. Legal templates designed to address every conceivable risk—regardless of deal size, seller sophistication, or strategic rationale—often generate more cost and delay than value. For platform companies completing five to ten acquisitions annually, this approach typically becomes a constraint on growth velocity.

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