From Engagement to Sale: Understanding Letters of Intent (LOI)

In this episode of TFE Talks, Jordan Goewey and Parker Baker discuss the critical role of letters of intent (LOIs) in the business sale process. They explain what LOIs are, their importance in setting the stage for negotiations, and the distinction between binding and non-binding provisions—particularly confidentiality and exclusivity clauses. The conversation also highlights how buyers and sellers approach LOIs differently, common pitfalls sellers face, and the importance of negotiating key terms early. Listeners will learn why investing in legal and financial advice at the LOI stage can help secure better outcomes and avoid costly mistakes when selling a business. Don’t miss this great deep dive into LOIs. 

Topics in this conversation include: 

• Introduction to Letters of Intent (LOI) (1:09)
• Importance and Role of LOIs (2:10)
• Binding Provisions in LOIs (3:17)
• Exclusivity/No-Shop Clauses (4:20)
• Buyers’ vs. Sellers’ Perspectives (5:46)
• Key Terms to Negotiate in LOIs (8:27)
• Common Pitfalls and Risks (10:31)
• Practical Advice for Business Owners (11:49)
• Value of Professional Advisors (13:17)
• Final Thoughts and Takeaways (14:12)

TFE Talks: Navigating Wealth, Business, and Legacy is the official podcast from Thomas, Fisher & Edwards, a premier estate planning and business advising law firm in Greenville, South Carolina. Each episode, our attorneys break down complex legal topics—covering estate planning, business strategy, and legacy building—into clear, actionable insights. Whether you're refining a plan with our team or preparing for the future, this podcast serves as your go-to resource for thoughtful, strategic planning. Tune in for guidance that helps you protect what matters most. Learn more at www.tfelawfirm.com.

The information provided in this podcast is for general informational purposes only and should not be considered legal advice. Listening to this podcast does not create an attorney-client relationship with Thomas, Fisher & Edwards or any of its attorneys. Laws and regulations vary, and legal matters are highly fact-specific. For personalized legal guidance, please consult with a qualified attorney.