Proprietary deal
A proprietary deal is an acquisition opportunity a buyer finds and pursues directly — through their own outreach, network or a referral — rather than through a broadly marketed listing where other buyers are also bidding. At least at the outset, the buyer is negotiating without direct competition.
The appeal of a proprietary deal is straightforward: without a competitive process pushing the price up, a buyer can negotiate more patiently and structure terms more creatively. The trade-off is that sourcing one takes real effort — most owners contacted this way are not actively looking to sell.
How proprietary deals typically start
- Direct outreach to owners in a target sector or geography, unprompted by any listing
- A warm introduction from an accountant, lawyer, supplier or another business owner
- A relationship built over months or years before the owner is ready to discuss a sale
The trade-off against a listed deal
A proprietary deal usually means less competitive pressure on price, but also less certainty — the owner may not have thought through what they actually want, may not have clean financials ready, and may change their mind partway through. A listed business, by contrast, is already committed to selling and has usually organized its records for exactly this process.
Sources
This definition is checked against primary sources. Links were last confirmed on the dates shown.
- 01Treadstone LawLegal commentaryBuying & Selling a Business
- 02Treadstone LawLegal commentaryKeeping a Business Sale Confidential in Ontario
- 03Treadstone LawLegal commentaryListing Agreement With a Business Broker in Ontario
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