Going to Market.

The waiting.

You signed the engagement, you sat through prep, you signed off on the CIM, and now you're supposed to wait. Days where the phone doesn't ring. Then it rings five times in an afternoon. Then it goes quiet for a week. Your mind fills the silence with everything that could be wrong. Did we price it too high. Did we miss the window. Is the CIM landing flat. The temptation is to call the banker every two days for an update. That call is for you, not for the deal. The discipline of Phase 4 is to let the process work and to stay present at the company, where the real risk sits if you check out.

The first management presentation, and the fourth.

A buyer signs the NDA, gets the CIM, books a meeting. You're back on stage. Sitting across the table from strangers in a hotel conference room who will decide whether they want what you built. Every word is evaluated. The first presentation is adrenaline. The fourth is the long exhale before answering, for the seventh time, why the 2021 margin dipped. The fatigue is real, and the fatigue is also the point. The buyer at presentation six is looking for a founder who hasn't lost his edge. Doing this five, six, eight times in a season is harder than the calendar makes it look.

The low-ball offer that lands like an insult.

The first low offer arrives and it stings more than you expect. The business has been an extension of you for years. A number that small reads as an evaluation of you, not of the company. Let the advisor handle the response. Don't carry the sting into the next presentation or the rest of the week. A few bad early offers can shake the founder's center if there's nothing grounding it. The written-down why is what grounds it. So is the walk-away number you set with the wealth advisor in Phase 2.

The seduction of the highest number.

At some point a higher offer shows up and it pulls you toward saying yes faster than you should. Headline number is not walk-away number. Earnouts, equity rollover, holdbacks, stay packages, working capital pegs, indemnity caps, escrow timing. The number on page one isn't what hits your account. A clean offer at a slightly lower headline can deliver more cash at close and more sleep through the earnout period than a bigger number wrapped in contingencies. Read the structure with the attorney and the advisor before letting the top line do the deciding.

Losing sight of why.

You wrote down your why in Phase 1. You set your walk-away number with the wealth advisor in Phase 2. Then a number arrives that's bigger than you expected, well-structured, real, and the line you drew starts to look softer. This is where the written-down why earns its keep. Pull it out, read it back. If the new number serves the same why, take it. If it doesn't, the bigger number is somebody else's win and somebody else's regret. The founders who let the offer rewrite the why are the ones who tell me a year later they wish they'd held the line.

The secret you carry into the office.

Going to work and pretending nothing has changed while everything has changed inside you. The team doesn't know. Most of them shouldn't, not yet. You're hosting customer dinners, signing offer letters, approving capex, sitting in eight live conversations with buyers in parallel. The compartmentalization gets heavy by month three. You catch yourself wondering whether the new hire noticed something. You wonder whether the long-tenured employee did. The confidentiality is necessary. The cost of carrying it is real and almost never discussed.

The home conversation.

Your spouse asks how it went today. There is no clean answer. Some of what you're carrying you don't have words for yet, and the rest of it doesn't translate the way you wish it would. Standing at the kitchen counter, every night, translating corporate posture into something honest, wears you down in a different way than the day wore you down. The home conversation is where the deal either becomes a shared thing or a thing you're holding alone. Bringing them in earlier, in Phase 1 and Phase 2, is what makes Phase 4 survivable at home.

What does Phase 4 of the founder exit cover?

Phase 4, Going to Market, is the stretch between the CIM going out and the LOI being signed. The mechanics, deal structure, earnouts, rollover, working capital pegs, indemnity caps, are documented everywhere. What's less talked about is what you're doing inside the silences, inside the management presentations, and inside the offers that land like insults and the offers that bend the line you wrote down in Phase 1.

What happens during the first weeks after the CIM goes out?

Mostly waiting, with bursts. A buyer signs the NDA, requests the CIM, sometimes books a first call within a week, sometimes goes silent for two. The banker is fielding interest and qualifying buyers. Your job is to stay present at the company, prepare for the first management presentations, and not call the banker every two days for an update. The discipline of Phase 4 is to let the process work.

How do I handle a low-ball offer without taking it personally?

You let your advisor handle the response, and you write down what you noticed about how it felt. The first low number stings because the company has been an extension of you for years. The sting is normal. Carrying it into the next conversation is the risk. A bad offer in week three doesn't define the deal. The written-down why and the walk-away number from Phase 2 are what keep you anchored.

Why is the highest offer not always the best offer?

Headline number is not walk-away number. Earnouts, equity rollover, holdbacks, stay packages, working capital pegs, indemnity caps, and escrow timing can make a top-line number meaningless. A clean offer at a slightly lower headline often delivers more cash at close and more sleep through the earnout period than a bigger number wrapped in contingencies. Read the structure with the attorney and the advisor before letting the top line do the deciding.

What is management presentation fatigue?

Two to four hours per presentation, customized for each serious buyer, repeated five to eight times in a season. The first one is adrenaline. The fourth is exhale before answering, for the seventh time, why the 2021 margin dipped. The fatigue is real, and the fatigue is also the point. The buyer at presentation six is looking for a founder who hasn't lost his edge. Rehearsing in advance helps. So does protecting sleep and the days between presentations.

How do I tell my spouse what I can't tell my team?

Carefully, and over time. Confidentiality at work doesn't apply at home. What does apply is that you don't have language for some of what you're carrying yet, and your spouse will hear an answer that sounds less honest than it actually is. Bringing them into the why in Phase 1 and the number in Phase 2 is what makes Phase 4 survivable at home. The conversation at the kitchen counter is part of the deal, not separate from it.