Demystifying the Letter of Intent: A Business Deal’s Stepping Stone

What does an LOI typically contain?
Tips for Choosing a Business Broker

Ever heard of a letter of intent (LOI)? In my experience, the majority of first time buyers or sellers have not. This document, while not legally binding, plays a crucial role in many business deals. Think of it as a handshake before the official contract – a declaration of your intentions and preliminary agreement on key terms.


What does an LOI typically contain? It usually outlines the following:

  • Parties involved: Who is entering the agreement?
  • Subject matter: What is the deal about? (e.g., buying a company, entering a partnership)
  • Key terms: What are the initial agreed-upon aspects like price, timeline, and conditions?
  • Next steps: What are the next actions to finalize the agreement?


Why use an LOI? It offers several benefits:

  • Clarifies intentions: Ensures both parties are on the same page before investing time in negotiations.
  • Protects confidentiality: Discourages either party from disclosing sensitive information before finalization.
  • Facilitates negotiations: Provides a framework for discussion and helps reach a consensus.


When are LOIs used? These documents are common in various situations, including:

  • Acquisitions and mergers: When companies are buying or merging with each other.
  • Joint ventures: When two or more companies are collaborating on a project.
  • Real estate transactions: When buying or selling property.
  • Financing agreements: When obtaining loans or investments.


Remember, an LOI is not a substitute for a formal contract. It’s a crucial first step and allows for grounds to move into the next stage of the process: due diligence.