How Do I Create and Send an LOI (Letter of Intent) within Acquire?

Use Acquire's step-by-step LOI builder to send a Letter of Intent quickly and easily to a founder of a startup you're intent on acquiring.

After a buyer and a seller have engaged in the initial conversations about the acquisition and aligned on expectations, a buyer can proceed to send a LOI (Letter of Intent) directly on whether through the step-by-step builder or uploading one manually.

  1. Login to your buyer account.
  2. Click on My Deals in the top navigation and locate the listing that you want to make an offer for. Then click on View details → button for that startup. 
  3. You should now be directed to the guided acquisition workflow for the corresponding deal. Click Make offer → to get started.
  4. Once inside the LOI builder, you can begin building an LOI by clicking on Build an LOI → or choose to upload an LOI if you already have one created (see green arrow below).
    Note: Confirm that you see the name of the business you're planning to send the LOI to in the bolded headline - "Make an offer on [STARTUP NAME] by creating a letter of intent (LOI)"

    Build an LOI
  5. Continuing on building the LOI within the builder, start by entering an agreed upon Purchase price between you and the seller.
    Note:'s currency within the LOI Builder is only oriented for USD.
  6. Select whether to pay All cash, due at closing or to add Additional payment terms post closing in the form of seller financing or conditional holdbacks as previously discussed with the seller.

    Purchase price
  7. Select Seller financing if the seller has agreed to finance a portion of the purchase price that you’ll repay in installments over time. Click Edit financing terms to enter the repayment amount, duration, and interest (if any).

    Seller financing details

    Select a Conditional holdback if you want to temporarily retain a portion of the purchase price in escrow to offset the risk of liabilities post-closing. Click “Edit financing terms” to enter the holdback amount, duration, and holdback conditions.
    Note: Do not select a conditional holdback if you’re financing the acquisition with an SBA loan.

    Conditional Holdback Details

  8. Next, choose any corresponding Closing Conditions and edit the specific details as needed:
    - Named employees of the business that will provide any post-closing transition services, employment, or consulting.
    - Named employees of the business that will complete a non-competition and non-solicitation agreements post-closing.
    - Any other additional closing conditions specific to your deal that is not listed above.
    Note: The terms and execution of individual agreements relating to existing employees is the responsibility of the buyer.

    5- Closing Conditions wborder
  9. Next, select your preferred Governing law jurisdiction and whether you'd like to include an additional confidentiality clause beyond the existing standard automatic NDAs applied to all deals through after November 8, 2022.

    Additional Terms
  10. Next, select what Escrow conditions will be used to close the deal. has partnered with to offer a seamless transition upon closing the deal. We strongly recommend you use any trusted escrow service to protect yourself and the seller from fraud.

    Escrow Conditions
  11. Download and review your custom terms. Use the LOI summary as a high-level overview. Once you're comfortable with the terms, electronically sign the LOI by clicking Continue to sign →.
    Note: If you need an attorney to help review the LOI, we've provided a list of recommended buy-side lawyers vetted by (see list here).

  12. Sign the LOI on behalf of yourself or on behalf of an entity, if any.

  13. Lastly, send the signed LOI with an optional message (recommended) to the listing founder by clicking Send LOI
    Note: Makes sure the business name you're sending this LOI to is in the bolded header - "Send LOI to [STARTUP NAME]".

  14. Congratulations, you just sent an LOI to move on to the next stage of the acquisition! You will be redirected back to the guided acquisition workflow where you'll see the LOI sent status to the corresponding listing founder.

    Note: Once accepted by the seller, you'll be notified by email and the status will be updated to LOI accepted: