Why Business Sales Fall Apart - And Why the Answer Is Almost Always the Same

There's a conversation that Aleksandr Kazak, director of Financial License Market - a specialist marketplace for the purchase and sale of regulated financial companies - has had more times than he can count.

A business owner comes to him wanting to sell. The asset is real. The price is defensible. The market exists. Everything is in place for a successful transaction.

And then, slowly or sometimes very quickly, it falls apart.

Not because the business wasn't good enough. Not because the right buyer couldn't be found. Not because the market had moved or the timing was wrong.

Because of greed. And because of a lack of trust that tends to travel alongside it.

"Greed and lack of trust is always the key two issues we see," Kazak says plainly. "And nothing else."

It sounds almost too simple. In a world of complex deal structures, regulatory requirements, due diligence processes, and valuation methodologies, the idea that most transactions fail because of something as basic as greed feels like an oversimplification. But spend any time around business acquisitions - especially in the financial services sector, where valuations are high and emotions run even higher - and the pattern becomes impossible to ignore.

The £5 Million Deal That Fell Apart Over £40,000

Let me tell you about a specific case, because the numbers make the psychology impossible to argue with.

A UK-licensed payment company approached Financial License Market looking for a buyer. The business had an active client base, a clean regulatory record, and a legitimate market value. The asking price was £5 million - a figure that reflected the genuine worth of a licensed, operational payment institution in the current market.

As a broker facilitating the transaction, Financial License Market outlined its fee: £75,000. That's 1.5% of the transaction value - a figure that, by any reasonable comparison, is modest. Real estate agents typically charge 2-3% for property sales. M&A advisors working on deals of this size often charge significantly more. At 1.5%, the ask was not only fair, it was conservative.

The seller pushed back. £75,000 was too high, they said. They could do £50,000.

Fine. A small reduction, but the deal moved forward.

Then the seller came back again. Actually, the maximum they could pay was £35,000. That's 0.7% of a £5 million transaction - less than the change rounding on most professional advisory fees.

When Kazak asked how they had arrived at £35,000 as the right number - why that figure, specifically, made more sense than £75,000 - the seller couldn't answer. There was no logic to it. No competing quote, no budget constraint, no principled position on broker compensation.

Just a number that was smaller.

"Seriously," Kazak reflects, "you want to receive £5 million and you can only pay £35,000 to a person who will find you a buyer and facilitate the deal?"

The transaction didn't proceed. A real business, with genuine value, failed to sell - not because a buyer couldn't be found, not because the price was wrong, but because the seller couldn't bring themselves to pay a broker's fee that amounted to less than 1% of what they stood to receive.

This is what greed actually looks like in practice. Not dramatic. Not villainous. Just a persistent, irrational unwillingness to acknowledge the value of what other people bring to a transaction.

The Lithuanian CASP Company and the Upside-Down Logic

A second case makes a different but related point.

A Lithuanian CASP company - a crypto asset service provider, operating under one of the more sought-after regulatory frameworks in the current market - wanted to sell their business at €3 million. A reasonable valuation for a properly licensed entity in a jurisdiction with genuine credibility.

When the question of broker compensation arose, the seller's position was unusual. They weren't willing to pay anything. The broker, they suggested, should charge the buyer instead.

Think about what this means for a moment.

You are selling an asset. You have engaged someone to find a buyer, facilitate negotiations, manage due diligence, and close the transaction. You want to receive €3 million at the end of this process. And your position is that the person doing the work on your behalf should be paid by the person on the other side of the table.

"You are selling the apartment and you want the buyer to pay to the real estate agent," Kazak observes. "This just doesn't work like this."

It doesn't work for a practical reason: buyers price in their costs. A buyer who knows they're paying the broker's fee adjusts their offer accordingly. The seller doesn't save the fee - they simply shift the accounting while introducing mistrust and friction into a process that depends entirely on both parties feeling fairly treated.

But it also doesn't work for a more fundamental reason. It reflects a worldview in which the seller's interests are the only interests that matter - in which the entire ecosystem of people who make a transaction possible are obstacles to be minimised rather than partners to be fairly compensated.

What Actually Makes Deals Work

The transactions that close successfully share a common characteristic. Both sides understand that a deal is not a zero-sum game.

The buyer needs the seller to be motivated to complete. The seller needs the broker to be incentivised to find the right buyer. The broker needs both parties to engage in good faith. Every person in the process is contributing something real - and every attempt to extract value from them without fair compensation introduces friction that makes the deal less likely to happen.

In financial services specifically, where assets are complex, regulated, and difficult to value without specialist knowledge, the quality of advice and facilitation matters enormously. The difference between a deal that closes cleanly and one that falls apart in due diligence is often the difference between working with people who know what they're doing and trying to save money by cutting them out.

Greed, in deal-making, is almost always self-defeating. The sellers who try hardest to minimise what they pay to the people helping them tend to be the ones who end up with nothing to pay anyone at all.