Mastering the Deal: 3 Types of Sellers, 3 Very Different Deals — Which One Are You?

Most founders approach a sale with one goal: get the highest price possible. But Mark Ferrer argues that focusing only on price can lead to the wrong deal, the wrong partner, and a painful transition after closing. 

In this episode of Built to Sell Radio, John Warrillow talks with Ferrer about what he has learned after moving from founder to buyer, and why every owner needs to know whether they are a transactional, transitional, or transformative seller before they go to market. In this episode, you discover how to identify your seller type before a buyer does it for you. 

You’ll learn: 

• Why a transactional founder who insists they just want the money often turns out to be something else entirely — and why getting that wrong poisons the deal 

• What a buyer learns about you when they ask whether you would sell to your biggest competitor for the same price 

• Why the multiple is just the starting point, and how cash at closing, seller financing, and rolled equity can swing the real outcome by more than most founders expect 

• How Mark lost 8 to 14 percent of his own deal proceeds not because of bad faith, but because he did not ask the right questions about his rolled equity 

• Why pushing for agreement after a sale closes is the fastest way to destroy a partnership — and what to focus on instead 

• What working capital and normalized earnings actually mean, and why founders who gloss over both almost always regret it 

• How to clarify the role you want after closing before it becomes the source of tension no one saw coming 

Show Notes & Links

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Definitions

Shotgun Clause:

A “shotgun clause” is a type of buy-sell agreement often included in the partnership or shareholder agreements of a privately-held company. This clause is designed to resolve situations where partners or shareholders want to separate from each other due to disagreements or other issues.

How it Works:

1. Triggering Event: One partner/shareholder (the “Offeror”) initiates the shotgun clause, typically when there is a deadlock or disagreement that can’t be resolved.
2. Buy or Sell Offer: The Offeror proposes a price per share to buy the other partner’s/shareholder’s (the “Offeree”) shares or sell their own shares to the Offeree.
3. Decision Time: The Offeree must decide whether to sell their shares at the proposed price or buy the Offeror’s shares at the same price.
4. Binding Decision: Once the Offeree makes a decision, both parties are bound by it, meaning the Offeree must either sell their shares or buy the Offeror’s shares at the stipulated price.

About Our Guest

Mark Ferrier

Mark Ferrier has had the opportunity to initiate seven different companies, exiting three in multiple forms and experiencing failure with one. Over his 25-year career in growing businesses and building brands, many of the enterprises he has been involved with have earned recognition on the Growth 100 List and the Profit Hot 50 start-up lists. He exited his last business, Traffikgroup.com, in 2015 to an Onex company and subsequently led their global growth strategy with the brand and marketing organization globally, increasing revenue from $20M USD to $75M USD before his departure in 2019.

Mark’s business philosophies are anchored in the belief that value creation is not solely financial. It must also be demonstrable in the growth of human capital and the communities in which businesses operate, both physically and virtually.

In 2021, he founded Kurious Inc. and &Capital, with a straightforward mission to assist companies in growth based on his experiences and strategies around growth, serving as an entrepreneur, creator, business builder, and investor.

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