Why Buyers Chip Price in Week Three

Price chips rarely arrive as a single dramatic finding. They accumulate. A buyer asks for a dependency inventory, receives a spreadsheet compiled the night before, and quietly adjusts their model for execution risk they cannot yet size.

The pattern is predictable

By week three of exclusivity, the buyer has enough partial answers to build a remediation estimate. That estimate is almost always conservative, because uncertainty is priced as cost. The seller then negotiates against a number they did not produce and cannot easily refute.

• Undocumented infrastructure changes discovered during environment walkthroughs
• Copyleft licensed dependencies inside the core product path
• Deployment knowledge concentrated in one or two engineers
• Cloud spend that scales linearly with revenue rather than sub-linearly

Sellers who run their own technical diligence six months ahead of a listing arrive with evidence rather than assurances. The remediation estimate becomes theirs to define, scoped and partially executed, which moves the conversation from risk pricing back to enterprise value.