Letters of Intent (LOIs) on Flippa

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When Buyers and Sellers negotiate a sale, it's not uncommon for there to be some uncertainty around the deal structure and terms. A Letter of Intent (LOI) helps clarify the key details of a proposed transaction and marks the formal beginning of negotiations. It sets expectations and creates a foundation for moving forward with due diligence and deal finalization.

Flippa’s embedded LOI feature

Flippa offers a built-in LOI tool on listings with an asking price of $25,000 or more. There are two ways to use this feature:

1. Use the LOI wizard

Create a simple, structured LOI by completing the guided form:

• Enter your offer price

• Specify a due diligence period

• Propose a closing date

• Add any deal terms

Once submitted, the Seller can accept or reject the LOI. The document is stored on-platform and time-stamped for recordkeeping.

2. Upload your own LOI

Prefer to use your own document? You can upload a custom LOI as a PDF. Please note:

• Custom LOIs must be downloaded, signed offline, and then re-uploaded.

• This version does not follow the wizard format and requires manual handling by both parties.

Frequently asked questions

How do I submit an LOI as a Buyer?

You can submit an LOI by clicking the Submit LOI button, available:

• On the listing page

• Inside the Deal Room, in the right-hand panel of your conversation with the Seller

How do I complete an LOI?

When using the embedded LOI tool, you’ll complete the following fields:

• Buyer and/or Company Name: Name to be used in the LOI contract

• Seller's Name: Seller’s legal name

• Asset and/or Company Name: The URL or business name for sale

• Purchase Price: The total intended transaction value, including inventory (if applicable). Additional terms, such as payment structure or contingencies, can go in the "Other Terms" section

• Execution Date: Target date for executing the final purchase agreement (APA)

• Due Diligence Period (in days): Number of days the Buyer has to review financial and operational data

• List of Assets, Inventory, or Post-Sale Support: A breakdown of what's included in the sale

• Other Terms (Optional): Any other terms, such as financing or payment plans

How do sellers manage LOIs?

Sellers can manage LOIs from within the Deal Room. From the right-hand panel, Sellers can:

• Accept

• Decline

• Cancel submitted LOIs

Can Sellers accept multiple LOIs?

Yes. From the Complete My Deal tab, Sellers can accept multiple LOIs. When ready to proceed, the Seller can designate a Preferred Buyer to move forward with finalizing the transaction.

How do sellers move from LOI to completing the deal?

Once a Preferred Buyer is selected in the Complete My Deal tab:

• The listing is marked as "sold" on the marketplace

• Both parties can begin preparing and finalizing the Asset Purchase Agreement (APA)

If you have any questions about LOIs or need assistance during the negotiation process, feel free to reach out to our support team.