Hate to admit it, but sometimes deals dont close as expected, no matter how hard we work. I had a deal that fell apart recently that was a heartbreaker, given all the time spent. So, lets all learn from the experience, and avoid it if possible in the future. So, did the buyer pull out? Not really, in fact the buyer was interested in seeing the deal close. The issue that caused the deal to go bad was that the seller missed their EBITDA projections for the year by about 30%. This caused the buyer to search for ways to reduce expenses to make the deal still meet their financial objectives. When agreement could not be reached on expense reductions, the parties decided to not move forward. Although there is still a chance a deal can occur later, after the financial picture improves, expenses have been incurred by all parties, and for now we dont have the liquidity event the seller was anticipating.. Lesson: Dont miss your projections during the negotiating process.