How to Write an Offer on a Laundromat (LOI)

You make an offer on a laundromat with a letter of intent, or LOI: a short document that states the price, the basic terms, and the contingencies that let you verify the business before you are committed. The LOI is usually non-binding on the purchase itself, but it frames the deal and opens the due diligence period, so getting it right sets the tone for everything that follows.

Contents

• What an LOI is
• What to include in the offer
• Contingencies that protect you
• A worked example
• From LOI to closing

What an LOI is

An LOI signals serious intent and sets the terms both sides will work from, without locking either party into the sale. Typically only a few parts are binding, such as confidentiality and an exclusivity window that stops the seller from shopping your offer while you do diligence. Everything else, including price, stays conditional until a definitive purchase agreement is signed. Sellers and brokers take a clean, specific LOI far more seriously than a vague verbal offer.

What to include in the offer

A clear LOI states:

• The purchase price and exactly what is included, such as all equipment and any inventory
• The deal structure, including any seller financing and how much cash is down
• The length of the due diligence period, often 30 to 60 days
• Key conditions, especially lease assignment
• A target closing date and the binding confidentiality and exclusivity terms

Contingencies that protect you

Contingencies are the conditions that let you walk away or renegotiate without losing your deposit. At a minimum, make the offer contingent on verifying revenue, reviewing the lease, inspecting the equipment, and securing financing. Verifying revenue is the big one, because reported collections should reconcile to water usage, as covered in how to verify a laundromat's revenue. These conditions tie directly to the issues flagged in the red flags guide; if diligence surfaces one, your contingencies are what let you respond.

A worked example

Suppose a store is listed at $250,000. You offer $235,000 in an LOI with 20 percent down, a 45-day due diligence period, contingencies on verified revenue and lease assignment, and a request for the seller to carry 15 percent on a seller note. The seller counters at $245,000 and accepts the rest. Nothing is final, but you now have an exclusive 45-day window to confirm the numbers and line up your SBA financing. If verified revenue comes in 15 percent below what was claimed, your contingency lets you renegotiate the price or walk away with your deposit intact.

From LOI to closing

Once the LOI is accepted, you complete the due diligence checklist, finalize financing, secure the lease assignment, and move to a binding purchase agreement, ideally drafted or reviewed by an attorney. Modeling the payment math early with the SBA loan calculator keeps your offer realistic. For the full path from search to ownership, see how to buy a laundromat. Free templates and mentoring are available from SCORE and the SBA.

How to decide on your offer price

Your offer should come from the numbers, not from the asking price. Start with the store's verified or conservatively estimated seller's discretionary earnings and apply a multiple appropriate for the risk, as discussed in what is a good cash flow multiple. A store with a long, assignable lease, newer equipment, and clean books supports a higher multiple than one with a short lease and aging machines. Run the result through the valuation calculator to set a defensible range, then decide where in that range to open. Offering slightly below your target leaves room to settle near it after a counter, but lowballing a well-priced store can simply end the conversation. The discipline is to know your walk-away number before you write the LOI so a motivated seller cannot talk you past it.

Common LOI mistakes

The most common mistake is an offer so vague it invites disputes later, so spell out the price, what is included, the deposit, the diligence period, and the closing target. The second is weak contingencies; without explicit conditions on verified revenue, the lease, and financing, you can lose leverage or your deposit if the deal sours. The third is skipping exclusivity, which lets the seller keep shopping while you spend money on diligence. The fourth is treating the LOI as final: it is a framework, and the binding purchase agreement is where an attorney earns their fee. Avoiding these keeps the deal clean as it moves toward closing.

Keep the deal moving

A good LOI does more than name a price; it sets a realistic timeline and keeps both sides accountable to it. Once it is signed, move promptly into the due diligence checklist and start your financing application the same week, because lender timelines often drive the closing date. Sellers lose confidence in buyers who stall, so the momentum you build right after the LOI is accepted is part of what gets the deal to the finish line. For the full arc from first contact to keys, keep how to buy a laundromat open as your map.

Earnest money and exclusivity

Two terms in the LOI deserve special attention because they protect real money: the earnest-money deposit and the exclusivity period. A deposit signals you are serious and is usually held in escrow, with the LOI spelling out exactly when it is refundable. The key is to tie its release to your contingencies, so that if verified revenue, the lease, or financing falls through, your deposit comes back rather than staying with the seller. The amount is negotiable and varies with deal size; what matters more than the figure is the clarity of the conditions under which you get it back.

Exclusivity, sometimes called a no-shop clause, is the binding promise that the seller will stop marketing the store and negotiating with other buyers for a set window while you complete diligence. Without it, you can spend weeks and real money verifying a business the seller is still quietly shopping, only to be outbid at the end. A typical window matches the diligence period, often 30 to 60 days, and it is one of the few parts of the LOI that should be binding. Together, a well-drafted deposit clause and an exclusivity window let you invest in diligence with confidence, knowing the deal is yours to lose on the facts rather than to a competing offer. These are exactly the protections worth having an attorney confirm before you sign.

One more practical note: keep your written offer professional and complete, but do not over-engineer it. The LOI is meant to align both sides on the essentials quickly so you can get into diligence, not to litigate every detail in advance. Save the exhaustive terms for the purchase agreement. A clean, fair LOI that a seller can say yes to, backed by proof that you can actually close, will usually beat a higher but messier offer loaded with unusual conditions. Sellers value certainty, and the buyer who looks most likely to close often wins even at a slightly lower price.