📬 Nobody bid... but whose fault is it?

"Quick one, can we see the FX impact on group revenue by entity?"

The word "quick" is doing a lot of work here. Nine times out of ten, what comes back is a pause…

Followed by three days, and maybe someone’s weekend. 

So, you ask it once a quarter instead of once a month, and you tell yourself that’s “fine” like you’re Ross in that episode of Friends when he’s tanked up on margaritas.

Fintech platform Leanpay runs entities in five countries and used to consolidate in Excel. Investor and bank queries now come back in hours instead of days.

PS - Don’t miss the case study on page 28. A 600-line P&L mapped into 18 without any ERP migration.

💡 Feeling the pinch of a complicated problem and want help? Send me your questions, and you might just see yourself in next week’s Mailbag. Submit anonymously using the button below:

Here’s what’s on the menu:

Now, let’s get into it.

Lost Pup from Los Angeles, USA

Dear Secret CFO,

I've just been through an exit process that ended up broken. Months of prep, and on IOI bid day: zero offers.

Crummy bids that miss valuation are one thing, nothing at all is another. The non-binding first phase was a total disappointment.

We believe the banker let us down and owes us an explanation. Top tier shop, a name you'd know. Missed their own CIM deadline, the timeline dragged, there was no real push to build competitive tension, and the MD seemed to sleepwalk through it, missing several late-stage buyer meetings including one at their own office. 

It feels like they knew the deal was a dud before we did, and gave up without telling us. This group has done several deals in our industry.

Our numbers are solid: expanding margins, consistent growth, industry-standard retention (SaaS, post-Q1-wipeout). In the banker bake-off, everyone liked our numbers and raised no concerns. Having now met buyers face to face, we know some had real questions about one segment. A banker with this firm's precedent transactions should have flagged that. Now the bake-off feels like it was just salesmanship.

Have you been through a failed process? How do I get back up for another few years of grind, knowing the most logical buyers now see us as tainted? Round two will be trickier. We need time to fix the weak segment and hope for buyer short-term memory.

How would you read what the market's telling us? I'm half-tempted to look elsewhere if this many suitors held their nose and passed. Even fixed, we may not suddenly become a darling. How much weight goes on the banker vs. the market, and what would you actually ask?

How would you make sense of it all? Thanks for the inspiring content!

Thanks for the question, Lost Pup.

Yes, I have found myself licking my wounds after a failed sale process. More than once, actually.

It is horrible. Although, I don’t think I’ve ever had a complete blank on first round bids, that is new for me.

So first, the uncomfortable truth: if this was run as a proper auction, you should assume the failure is not a secret.

Your business will now be labeled by the market (even if not aloud) as an aborted sale process. Investment bankers gossip like hairdressers, and buy-side bankers, sponsors, lawyers, lenders, and industry operators will already be asking why the process went quiet.

Your first job is damage control.

The good news is that nobody has a stronger interest in controlling the narrative than your banker. This will be embarrassing for them too, even if they act like it is just one of those market things that happens between ski trips. So, in your shoes, I would go in hard on them here.

You need an agreed story for why the process was paused or withdrawn, and that story should be consistent across management, board, bankers, lawyers, accountants, and anyone else who touches the market.

The Q1 SaaS wipeout gives you a plausible reason. Market dislocation. Valuation environment. Timing. Decision to pause and build through volatility. Whatever the exact wording, it needs to be clean, boring, and repeatable.

Will people read between the lines? Yes. Of course they will. That is their job. But you still need a controlled message.

That is the reputational piece.

But it does not answer the more important question: what did the market just tell you?

On that, I would be careful not to overcorrect in either direction.

It sounds like your banker let you down. You describe a pretty poor set of behaviors from what is your appointed representative for the sale. It sounds like they had a better gig on, and your business was the bridesmaid.

But zero IOIs is also market feedback.

Bankers can run a process badly. They can fail to create tension. They can overpromise in the bake-off. They can send you the B team while the MD chases a sexier deal.

But they cannot manufacture real buyer appetite where none exists.

I would split the post-mortem into two questions:

On the banker, I would ask for a brutal debrief. Walk through the entire funnel from the total buyer universe through to were you ended up. Who was approached? Who signed NDAs? Who took meetings? Who passed early? Who stayed engaged? What feedback came from each buyer? Where did the weak segment become an issue? Why was that not flagged before launch? What changed from the bake-off view? Which buyers were expected to bid and did not? When did the banker know the process was in trouble? Why were you not told earlier?

You also need to ask whether you were actually a priority. “Top-tier firm” and “top-tier team on your deal” are not the same thing. It sounds to me like you got the nightshift.

Thinking back to my own aborted exit processes, we went in knowing they would be extremely tough sells. That is very different from what you describe. It sounds like you did not have that expectation going in.

So something has gone very wrong in the process.

On the business itself, you need to accept that you cannot take the same story back to market anytime soon. The market puked on it. Maybe unfairly. Maybe because the process was poor. Maybe because the weak segment spooked people. Maybe because SaaS buyers are still hungover from the 2026 multiple obliteration party. But either way, your story now has little chunks of carrot on it.

So the question becomes: what is the better story? And how long will it take to tell it? You need enough time for the old story to grow stale, and the new one to build, so this could be 24 months of work (or more).

Restart your exit planning as if you are starting the whole journey again.

TLDR: This is painful but not a death sentence. Control the story, debrief brutally, rebuild the next one.

Valuecreator101 from Oslo, Norway

Love the newsletter! Value to word ratio is sky high!

I'm leading growth and finance as right hand to the CEO and founder in a drone startup doing B2C home delivery (building out our own marketplace). I'm building out our financial models to help us model P&L, cash flow, and unit economics of our drones and each location as we expand. The use case is two-fold: 1) Help guide us for strategic priorities and day-to-day operationally and 2) Financial models into our next fundraise (Series A).

How would you think about modeling when there are so many input variables? Which variables do I fix and at which levels (conservative, optimistic)? All the BOMs and modeling of the cost reduction over time, the variables in the market place like take rates, delivery volumes, etc.

Bonus: Our CEO loves vibe-coded AI models for this but my preference is Excel for easier traceability, and I presume investors would prefer this. Any hot takes?

A marketplace for drone delivery… what a world we live in.

Anyway, I’ll take your second question first, because it is easier, and (in my opinion!) less interesting.

A CEO vibe-coded AI model is not a good idea for anything important. Not without proper guardrails, anyway.

And your use case is fundamental. You are using this for fundraising and for the most important operating decisions in the business. It needs to be right…

There is already a healthy market developing for fractional CFOs cleaning up after this kind of thing. My DMs lit up with horror stories after I posted this:

So it sounds like your CEO may be suffering from shiny new object syndrome. And I’m afraid once that condition sets in, it tends to be incurable… albeit not fatal.

That said, I do think there is a compromise here. I have found Claude for Excel genuinely useful and time-efficient in producing credible models.

So today, I would use Claude to help build the right Excel model for your business. That gives you a nice balance of AI efficiency, and robustness / tracability.

Build it properly once, then you do not need to keep rebuilding the plumbing. You do, however, need to keep reviewing the assumptions, pressure-testing the outputs, and learning what reality is telling you.

Now to your more interesting question: how deep should you go on assumptions?

You need depth where the economics matter. In your case, that sounds like unit economics.

So yes, I would want to understand the unit cost of a drone at a BOM level, and how that changes at different production and purchasing inflection points. I would want to understand the cost of a delivery journey. I would want to understand take rate, delivery density, route efficiency, utilization, failure rates, repairs, maintenance, customer acquisition, merchant acquisition, local operating costs, and location-level contribution.

That is where the business is going to live or die.

But do not create false precision everywhere. Nobody wins an award for being wrong in a great amount of detail.

One thing you can tie yourself in knots over is the precise forecast trajectory of volume. You will definitely be wrong. And at your stage, you do not need to be wrong on volume growth by much to be very wrong on the output, especially the cash output.

For the fundraise, investors will not expect you to predict the future perfectly. They will expect you to understand the drivers. They will want to see that you know what is important, and how you will test and prove out those assumptions as you find product-market fit.

TLDR: Go deep on unit economics, scenario the unknowns, and keep the model traceable enough for investors to trust.

Gary from San Francisco, USA

What should a controller do when the CFO overrides the accounting revenue number (sourced from internal data) and posts revenue to match the forecast?

Thanks for the question, Gary. I have changed your name, as this was something whereby you need the protection of anonymity, and I think you might have used your real name when submitting your question.

In short, I think this is probably a resignation point.

I do not say that lightly. I know there is a ton of judgment in finance roles. I know there is pressure. I know there are gray areas. I know forecasts miss, systems are messy, and accruals are imperfect.

But what you are describing breaks three rules for me.

First, this does not sound like an aggressive accounting judgment. It sounds like forcing the accounts to match the forecast. That is not the same thing.

Second, it sounds like “Dr balance sheet, Cr revenue”, and hope. That is a very bad place to be. If the revenue number comes from internal data, and the CFO is overriding it there had better be an extremely clear, supportable accounting basis for that adjustment. “Because that was the forecast” is not an accounting basis.

Third, and most importantly, this is revenue. Revenue integrity is one of the cornerstones of accounting. You can have difficult judgment calls around provisions, cost accruals, useful lives, recoverability, cut-off, and plenty of other areas. But of all of the places to fiddle, revenue is dangerous because it is the totemic assumptions of the users of the accounts… especially in tech, where it drives the valuations.

So for me, what you have described sits well outside normal CFO judgment and much closer to the label of accounting fraud.

I have built my career going into situations with issues like this. And they all started small.

I wrote an example of how one of the biggest recent accounting scandals might have started here:

Maybe there is some explanation I am missing. Maybe there is a legitimate cut-off issue. Maybe there is deferred revenue complexity. Maybe there is a system timing issue. Maybe there is a big reversal next month and actual performance catches up.

But even then, you have learned something important about the CFO you work for.

That is not someone you want to learn from.

So, based on what you have described, you need to get the fuck out of there, and cover your back on the way out. Because if and when this blows up later, you do not want to catch any of the stank.

I would ask the CFO to provide the basis for the adjustment so you can “update your month-end file.”

They probably will not provide it. And yes, it may even hasten your exit. But the note will implicitly document that you were overridden, and give you some protection later if anyone starts asking who knew what, and when.

TLDR: Your position sounds untenable to me, you should get out, but make sure you cover your tail on the way out.

A few of the biggest stories that CFOs should pay attention to. This is also the section you might not want to see your name in.

OpenAI CFO says enterprise customers now outweigh consumers in revenue

Are OpenAI making a comeback in the enterprise AI wars? They’ve been handed a thorough spanking by Anthropic over the last 12 months.

Companies will still report quarterly earnings but not file paperwork under proposed semiannual SEC reporting rules

This could be the best of both worlds: keeps the investor disclosure but with less bullshit and paperwork.

CFO retirements hit 8-year high

The demographic time bomb is showing up in finance, just like everywhere else, and companies will have to get creative to fill some of these slots. How long before we see our first CFO with broccoli hair?

ICYMI, here are some of my favorite finance/business social media posts from this week.

Let me know what you thought of today’s Mailbag. Just hit reply… I read every message.

Last weekend’s Playbook was part two of our Manchester United deep dive and dissected the club’s P&L.

Last week’s Boardroom Brief took on runaway AI token spend and what CFOs can do about it.

Disclaimer: I am not your accountant, tax advisor, lawyer, CFO, director, or friend. Well, maybe I’m your friend, but I am not any of those other things. Everything I publish represents my opinions only, not advice. Running the finances for a company is serious business, and you should take the proper advice you need