In the world of small and mid-sized enterprises, many M&A processes begin too late when performance is declining or the owner has already made difficult decisions. At that point, the window to create value narrows and room for negotiation shrinks.

Accountants, strategic consultants, interim CFOs, and external advisors often play a key role. They’re usually the first to spot early signals not in the financials, but in conversations, hesitation, or decisions being delayed. Recognizing these situations early on can turn potential crises into structured, forward-looking choices.

Here are five common scenarios where M&A is not a last resort, but a concrete tool to protect the business and unlock a new growth phase.

1. Growth has stalled, but the product still works

The company has a market, the product is solid, and customers are loyal. Yet growth is stagnant. The problem isn’t external it’s organizational: limited resources, lack of structure, or inability to scale.

In these cases, a strategic move whether a sale, a partnership, or the entry of a new investor—can unlock hidden potential. M&A helps bypass internal limitations by tapping into stronger infrastructures and external capabilities.

2. The owner is tired (and keeps saying so)

Comments like “I’ve lost the drive” or “I’m exhausted” might seem casual, but they reflect a deeper emotional disengagement that can impact operations, investment decisions, and continuity.

When there’s no succession plan in place, the risk grows exponentially. In this context, helping the owner explore alternatives, before the situation deteriorates, is a professional responsibility. A gradual exit or value-driven transition can offer sustainable and balanced outcomes.

3. An offer was received, but the owner doesn’t know what to do

It’s more common than you think: a fund, a competitor, or a foreign buyer expresses interest, but the entrepreneur is unprepared. The risk isn’t just missing out it’s undervaluing the offer or reacting impulsively.

Even a poorly structured offer can serve as a starting point to reassess the company’s actual value and its strategic path whether that means growth or exit. The key is not to let inertia take over.

4. Succession planning is stuck

When generational handover fails, due to lack of interest, misalignment, or poor preparation, the company ends up stuck between an operational past and an uncertain future. A dangerous deadlock.

In such cases, M&A provides an actionable way forward: a sale to a more structured player or the inclusion of external managers with equity stakes can revitalize governance and reposition the business for the long term.

5. The market is evolving, but the company isn’t

Industries are consolidating, innovation is accelerating, customer expectations are shifting. A company that doesn’t adapt risks falling behind and catching up may no longer be possible.

Here, M&A becomes a strategic lever: acquiring to innovate, selling to preserve value, or joining forces to stay competitive. Advisors working closely with entrepreneurs are in the best position to propose bold solutions before they become the only option left.

Act early, not late

Waiting for the “perfect moment” is often an excuse to postpone decisions that require courage and vision. In reality, the right time to act is when the first warning signs appear not when the business is already at risk.

Recognizing those signals, interpreting them, and initiating the conversation is the first step in guiding entrepreneurs through a clear, structured path. When managed with method and foresight, M&A is not a last-minute fix it’s a way to build value where others see only problems.