SELLING A BUSINESS

Jul 8, 2022

Do's and Don'ts for Buyer Meetings

A key part of a buyer’s diligence of a business for sale is an owner meeting. This meeting occurs after the buyer has signed an NDA but before the buyer has submitted an offer to buy the business. As most acquirers of small businesses plan to own and operate the businesses, the owner meeting is a large factor in whether a buyer decides to submit an offer.

What’s the purpose of meeting a prospective buyer of your business?

From the buyer’s perspective, the purpose of the owner meeting is threefold:

1. Will I be able to take over the responsibilities of the owner?

Due to the nature of many buyers being owner-operators, a buyer will want to know that the business can outlive the current owner. In blunt words, is there value in the business without the current owner? As such, the buyer will want to learn about the day-in-the-life of the owner. What responsibilities can the buyer easily take-on today? What responsibilities or skills can the buyer reasonably handle after a 30- to 90-day transition period?

2. Will the owner be helpful during the transition period between seller and buyer?

Given that many buyers have not owned a business in the industry in which they are considering, the transition period is crucial for them to be successful. During the 30- to 90-day transition period, the buyer needs to be able to learn all the skills, responsibilities, processes and people associated with the business. As most buyers are using a personally guaranteed SBA loan, most of their personal assets are on the line. They need to feel that the owner will be there to help them succeed.

3. What other information can I learn during the meeting to help me determine whether or not this is a good fit?

Lastly, the buyer will want a chance to ask some follow-up questions directly to the owner. These are often questions that cannot be answered by looking at financial statements or an information packet alone. For instance, what employees have the potential to be promoted into leadership roles? What roles of the owner can be offloaded to an employee? What are the owner’s ideas for ways to improve and grow the business? Are there any skeletons in the closet?

From the seller’s perspective, the purpose of the owner meeting is to evaluate the buyer. Does this seem like someone your employees would like working for? Does this seem like someone who can take your business to new heights? 

What’s the ideal outcome?

The ideal outcome of the owner meeting is for the buyer to leave feeling confident that he or she can successfully transition into the owner seat. He or she should feel supported by the owner and feel that the owner is excited to see the buyer grow his or her legacy.

What’s the worst outcome?

The worst outcome is that the buyer feels one or all of the following:

• The business is too built around the founder for a buyer to transition into the owner’s seat.

• The owner isn’t interested in helping a buyer get off to the races but plans to leave the keys and head off into the sunset.

• The owner is more interested in negotiating on price than understanding the buyer’s background and plans for the business.

John McCleary

Transaction Advisor

Information posted on this page is not intended to be, and should not be construed as tax, legal, investment or accounting advice. You should consult your own tax, legal, investment and accounting advisors before engaging in any transaction.