Traps to Avoid When a Business Acquirer Comes Calling

November 28, 2018|

You might be eager to sell your business and happy to have an acquirer at your doorstep, but what’s it like when an acquirer starts looking inside every inch of your business?

Most professional acquirers will have a checklist of questions – both objective and subjective – that they need answered before getting serious about buying your company.

Examples of objective questions include:

  • What are the terms of your lease, and when does it expire?
  • Do you have consistent, signed, up-to-date contracts with your customers and employees?
  • Are your ideas, products and processes protected by patent or trademark?
  • What kind of technology do you use, and are your software licenses up to date?
  • What percentage of revenue does your largest customer represent?
  • How are your receivables? Do you have any late payers or deadbeat customers?
  • Does your business require a special license to operate? If so, is your paperwork in order?
  • Do you have any litigation pending?

Once they have the answers to those questions, then they’ll try to get a subjective sense of your business, including figuring out just how integral you are personally to its success. And that requires some investigative work as well as some tricks of the trade. Here are a few:

Tactic #1: Making last-minute changes

By asking to make a last-minute change to your meeting time, an acquirer gets clues as to how involved you are personally in serving customers. If you can’t accommodate the change request, the acquirer might probe to find out why and try to determine what part of the business is so dependent on you that you cannot adjust a meeting time.

Tactic #2: Checking to see if your business is vision-impaired

An acquirer might ask you to explain your vision for the business, which is a question you should be well prepared to answer. However, he or she might ask the same question of your employees and key managers. If your staff members offer inconsistent answers, the acquirer may take it as a sign that the future of the business is in your head alone.

Tactic #3: Asking your customers why they do business with you

A potential acquirer might ask to talk to some of your customers. He or she will expect you to select your most passionate and loyal customers and will therefore expect to hear good things. The customers might be asked a question like “Why do you do business with these guys?”

The acquirer is trying to figure out where your customers’ loyalties lie. If your customers answer by describing the benefits of your product, service or company in general, that’s good. If they respond by explaining how much they like you personally, that’s bad.

Tactic #4: Mystery shopping

Acquirers often conduct their first bit of research before you even know they are interested in buying your business. They might pose as a customer, visit your website or come into your company to understand what it feels like to be one of your customers.

Make sure the experience your company offers a stranger is tight and consistent, and try to avoid being personally involved in finding or serving brand-new customers. If a potential acquirer sees you personally as the key to wooing new customers, they’ll likely be concerned that business will dry up when you leave.

You might not be expecting an acquirer any time soon, but it’s never too early to ask yourself the questions an acquirer would be asking you – and your employees and customers – if he or she were thinking of buying your business.

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