M&A Frequently Asked
Questions
Why Is Confidentiality Important in Selling a Business?
When you put your house on the market, you get the word
out to as many people as possible. The “For Sale” sign is placed in the front
yard, you invite people to an open house and you put ads in the newspaper and
online. You want everyone to know your house is for sale.
That’s not the case when selling a business. Placing an ad
that your business is on the market creates uncertainty that can hurt your
bottom line and put the company in jeopardy.
To sell a business at its optimum price, keep it
confidential!
What’s likely to happen if people find out the business is
up for sale?
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Employees get nervous. They worry that they
will lose their jobs or that they won’t get along with a new owner. Some
employees – perhaps your best ones -- may even quit before you have a chance
to reassure them. Losing key people is serious, particularly during the sale
process. Key staff members provide valuable continuity and business
knowledge that buyers are looking for. Lose them, and potential buyers may
be lost too.
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Customers begin to wonder. They may assume that
your business has problems that could threaten their supply chain. They may
worry that they won’t get the same quality of product or service from the
new owner.
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Competitors will spread the word. Once the
competition finds out, they’ll tell your customers and use it as leverage to
bring that business to their company. It opens the door for them to steal
business from you.
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Vendors and creditors may tighten terms. You
may be working with terms of net 45 or more to benefit your own cash flow.
But once creditors learn that your company is in play, you may find those
terms tightening or notes called due.
On average, a business sale takes nine months to one year.
If even just a few of these changes occur early on, the impact can be dramatic.
You’re not only running a business; you’re a fireman, busy putting out fires.
A buyer wants a successful operation with few changes
until he or she can make them. Too many question marks mean greater risk and
lower offers.
Confidentiality is critical no matter the size of the
company or the type of business. To maintain confidentiality, use a professional
intermediary who understands the process and will market the business in a
confidential manner, while providing the right kind and amount of information to
attract “best fit” buyers.
The intermediary can screen inquiries to ensure that
competitors aren’t fishing for details. The intermediary should only share your
identity after concluding that a potential buyer is qualified and serious. Such
prospective buyers should also be required to sign a binding confidentiality
agreement that holds them accountable for any leaked information.
You want to maintain your business as usual for as long as
possible. Keeping the sale confidential until the right time will help you
reduce uncertainty and maximize the ultimate selling price.
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