Preparing for due diligence by a prospective purchaser

If you’re planning to put your business on the market, getting it ready for sale beforehand is crucial to avoid scrambling to put things in order when potential buyers are actually knocking on the door.

Any buyer with business acumen is going to do his/her due diligence before considering making an offer. Being prepared for this will not only ensure your business is more attractive to prospective buyers, but it means you’re more likely to secure a better price by demonstrating you’re prepared.

The buyer’s perspective

When preparing to sell your business, it’s a great idea to consider things from the buyer’s point of view. In other words, what would you look for if you were the buyer? A common question a buyer might ask is your reason for selling. You should have an honest response that doesn’t suggest the need for urgency.

Buyers prefer low risk with high reward when they consider investing in a small business, so they’ll look for good cash flow and solid systems with the potential for further growth. Buyers will also want accurate and complete information to make an informed decision on whether your business is suitable for them. You can help this process by understanding who your potential buyer is and what the buyer may want to know about your business.

Likely information prospective buyers will want to see include:

• your competitive advantages and unique selling points
• how you've successfully handled the ups and downs of sales and cash flow, especially if yours is a seasonal business
• what information around, leases, customer agreements and intellectual property you own, including when do they expire or require renewing
• the planned smooth transition between owners
• the levels of stock and investment required in the future

It’s likely that potential buyers will want to view at least three years of financial statements, including income statements and balance sheets. They’ll be buying into your business’s future profitability, so explain any differences between what the finances are showing now and what they could be showing in the future.

Finally, buyers will be aware that there’s a risk of customers leaving after you sell. You’ll need to reassure them that your customers are loyal to the business rather than to you.

Time for a makeover

In the same way that you’d spruce up your house before it goes on the market, give your business a makeover so that it’s presented to its best possible advantage.

This means tidying financial records, ensuring optimal levels of staff and inventory are in order, and tightened control over debtors. Fixed assets (like equipment and vehicles) should be recent or at least not need replacing in the near future.

Increase profits

If you can show an increase in profit is a current trend, you’ll reassure a buyer that the business is growing. Go all out to increase sales, follow up on leads, call in favors and ask for referrals to drive sales. Identify what costs you can remove to increase your net profit. Can you buy materials cheaper, switch suppliers of overheads (such as energy and internet costs), or be more efficient with processes so you don’t need as many staff or contractors?

Talk to your staff and ensure they’re making the most of techniques like up-selling and cross-selling. Review their performance so that customer satisfaction is optimal. Demonstrating how sharp your internal processes are will show buyers that your business is functioning efficiently and having sales records on hand to prove it is essential.

Summary

When you’re getting your business ready for sale, don’t forget the physical aspects as well. Update your signage and marketing material so that you make good first impression when buyers come to view your business. Your premises should be immaculate and orderly with friendly staff and lively activity. New signage, repainting, and implementing a general clean desk policy will help the overall impression.

Remember that, like any other aspect of business, planning and preparation are key to success. When you’re getting ready to sell, try as much as possible to keep the buyer’s point of view in mind, and keep asking yourself – what would I be looking for if I were thinking of buying this business?