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Selling a business

The Buyer Who Wants to Walk Through Before Making an Offer

The answer is yes, and not yet.

A buyer will absolutely visit. It is one of the more important meetings in the whole process. It happens after there is a signed number on paper, not before, and the reason is not etiquette. The visit is the most expensive access you will ever give, and giving it before a buyer has committed to anything spends it for free.

What the visit is actually for

By the time it happens, the buyer has read a long document and formed a view. The visit tests that view against the physical facts.

They are reading a hundred things you stopped noticing years ago. How the place looks. Whether the equipment has been maintained or merely kept running. What the people do when a stranger walks past. Whether the person running operations can answer a hard question without looking at you first.

None of that is in the document, and all of it is in their offer.

It takes three different shapes

If you have a plant or a physical operation, this is the highest-stakes meeting in the process, and the preparation is literal.

If you have an office, the stakes are lower and the mechanism is identical. People form a view of how a business is run from how its space looks and how the people in it behave while a visitor is there.

If your company is distributed and there is no building, the visit still happens, in another form. A walkthrough of the product. A look at the systems, the code, the deployment process, the support queue. A session with whoever runs each function. The buyer is doing exactly what they would do on a factory floor, which is to find out whether the thing works as described and whether the people are as good as the document said.

Every surprise should be a pleasant one

That is the whole standard. What the buyer has read and heard should already describe what they are about to see, so the visit confirms rather than reveals.

If a visit produces a surprise, the problem is not the visit. The written and verbal picture was wrong, and that needs fixing before the next buyer sees it.

Illustrative. A veterinary urgent-care group with four clinics was told to tidy before anybody toured, and did not. Twelve prospective buyers came through and ten declined, and the reasons that came back afterward reduced to two things: a waiting room that smelled, and an impression that nobody was working very hard.

None of it was structural. The leases were short and two of the clinics could have moved. It made no difference. One buyer arrived with the operator who would have run the group afterward, and they got as far as the second clinic before she said, not quietly, that she had seen enough.

Ten buyers reaching the same conclusion is not bad luck. It is a fact about the place, and most of it was fixable in a weekend.

Who the buyer is allowed to meet

You, early. Everyone else, later.

A founder or chief executive who wants to sell is the one person whose interest in a sale is already settled, so a conversation with them spends nothing you have not already decided to spend. Everyone else is an employee who does not know the company is for sale. A buyer who meets them has learned something about your business and told your staff something about their future, in a single move.

Where a buyer genuinely cannot evaluate the company without one or two key people, that happens by exception, deliberately, and those people are brought inside the process first. The rest of the management team meets buyers after there is a number on paper.

The negotiation hiding in the small talk

A steady stream of real negotiation happens inside the chat during a visit. What if we kept the building. What if you stayed three years. What if the earnout ran on gross profit.

None of that is idle. Experienced buyers are very good at settling in a hallway what would have cost them something at a table. Be ready to do the same, and understand that it runs both ways: this is where you learn how the other side actually thinks. How do they talk about their own people? What do they complain about? What do they assume is normal?

Answer their questions honestly, including the ones about how you feel, because the fit you are assessing is not in the documents either.

Then close the visit deliberately. Something close to: I will look at the whole proposal and address the issues that matter most to you. I am looking for the right relationship first, and then we will work out the price.

That sentence tells the buyer the price is not the only thing being evaluated, which is true, and it changes what they bring you next.

What getting it wrong costs

Owners arrive at this stage wanting it finished. They have been at it for months, and the temptation is to compress: fewer meetings, faster answers, a visit arranged before the place is ready, a buyer walked through before they have offered anything.

What that buys is an offer from somebody who does not understand your business, built on an impression you did not control, from a party who may have decided something about you in a meeting and never said it out loud. Those deals do not fall apart at the visit. They fall apart later, or at closing, or two years into an earnout dispute, and by then the other credible buyers have gone.

More on this: The First Thing a Buyer Sees Should Not Identify You.


This is what we do. Prism Edge decides when a visit happens, what state the place has to be in before it does, who the buyer is allowed to meet and in what order, and what the buyer is told to expect so that nothing in the room is new to them. The visit is staged after a buyer has committed to a number, which is the difference between confirming a price and setting one.

The full chapter on the visit, and the chapter on who a buyer may meet and when, are both in The Business Sale, free to download here.

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