As Buyer, you should prepare for management meetings by reading the M&A offering document, reviewing the financials and Seller’s website, and conducting research about Seller (to the extent that public information is available). Spending some time researching the industry and getting a handle on other companies and industry trends shows you’re serious.
Come prepared by having read the materials provided; don’t expect Seller to review information already discussed in the offering document. A Buyer who comes to a meeting with a dog-eared copy of the offering document with sticky notes jutting out from numerous pages tells Seller that Buyer has done her homework and is ready to ask good questions.
If a facility tour is part of the day, take care to not inadvertently tip off otherwise-unsuspecting employees about the potential business sale. Asking a warehouse worker, “So, what would you think if I were your new boss?” is a big no-no! When in doubt, keep your mouth shut.
While walking through Seller’s offices or facility, Buyer should pay close attention to the seemingly small things. Is the place clean and organized? Are the employees smiling and happy? Are lights burned out? Any water damage in the ceiling? How clean are the bathrooms?
Although these aspects may seem to be rather small, a company that has issues in these areas often has employees (or management) who’ve simply given up and let things go to seed.
Plan ahead with Seller to determine whether a cover story is necessary. The cover story of “We’re investors, and we’re thinking of investing in your company,” is often a good cover story to use. This setup downplays the business-sale aspect but is still an accurate statement.