Sell Your Business - How to Protect Your Confidentiality and Give the Buyer the Information He Needs

If, after learning the basics about your company,offering, do they make a reasonable case for
a prospect is interested in buying your business,their objection or are they just fishing for a low
they will begin to respond with questions andball price
requests for more specific information.Eventually you will accept a Letter Of Intent from
This creates a problem: The prospect has ajust one buyer and enter into an exclusive
legitimate need for details about your businessnegotiation. At that point (and during Due
and you have a legitimate need to make sureDiligence) you will have to reveal all the details and
sensitive information doesn't get into the wrongsecrets about your business. If you can't see
hands.yourself making this kind of a commitment to a
Consider that of all the prospects you talk toparticular buyer than there is no need to go any
about your business, only one will actually buy it.further - cut them loose now!
But all the other prospects will still posses theBalance The Buyer's Need for Information With
knowledge you shared with them and you can'tYour Need For Confidentiality
afford to have confidential information such asSometimes you will get requests for information
customers lists, recipes or other trade secretsfrom a very good buying prospect that you just
getting in to the wrong hands.can't fulfill. For example, after he receives your
So managing the disclosure of information aboutSelling Memorandum, the buyer may request to
your business and making judgments along thesee a list of your customers or suppliers.
way as to which prospects deserve your timeYou must determine why the buyer wants this
and attention are important keys to successfullyvery specific information. Does he want to steal
selling your business.your customers from you? Or perhaps (and more
Here are some things you can do to identify thelikely) the buyer wants to see if you are overly
best prospects and provide them with justdependent on one customer. If 80% of your
enough information to move them through therevenues come from just one or two clients, that
buying process.is a legitimate red flag that would concern any
Ask The Buyer To Submit Their Questions Andbuyer.
Requests For More Details In WritingBut your prospect doesn't need a complete list of
In order to protect your confidentiality, I stronglyyou customers along with contact information to
suggest that you tell the buyer to put hisfind this out. Instead, you can prepare a report
requests/questions in writing. Doing it this way:that shows what percentage of your revenues
• Allows you to think through your responsescomes from each customer (or the top 10 or 20
more thoroughly before respondingcustomers if that's more appropriate).
• Prevents you from spilling too muchSo, whenever a buyer makes a request for an
information off the top of your headentire category of information, don't flatly refuse.
• Means you won't get interrupted at theInstead, try to figure out the buyer's specific
wrong time - imagine if 5 buyers have your sellingneed or concern and then provide just enough
memorandum and each called you at your officeinformation to satisfy that need.
whenever they thought of a new question.In addition to the names and contact information
• Puts all your communication in writing, soof your customers and suppliers, information that
there is less chance of misunderstandings - youshould be off limits until a buyer signs a Letter Of
can always refer back to what you actuallyIntent should include all proprietary information
wrote instead of trying to remember what youregarding your manufacturing processes,
said days or weeks ago.blueprints, recipes, product diagrams.
• Saves you time - certain questions will comeRemember: Only one of your prospects will end
up again and again. By putting your answers inup buying your business. But all the other
writing you will have a pre-written response readyprospects will still posses whatever information
whenever a second or third prospect asks theyou give them after they drop out.
same question.So a good question to ask yourself when deciding
So, try to keep the initial communication after thewhether or not to provide certain information to
Selling Memorandum confined to e-mail: it's quick,a prospect is:
confidential and allows you the time to thinkIf this person does not buy my business, could
through your responses carefully.they use this information to harm my company's
Continue To Qualify The Buyer Throughout Thevalue or the success of the new owner? If a
Processbuyer absolutely insists that you provide a certain
An additional benefit of asking prospects topiece of information that you are uncomfortable
submit their questions in writing is that it isproviding, you have three choices:
provides another opportunity qualify the buyer.1.) You can flatly say "no" and risk losing him as a
A professional will understand your request andprospect.
gladly cooperate. Many buyer prospects already2.) You can give him the exact information he
own, or have owned, a business and know theasked for
importance of confidentiality.3.) You can prepare a report that provides just
An unprofessional prospect on the other hand willthe information you are comfortable revealing and
often resist this request and pout about thehope that it will satisfy the buyer's need.
"inconvenience". Also, the weak prospect will oftenExactly how you handle a situation like this will
submit poorly written or unclear requestsdepend on the quality of the prospect who
questions. Even though you did some qualifyingmakes the request. You should rank all your
before you sent the prospect your Sellingprospects according to their qualifications and
Memorandum, continue to observe the buyer:desirability - Which prospect do you want to take
**When they do communicate with you, is itover your business? You may decide to give that
obvious they have taken the time to prepareprospect much more detailed information than the
their questions and comments or does it seembuyer at the bottom of your list.
like they are flying by the seat of their pants?But whatever you decide, make sure that the
**Do they respect your time and your need forbuyer understands you are not trying to hide
confidentiality or do they call or show upanything. There is certain information that you are
unannounced?uncomfortable releasing now, but that once the
**If they take issue with your price, recastbuyer has submitted a Letter Of Intent he will
financial statements or other elements of yourhave complete access to your business.