Should You Answer the Call?
The Owner's Guide to Responding

Most owners are bombarded with calls from brokers, investment bankers, and other owners asking whether they would consider selling. These come weekly, sometimes daily. There are three ways to handle them, depending on the owner's current thinking: do not take the call, take it but politely decline, or take it and engage in a conversation.

The first two are straightforward. There is no interest now, and the owner does not want to waste anyone's time. But there are good reasons to engage: curiosity, gathering information about the market and valuations, learning which companies are acquisitive, and finding out whether these buyers are strategic or private equity. The owner should feel free to turn the questions around, starting with the most important one: who is your client?

That question sounds simplistic, but the answer matters. The owner needs to know whether the caller works for a specific buyer that has identified the company as a target, or is simply trolling for companies that might be for sale. If the caller hems and haws and needs to talk to their client, there is probably no client. When they call back, they may say the original client is no longer interested, but they have other buyers who might be.

Suppose the caller names their client. They will then want to learn about the company, its size, profitability, employees, and management, and will ask the owner to sign a non-disclosure agreement so information can flow. Stop here. Proceed with caution, and make sure anything disclosed shows the company in its best light. Rather than hand over a great deal of information, it may make sense to have a call with the buyer, then an in-person meeting. After all, what is the rush? The company was not for sale before the call.

If the owner is genuinely willing to consider a sale, why talk to only one buyer? In our experience, the buyer that motivates a process is not necessarily the best one, nor the one who offers the highest price and best terms. The buyer, through their agent, is trying to create proprietary deal flow and would prefer the owner not talk with others and create a competitive process. And if the owner shows any interest, the caller will be relentless about the NDA, information, and a meeting, because most of their compensation depends on a completed transaction. Through all of it, running the business well remains far more important than being responsive to those requests.

In short, owners should engage judiciously, be careful about what they disclose, confirm the caller represents a specific named client, and decide early whether they are genuinely interested in following through.