PLAYBOOK / ACQUISITIONS

Business Acquisition Buyer Readiness

Prepare target criteria, operator capacity, capital planning, diligence scope, advisor responsibilities, and decision gates before pursuing a business purchase.

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THE WORKING OUTCOME

Leave with a buyer brief, a list of unverified assumptions, a diligence workplan, and explicit gates for continuing, renegotiating, or stopping.

Who this is for: Prospective individual or company buyers who want a structured search and diligence plan before making a nonbinding or binding commitment.

01 / GATHER THE RECORDS

Start with current evidence.

  • 01

    Buyer goals, time commitment, sector or geography criteria, and operator experience.

  • 02

    Available capital sources and uses, including diligence, transaction, and post-close working capital assumptions.

  • 03

    A target's financial statements, tax records, contracts, employee, customer, and operating records as authorized.

  • 04

    Transaction structure, asset/liability scope, lease, permits, and transition assumptions for professional review.

  • 05

    A diligence calendar with advisor owners and decision dates.

02 / OPERATING SEQUENCE

Move through the work.

Each step names the action and what completion looks like. Record assumptions and unresolved questions as you go.

  1. 01

    Write target and walk-away criteria

    Define the operating role, business model, customer or geographic fit, owner time, and maximum acceptable complexity. State non-negotiable legal, ethical, concentration, or record-quality issues that end a review.

    COMPLETE WHEN

    A one-page brief lets the buyer reject a mismatched target before spending heavily on diligence.

  2. 02

    Test operator and transition capacity

    Map who will run sales, staffing, finance, compliance, service delivery, and systems after closing. Identify skills or capacity gaps and what transition support must be discussed with the seller.

    COMPLETE WHEN

    Every critical operating responsibility has a current or planned owner.

  3. 03

    Build sources, uses, and cash needs

    List purchase consideration, fees, diligence, taxes where advised, working capital, inventory, repairs, hiring, and transition costs by timing. Separate confirmed funds from conditional or hypothetical sources and model downside cash needs.

    COMPLETE WHEN

    A dated source-and-use map includes post-close operating cash and open financing questions.

  4. 04

    Assign diligence by evidence owner

    Create workstreams for financial, tax, legal, commercial, customer, employee, technology, asset, contract, and regulatory questions as relevant. Assign a qualified advisor or internal owner, source requested, review date, and issue log for each.

    COMPLETE WHEN

    Each material claim can be traced to a record and a reviewer who is competent to assess it.

  5. 05

    Set decision gates and preserve options

    Use gates for initial fit, record access, diligence findings, financing terms, definitive agreements, and closing readiness. Require professional review of binding documents and define what unresolved finding triggers a pause or revised terms.

    COMPLETE WHEN

    The buyer can explain what evidence supports proceeding and what condition would stop or change the transaction.

03 / DECISION CHECKS

What changes the next move?

  • A seller-provided statement is an input to diligence, not verified performance.
  • Purchase price, financing availability, transferability, and legal obligations require transaction-specific professional review.
  • A target should fit operator capacity and post-close cash needs under a downside case, not only an optimistic projection.
COMMON FAILURE POINTS

Keep these visible.

  • Committing before reviewing source records and key contracts.
  • Treating financing discussions or indicative interest as committed funds.
  • Underestimating transition, working-capital, employee, or customer-retention dependencies.
04 / TAKE IT INTO THE WORK

Check, assign, and continue.

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SOURCE REFERENCES

Check the current source.

  • SBA: Plan your business ↗

    SBA information about planning and buying an existing business; transaction diligence still requires case-specific review.

This playbook is general operating guidance. It does not verify records, replace qualified professional advice, determine eligibility, or guarantee a financial outcome. Review current contracts, source records, and applicable requirements with the responsible professional.

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