M&A and Private Equity Insider Series

What to Know Before Dinner with an Acquirer

MARKET STRATEGY & COMPETITION

The informal buyer meeting is still diligence

A friendly dinner can affect price, structure, and confidence.

A dinner with a potential acquirer may feel informal. It is not off the record.

The buyer is evaluating the business, but also the owner: motivation, judgment, energy, willingness to stay, confidence in the forecast, and sensitivity to price. Casual comments can later appear in diligence questions or negotiating positions.

Prepare three things before the meeting. First, know the core company narrative: why customers choose the company, why performance is durable, and where the next owner can create value. Second, know which subjects are restricted, including customer names, employee matters, detailed margins, other bidders, price expectations, and personal timing. Third, prepare questions that reveal the buyer's plan.

Ask what attracted the buyer, how the company would fit, what happens to the brand and employees, which functions would be integrated, what role they expect from you, how they finance acquisitions, and who makes the final decision. Listen for inconsistencies between the buyer's relationship message and operating plan.

Do not negotiate the transaction over dinner. If the buyer asks about value or terms, explain that proposals will be evaluated through the formal process. Do not promise exclusivity, a management role, or access to customers and employees.

The purpose of the meeting is mutual assessment. Be open, accurate, and personable, but remember that the buyer is forming an investment view with every answer.

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