6 min read · 674 words
At a glance
- Unsolicited interest from a private-equity firm or a strategic buyer is a trigger, not a plan. The moment it lands, every weakness in your numbers converts from a chronic annoyance into a priced risk with a deadline.
- The buyer sets the pace, and the pace favors the party who prepared. If your numbers aren’t ready to defend, the next 90 days become his diligence on your worst-documented quarter.
- You control one thing: whether you enter the conversation with numbers a buyer can believe. Every week you spend getting ready after the call is a week he’s already reading you.
The call feels like validation, and it is, but it’s also the starting gun on a process where the other side is better prepared than you are. This piece is about what the first 90 days after unsolicited interest actually test, and how to keep the buyer’s timeline from becoming your trap.
Why is an unsolicited approach dangerous?
Because it flips who’s in control. When you decide to sell on your own schedule, you can prepare first. When a buyer initiates, he’s ready and you’re not, and his readiness becomes an advantage over your unreadiness. He’s run this many times; for most owners it’s the first. He knows what he’s looking for; you’re finding out in real time whether your numbers can answer.
And the flattery is part of the risk. It’s easy to get swept into a process because the interest feels good, and to start answering questions before you know whether your own numbers would survive the answers. The excitement is exactly when owners skip the step that would have protected them.
What do the first 90 days actually test?
The same things a buyer’s Quality of Earnings always tests, just on his clock instead of yours:
- Whether your margins hold up split apart. He’ll want profit by product and customer, and a blended average won’t satisfy him.
- Whether your revenue is recognized consistently. He’s checking that the trend he’s pricing rests on one rule.
- Whether your add-backs survive. He’ll strike the padded ones and lower the number he’s willing to pay.
- Whether the company runs without you. He’s assessing how much of what he’d buy walks out with you.
- Whether the numbers are current and reconstructable. A stale, un-tie-able set of books tells him the finance function is a risk.
If those answers aren’t ready, the 90 days become a scramble to assemble them while he watches, and everything assembled under pressure reads as exactly that.
How do you keep control?
By not letting the buyer’s timeline set yours before you know where you stand. The move, the moment the call comes, is to run the buyer’s read on yourself, fast, so you know what he’ll find before you’re deep in his process. That tells you whether to engage now, slow the pace while you fix what’s fixable, or hold until your numbers can carry the conversation.
The owners who come through an unsolicited approach well are the ones who bought themselves a clear-eyed read early, instead of improvising answers into a process they didn’t set. Every month you wait to get your numbers ready moves the real sale date a month, and an active buyer won’t wait on the sidelines while you catch up.
Where this leads
An unsolicited approach is one trigger among several: succession and the partner buyout, the honest valuation question, and the full picture of when the clock starts. What he’ll test maps to surviving diligence.
The Worth X-Ray is the fast read to run the day the call comes. Send us three reports, and inside 48 hours we send back a one-page, dollarized view of what a buyer would re-price and the first three fixes, so you enter the conversation knowing what he’ll find.
If that’s the question in front of you, book a fit call. Thirty minutes, no pitch.
Russell Fette · Decisive Finance · Creator of Financial Rhythms™