We signed a Letter of Intent and the buyer wants to contact our top five customers as part of their final diligence phase before closing. How do we sequence these customer calls to prevent a leak that destroys our business value if the deal falls through?
Allowing a buyer to contact your customers is one of the most sensitive phases of the transaction. If the deal falls through after these calls, your customers may panic, suspecting financial instability or impending operational disruption. This can trigger customer defection and permanently damage your business value.
You must maintain strict control over the timing, scripting, and delivery of these communications.
- Push customer diligence to the absolute end of the closing process, making it the final condition precedent to signing the definitive purchase agreement. All other diligence, including the Quality of Earnings audit and legal review, must be completed and approved first.
- Limit the scope of the outreach to your top three to five accounts, and require that a senior member of your leadership team participate in every single call.
- Draft a tight, mutual script with the buyer that frames the conversation around a strategic partnership or expansion, rather than a done-deal acquisition.
Use your EOS® tools to prepare for this milestone. Review the communication plan during your weekly Level 10 Meeting™ and assign the customer relationships to the specific account owners on your Accountability Chart. By treating customer diligence as a highly coordinated operational project, you protect your core enterprise value and maintain maximum optionality until the transaction is legally finalized.
Category: Valuation & Deal Structure