When selling your company, after you have narrowed down the list of buyers to a few highly interested parties, the next step is often to schedule in-person meetings with these potential buyers. These meetings, known as Management Presentations, typically occur after buyers have submitted an Indication-of-Interest but before they make their final offer in the form of a Letter-of-Intent.
What is a Management Presentation?
A management presentation is an in-person meeting where the owner and management team of the selling company meet with the buyer to discuss the company and get to know each other. By this point, the buyer has already received a Confidential Information Memorandum and other information about the company, so they will have seen much of the information being presented. This meeting gives them a chance for Q&A on these topics and to hear directly from the seller’s management team.
Your investment banker will prepare a slide deck to guide the discussion. This presentation deck will generally cover high-level information such as:
- History of the company
- Overview of products or services
- Management and organizational chart
- Financial overview
- Financial projections
- Competition
- Growth opportunities
The investment banker should also be prepared with detailed backup files and handouts that can be referenced if the discussion becomes more specific about a particular topic.
The meeting generally starts with the buyer providing background on themselves and their organization, followed by the seller doing the same. Then the business discussion begins.
Who Should Attend from the Seller’s Team?
Buyers want to understand the organizational infrastructure of the company, so demonstrating the depth of management below the owner is important. For example, in our most recent transaction, the participants included the Owner/CEO, Controller, Operations Manager, and Sales Manager. This level of participation provided the buyer with a sufficient understanding of the structure and competence of the seller’s management team.
A challenge for some owners is that they may not want to inform their management team about a possible transaction. Our advice is that if you have reached the point where you are having management presentations, it is time to bring your management team into the know. Some sellers are initially concerned about this but typically find that they receive support from their management.
Questions You Should Prepare For
The discussion will cover a broad range of topics but the questions below are generally brought up in every meeting:
- Tell us about yourself and how you started the business.
- Why are you selling now?
- What is your operational role in the company?
- What do you want to do after the deal closes? Are you looking to transition out of the company or stay for several more years?
- Are you interested in keeping equity in the company after the sale?
- Discuss the organizational structure and key management personnel.
- Are there any weaknesses or deficiencies in your organization?
- Who are your primary competitors and how do you compare to them?
- What are the risks to the business?
One of the most important topics to discuss is Growth Opportunities. Buyers want to know how they can accelerate the growth of your company after they buy it. This is a key topic and one that you should spend time refining. The information should be well-grounded in facts and detailed data. Your investment banker should assist in crafting this message.
Some Advice
Treat this as a collaborative meeting where you and the buyer are exploring the benefits of the acquisition. Highlight the synergies and growth opportunities in the business without overselling it. Buyers are sophisticated and participate in countless management presentations every year. They will see through exaggeration and showboating. If anything needs to be emphasized, let your investment banker handle it. It is crucial to establish trust and ensure the buyer believes they can rely on your statements about the business. It is also okay not to know the answer to every question; let them know you will get back to them with an answer.
It is also well worth your time to have a practice management meeting with your management team and investment banker to walk through the slide deck and refine your responses to commonly asked or expected questions. We do this in every transaction and it greatly improves our clients’ confidence and presentation.
This Meeting is Not a Negotiation
If the process is run properly and the setup to the meeting is well-managed, the buyer should understand that this is an information-gathering and assessment meeting, not a negotiation. Purchase price should not be a topic of discussion during this meeting. That discussion should take place between your investment banker and the buyer in the days following the management presentation and before the submission date of the buyers’ Letters-of-Intent.
Finally…
Just as the buyer is interviewing you about your business, this is your opportunity to learn more about the buyer and their organization. Think of questions that you can ask the buyer, and be curious about their company:
- How do you integrate businesses after you buy them?
- Where will my business fit within your organization?
- What are your plans for the employees?
- Do you plan to consolidate operations?
- What is your track record of closing deals?
- Can I talk to business owners that have sold their companies to you in the past?
Management presentations are a critical component of selling a company and can cement a buyer’s interest in your company. By preparing thoroughly and treating the meeting as a collaborative information exchange, you can help ensure a positive and productive meeting.
Want to learn more about management presentations or any other M&A topic. Give us a call or send me an email: SCOTT@CENTERPNT.COM . We’d love to speak with you.
