Offers & due diligence
How do I maintain business performance while the company is being marketed?
How to split the sale work so the company keeps growing, what to keep doing, what to avoid, and what to do after a weak month.

By Michael D. Rubin, CEO & Founder · September 2026 · 810 words
Run the company as if it were not for sale: let your advisor carry the buyer work, protect your time for sales and operations, keep monthly financials current, and hold off on major changes, because buyers keep watching the numbers until closing and a weak stretch can reopen the price. The sale is the advisor’s full-time job. The business must stay yours.
The owners who get hurt during a sale are rarely the ones whose company was weak. They are the ones who spent six months in buyer meetings while sales slipped.
Why the months on the market carry so much weight
A sale typically takes three to nine months from engagement to funds wired. Offers are based on your recent results, but they are conditioned on those results continuing. In due diligence, the buyer and its lender review the latest months, not just last year’s tax return.
If revenue or margins drop after a letter of intent is signed, the buyer has a reason, and often a contractual right, to lower the price or walk away. The reverse is also true: a company that keeps growing through the process gives the buyer confidence and gives your advisor a stronger hand.
Divide the work so the business does not lose its owner
A good advisor handles the heavy lifting: building the marketing package, answering buyer inquiries, screening buyers, scheduling meetings and keeping the process moving. Your time is needed for a limited number of things: providing information, meeting serious buyers, reviewing offers and answering diligence questions.
Block that time deliberately, for example two set afternoons a week, rather than letting buyer requests interrupt every day. If you have a controller or office manager who already knows about the sale under a confidentiality agreement, let them gather documents so you are not pulling reports at midnight.
Keep these moving
- Sales and marketing. Keep quoting, bidding on your usual work and spending on the marketing that brings in customers. Buyers notice when a pipeline empties.
- Key accounts. Stay close to your largest customers. A lost account during diligence can cost more than its annual profit.
- Collections. Keep receivables current; they affect the working capital delivered at closing.
- Hiring and maintenance. Fill open roles and keep equipment in good repair. Deferred maintenance shows up in inspections.
- Monthly close. Close the books every month, promptly, so current results are ready when a buyer asks.
Avoid these until the deal closes
- Large purchases or new debt that have not been discussed with your advisor.
- Changes to accounting methods, pricing policies or how you record revenue.
- Cutting marketing, training or maintenance to make profit look higher. Buyers see the cuts and the drop in activity that follows.
- Big raises, new bonus plans or letting key people go without thinking through how it looks to a buyer.
- Signing unusual long-term contracts with customers or suppliers without telling your advisor first.
What to do after a weak month
Every business has one. Tell your advisor immediately, explain the cause and show what is being done about it. A soft month explained in advance is a conversation. The same month discovered by the buyer’s accountant looks like something you hoped to hide, and that erodes trust faster than the number itself.
Our long read on what causes a business sale to fall apart in due diligence covers how surprises turn into renegotiation, and how to keep them from happening. Keeping the sale quiet also protects performance, because rumors unsettle staff and customers; see how to sell your business confidentially.
Look after your team through the process
Employees who know nothing about the sale still notice changes in you. Owners in the middle of a sale sometimes pull back from decisions, postpone reviews or stop investing in people, and staff read that as a signal. Keep holding regular meetings, keep promised raises and training on schedule, and keep making the ordinary decisions that show the company has a future.
If a manager does know about the sale, give them a clear role and, where it makes sense, a stay bonus: a payment for remaining through closing and a period afterward. A key person who leaves mid-process can cost more in price than the bonus would have. Keep your own calendar realistic too. A sale adds work, so postpone optional projects rather than your core responsibilities.
How we run it
At MDR & Associates, a VP of Client Engagement is your main contact during marketing, so buyer traffic runs through us instead of through your day. A principal of the firm is in every negotiation. Our ten-step process sets out when your time is needed and when it is not, so you can plan around it and keep your team focused on customers.
If you want to know how a sale would fit around running your company, talk with us confidentially.
Where this fitsHow a business sale works, step by step →