Being Ready for an Unsolicited Offer
Key Takeaways
- Preparedness is governance, not a sale decision
Being ready for an unsolicited offer doesn’t mean planning to sell. It means clarifying family objectives, decision-making authority, and acceptable outcomes before pressure arrives—so responses are deliberate, not reactive. - Family alignment matters more than market timing
The most critical readiness work happens inside the family: understanding differing views on a sale, defining acceptable buyers, and agreeing on what “success” looks like. Markets are cyclical; alignment and discipline are not. - Readiness strengthens the business regardless of a transaction
Improving financial transparency, governance, and advisory relationships enhances the ownership experience today while preserving flexibility for tomorrow—whether a sale occurs or not.
A recent Deloitte survey of private company leaders suggests that many owners are thinking seriously about a future transfer or sale of their businesses. More than half of respondents expect some form of transaction within the next few years, and many cite “readiness” as a key factor influencing timing.
For family businesses, being prepared for an unsolicited acquisition offer is not the same thing as planning to sell. Preparedness is a governance discipline. It reflects clarity about what the business means to the family, how decisions will be made under pressure, and whether the organization is positioned to evaluate opportunities thoughtfully rather than reactively. In our experience, families that invest in preparedness make better decisions—regardless of whether a sale ever occurs.
Start With the Family, Not the Market
The first step in preparedness has little to do with buyers, valuation multiples, or market conditions. It begins with the family.
Do family members share a common view about a potential sale of the business? Would some be reluctant to part with the enterprise that anchors the family’s identity? Would others welcome the chance to diversify or step away from the responsibilities of ownership? Would a sale feel like a loss, or would it be perceived as a liberating event?
These questions do not have right or wrong answers, but they do have consequences. And the best time to understand family perspectives is before an acquisition offer arrives. Informal conversations among key shareholders may be sufficient in some families; in others, a structured shareholder survey can help the board and management understand where views converge and where they diverge. What matters most is not the method, but the discipline of asking. Silence often masks disagreement, and assumptions are rarely reliable.
Know Who You Would, and Would Not, Sell To
If the family is not opposed in principle to a sale, the next question is not about price or value, but rather about what type of buyer is acceptable.
Economically, what sellers want is a motivated buyer – one with the capacity and intent to complete a transaction on attractive terms. That buyer might be a financial sponsor or a strategic acquirer. But family shareholders may have strong preferences about who the next owner of the business will be.
Would the family be comfortable with a private equity firm whose investment horizon is measured in years rather than generations? What about a strategic buyer that may consolidate facilities, reduce headcount, or phase out the family name? Would partnering to help scale the business feel like continuity or an ending?
Deloitte’s survey suggests that many owners contemplating transactions are motivated by the desire to scale the business with a partner. That makes clarity about acceptable partners especially critical. When these issues are addressed in advance, responding to an unsolicited inquiry becomes less stressful and more deliberate.
Improve the Business You Already Own
Preparedness is often mistaken for “getting ready to sell.” But most of the work that improves buyer perceptions also improves the ownership experience.
Cleaning up the balance sheet, addressing non-operating assets, securing appropriate long-term financing, and tightening expense discipline all make the business stronger whether a transaction occurs or not. The same is true for improving the quality of earnings. Expenses that obscure operating performance not only raise questions for buyers, but they also impair transparency of results for family shareholders.
The Deloitte survey highlights that readiness to go to market is one of the most common factors influencing transaction timing. Families should be careful not to confuse market conditions with organizational readiness. Markets are cyclical and unpredictable. Governance and financial discipline are not.
Understand What Comes After the Sale
Selling the family business does not necessarily end the family enterprise journey.
Will proceeds be distributed to shareholders, or reinvested collectively? If reinvested, what are risk and return expectations of family beneficiaries? How will those choices affect family cohesion? How do the prospective returns from alternative investments compare to the expected returns from continued ownership of the business?
These questions are often deferred until a sale is imminent, but they shape how a family evaluates offers when they arise. A family with a clear reinvestment framework is better positioned to assess whether a proposed transaction advances long-term objectives or merely creates a new set of challenges.
Assemble the Team Before You Need It
There is a sharp experience imbalance in most transactions. Buyers have often completed many deals; sellers usually have not. That imbalance is magnified when families are forced to assemble an advisory team on a buyer’s timetable.
Deloitte’s survey indicates that many companies expecting a transaction still anticipate needing to engage third-party advisors. Identifying trusted advisors in advance allows families to move deliberately rather than reactively.
A practical starting point is establishing a benchmark valuation range. That exercise helps boards and shareholders frame future offers and creates a shared reference point for discussion. It also builds a working relationship with advisors before the pressure of a live transaction sets in.
Preparedness Is a Governance Discipline
Unsolicited acquisition offers tend to arrive at inconvenient times. They reward families who have already done the work of clarifying purpose, aligning expectations, and strengthening the business.
The Deloitte survey underscores that many private company leaders are thinking about transactions. Family business leaders would do well to prioritize preparedness regardless of their current intentions regarding sale. Being prepared does not commit a family to sell but it will give the family critical leverage when unsolicited offers demand attention.
In the end, the quality of a family’s response to an unsolicited offer is usually determined long before the offer ever arrives.
Family Business Director


