M&A Readiness Checklist

Check these off before engaging with potential buyers. Ordered by importance.

Market Access

Actionable inbound inquiries for partnerships or M&A

Existing relationships with potential buyers

Target list of potential acquirers prepared

At least 12 months of runway

Backup plan if no acceptable offers come

Cofounder and board alignment on expectations

Clear thesis on why acquirers would want you

Disgruntled or flight-risk employees addressed

Cap table clean of adversarial stakeholders

Remote employees relocated to HQ (if applicable)

Periphery products dropped; focused on 1-2 key areas

Legal, tax, and regulatory compliance verified

M&A-experienced law firm engaged

Data room prepared with due diligence documents

Short intro deck ready (not your fundraising deck)

Team set up for success while you're distracted

Don't tell employees the company is for sale

Don't set carve-out bonuses before a term sheet is signed

Don't sign term sheets (usually have an exclusive period) without market discovery

Don't be rigid about what the joint venture looks like

Don't detach from day-to-day operations

Don't waste iterations negotiating the NDA

Don't play hard to get when asked about M&A

Don't anchor on a price too early

Don't run a formal process prematurely

Don't have unrealistic post-M&A revenue expectations