Buying a business — what to do before you put in an offer

The Smart Buyer’s Guide to Preparing for a Business Purchase

Buying a business can be one of the most exciting financial decisions you ever make. Unlike starting from scratch, purchasing an existing business gives you access to an established customer base, operational systems, existing revenue, and immediate market presence.

For many buyers, it represents a faster pathway to financial independence and business ownership.

However, excitement alone should never drive a business purchase.

Before submitting an offer to a vendor, buyers need to carry out careful planning, financial analysis, and strategic evaluation. The early stages of a business purchase are where many costly mistakes can either be avoided or unknowingly locked in.

Too often, buyers fall in love with the idea of owning the business before properly understanding the financial realities behind it.

A business may appear successful on the surface, but hidden liabilities, poor cash flow, declining revenue, or operational weaknesses can quickly turn an exciting opportunity into a stressful financial burden.

The period before making an offer is arguably one of the most important stages in the entire business buying process.

This guide outlines the key areas buyers should focus on before presenting an offer to the vendor.

Understand Why You Want to Buy a Business

Before reviewing financial statements or speaking with brokers, it is important to clearly define your goals.

Ask yourself:

  • Why do I want to buy a business?

  • Am I looking for lifestyle flexibility, income, growth, or investment?

  • What industries interest me?

  • What level of risk am I comfortable with?

  • Do I want an owner-operated business or one managed by staff?

  • How involved do I want to be day-to-day?

Many buyers begin searching without fully understanding what type of business actually suits their lifestyle, skills, and long-term objectives.

The clearer your goals are, the easier it becomes to evaluate opportunities objectively.

Assess Your Financial Position

Before seriously engaging with vendors or business brokers, buyers should understand their own financial position.

This includes:

  • Available savings or deposit funds

  • Borrowing capacity

  • Existing debts

  • Personal financial commitments

  • Ability to access finance

  • Emergency reserves

Many buyers underestimate the total amount of capital required to purchase and operate a business successfully.

The purchase price is only one part of the equation.

You may also need additional funds for:

  • Legal fees

  • Accounting advice

  • Due diligence

  • Working capital

  • Stock purchases

  • Equipment upgrades

  • Marketing

  • Staff recruitment

  • Operational improvements

Having a realistic budget early helps prevent financial pressure later.

Research the Industry Thoroughly

Not every profitable business operates in a healthy industry.

Before pursuing a business opportunity, spend time understanding the broader market conditions.

Research:

  • Industry trends

  • Competitor activity

  • Consumer demand

  • Economic conditions

  • Regulatory changes

  • Growth potential

  • Technology disruption

  • Labour availability

A business performing well today may still face significant challenges in the future if the industry itself is declining.

Strong industry research helps buyers identify opportunities as well as potential risks before making commitments.

Review the Business Carefully

Once you identify a business of interest, begin assessing the operation at a high level before discussing formal offers.

Key areas to review include:

  • Products or services offered

  • Customer base

  • Supplier relationships

  • Staffing structure

  • Systems and processes

  • Market reputation

  • Online presence

  • Operational efficiency

  • Location and lease arrangements

Try to understand how the business operates day-to-day.

Questions worth asking include:

  • What makes this business successful?

  • What are its biggest challenges?

  • Is revenue stable or declining?

  • Is the business overly dependent on the owner?

  • Are systems documented properly?

  • Are there growth opportunities?

Understanding the operational side of the business is just as important as reviewing the financials.

Analyse the Financial Statements

One of the most critical steps before making an offer is reviewing the financial performance of the business.

Request at least three years of:

  • Profit and Loss Statements

  • Balance Sheets

  • Cash Flow Statements

  • GST Returns

  • Tax Returns

  • Bank Statements

  • Payroll summaries

The goal is to understand whether the business is genuinely profitable and financially healthy.

Look for:

  • Revenue consistency

  • Stable margins

  • Seasonal trends

  • Rising expenses

  • Debt obligations

  • Cash flow strength

  • Profit sustainability

Many businesses can appear profitable while hiding operational weaknesses underneath.

Professional accounting advice at this stage can provide valuable insight.

Understand the Difference Between Profit and Cash Flow

Many buyers focus heavily on reported profits while overlooking cash flow.

Cash flow is often a stronger indicator of business health than profit alone.

A business may show accounting profits while struggling to:

  • Pay suppliers

  • Cover wages

  • Meet tax obligations

  • Maintain stock levels

Review:

  • Debtors

  • Creditors

  • Overdue invoices

  • Loan repayments

  • Tax liabilities

  • Stock turnover

Ask:

  • How quickly do customers pay?

  • Is the business reliant on overdrafts?

  • Are suppliers being paid on time?

  • Are there regular cash shortages?

Cash flow issues often become the buyer’s problem after settlement.

Verify Revenue Claims

Never rely solely on verbal assurances from the vendor.

Revenue should always be verified independently.

Request supporting evidence such as:

  • Bank deposits

  • Invoices

  • POS reports

  • Contracts

  • Customer agreements

Pay close attention to:

  • Revenue concentration from a few clients

  • Seasonal income spikes

  • One-off projects

  • Declining customer trends

If a large portion of revenue comes from one or two customers, the business may carry higher risk if those customers leave after settlement.

Understand What Is Included in the Sale

Not every business sale includes the same assets.

Before preparing an offer, clarify exactly what is being purchased.

This may include:

  • Equipment

  • Vehicles

  • Stock or inventory

  • Intellectual property

  • Customer databases

  • Website assets

  • Supplier agreements

  • Employment agreements

  • Licences and permits

You should also understand whether the transaction is structured as:

  • An asset sale

  • A share sale

Each structure carries different financial, legal, and tax implications.

Professional legal and accounting advice is highly recommended before proceeding further.

Assess Owner Dependency

One major risk many buyers overlook is owner dependency.

Some businesses rely heavily on the relationships, skills, or reputation of the current owner.

Ask:

  • Can the business operate without the current owner?

  • Is the current owner willing to assist with a handover period?

  • Are systems documented?

  • Will key customers remain after transition?

  • Are staff capable of operating independently?

High owner dependency can create significant risk during transition.

Review Existing Liabilities

A business may carry obligations that are not immediately visible.

Review:

  • Loans

  • Hire purchase agreements

  • Equipment finance

  • Supplier debt

  • Tax obligations

  • Employment liabilities

  • Legal disputes

  • Lease obligations

Never assume liabilities disappear automatically after settlement.

Understanding existing obligations helps avoid unpleasant surprises later.

Get Professional Advice Early

Many buyers try to minimise costs during the early stages by avoiding professional advice.

This can be a costly mistake.

Experienced advisors can help identify risks that buyers may not recognise themselves.

A good accountant can help:

  • Review financial performance

  • Assess profitability

  • Analyse cash flow

  • Identify red flags

  • Evaluate valuation assumptions

A lawyer can assist with:

  • Reviewing agreements

  • Lease analysis

  • Legal risks

  • Contract obligations

  • Sale structure

Professional advice often saves far more money than it costs.

Common Red Flags Before Making an Offer

Buyers should proceed cautiously if they notice:

  • Incomplete financial records

  • Poor cash flow

  • Declining revenue

  • Heavy customer concentration

  • High staff turnover

  • Outstanding tax obligations

  • Seller reluctance to provide information

  • Unclear ownership of assets

  • Frequent operational problems

These issues do not always mean the business should not be purchased, but they do require further investigation.

Preparing to Make an Offer

Once you have:

  • Reviewed the financials

  • Assessed operational risks

  • Understood the industry

  • Clarified what is included

  • Evaluated the business structure

  • Obtained professional advice

…you are in a much stronger position to submit an informed offer.

An offer should never be based solely on emotion or excitement.

A well-prepared buyer is far more likely to negotiate effectively, avoid costly surprises, and position themselves for long-term success.

Final Thoughts

The stage before making an offer is where smart business buying decisions are made.

Taking the time to properly research, analyse, and understand the business gives buyers greater confidence and reduces the risk of making expensive mistakes.

A business purchase should not only feel exciting — it should also make financial and strategic sense.

The better prepared you are before submitting an offer, the smoother the rest of the buying journey is likely to be.






What our clients say

“Dylan is one of the best accountants I've worked with. He makes a point of explaining things as plainly as possible to those of us who don't understand accounting speak. He has a solid knowledge of best practices in the industry, but most importantly he will always recommend what is most suitable for your specific business. I will continue to recommend Dylan and Affinity Accounting to my clients when they are looking for an accountant.”

-Jay Brooker

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