This page is for the founder of an established company in Miami or South Florida who has decided to sell or is already in a sale process. If a buyer has only just called, start with our guide to responding to an unsolicited offer. Choosing someone to run the sale is covered in business broker or M&A adviser. This page covers telling your people, from the decision to sell through the first day with the new owner.
Who needs to know, and in what order?
Write the sequence down with your attorney before diligence starts to involve employees. Give each person a reason to be included and agree what they may discuss. Any disclosure the law or your contracts require comes ahead of the order you would prefer.
Use the table below as the starting point for that conversation. Signing and closing can happen on different days, and a signed purchase agreement can still leave conditions to meet, so people need to know which of the two has happened.
| Group | When they usually learn | What they need from you | What to avoid saying |
|---|---|---|---|
| Co-owners, and a spouse with an ownership interest | At the decision to pursue a sale, with your attorney confirming any approval they must give | Your reasons for selling and how decisions will be made | Anything that assumes their agreement |
| Employees diligence needs | When a buyer's requests need their help, often the finance lead and perhaps an operations lead | A private briefing, defined work and a confidentiality undertaking your attorney has reviewed | That helping guarantees them a future role, or that the sale is certain |
| Managers the buyer will meet | Before the introduction, once the purpose of the meeting and the limits on disclosure are agreed | Where the sale stands, and permission to answer candidly within the agreed scope | Any coaching to claim responsibilities they do not hold |
| All staff | At an announcement agreed with your attorney and the buyer, often at signing or closing, and earlier if a notice is required or word has spread | Confirmed facts, a person to ask and the next point when they will hear more | Promises about jobs or pay that your attorney has not confirmed the buyer is committed to |
| Customers and suppliers | Alongside or after the staff announcement, with earlier confidential contact where your attorney identifies a consent, notice or diligence need | An agreed message naming their contact and any confirmed changes | Assurances about service or terms that have not been agreed |
Include people who work away from the main office or are on leave. Agree how they will hear directly, so a customer call or a forwarded message is not how they learn about the sale.
Why can telling people early hurt, and what does secrecy cost?
Broad disclosure early in a process can leave employees making personal decisions around a sale that may never close. A manager may start looking elsewhere. Rumors can reach customers before you have an agreed explanation, and employees end up fielding questions they cannot answer.
Confidentiality has a cost as well. Someone you asked to help prepare the company may feel deceived when they learn you kept the reason from them, and that feeling can carry into the new owner's first months and into whether they stay.
We would review who needs to know each time the process asks more of the team. Before adding a person, name the work that needs them and what you can tell them truthfully. Before postponing a conversation, ask whether you are expecting that person to commit to something without information that bears on it.
What does a buyer want from your team during diligence?
From the buyer's side, meeting the people who run the company shows what will continue once ownership changes. A buyer wants to hear how managers make decisions and handle problems, which customer relationships still depend on you, and what would happen if a key employee left.
Brief managers before those meetings. Explain why the buyer wants to speak with them and what your attorney has approved for discussion, then let them describe the responsibilities they hold today. A manager coached to sound more independent than they are creates a problem the moment detailed questions follow.
Ask the buyer to route every meeting request through one agreed contact, so employees always know who is approaching them and why. Our exit readiness guide covers management depth and the evidence buyers examine. Carlos's line from his banking years applies: "Your valuation scales only when your absence doesn't threaten the business." A manager who can explain their own decisions to a buyer is part of the evidence for it.
How do you bring key people in, and when does retention come up?
When an employee's help becomes necessary, tell them privately that you are pursuing a sale and that it may not complete. Describe the work you need from them, and ask what support they need to keep their regular responsibilities covered while they help.
Before you share details of the transaction, ask your attorney whether existing confidentiality obligations are enough or a tailored undertaking is needed, and how to word it so it does not restrict rights employees keep, such as discussing their working conditions. Agree where documents are kept and who may receive them. Keep sale correspondence out of shared folders, and check recipients before you forward anything.
A retention or stay arrangement is worth considering when continuity depends on someone whose future is uncertain. Discuss its purpose with your own attorney and tax adviser before you make an offer, and have them define what earns the payment, when it is paid, who funds it, and how a resignation, a dismissal, a role change or a failed sale affects it.
Involve the buyer where its knowledge or agreement is needed, particularly when an arrangement affects employment after closing. Give the employee written terms and time to take their own advice. A payment will not answer their questions about who they would work for or what work they would do, so answer those as far as the buyer's commitments allow.
What should you say when you announce the sale?
We would have the founder speak to employees directly, with the buyer taking part where that has been agreed. Explain why you chose to sell in words you can stand behind, and expect people to judge the news by what it means for their own work.
Say whether the purchase agreement has been signed or the sale has closed. Explain the changes that are confirmed and name the decisions still open. Give people someone to ask and a point when they will hear more. Brief managers on the same explanation before the announcement, because their teams will ask them privately afterwards.
For an announcement after signing and before closing, adapt this wording with your attorney and the buyer:
"We have signed an agreement to sell the company. The sale has not closed yet, and some conditions remain. I wanted you to hear this from me. Here is what has been agreed about your work, and here are the questions that are still open. Bring your questions to me or to your manager. Before we finish today, I will tell you when you will next hear from us, even if nothing has changed by then."
If the sale has already closed, say so in the first sentence. Thank people for what they built without asking them to share your enthusiasm about selling.
Make no promise that jobs or pay are protected, or that roles and work locations will stay the same, unless the buyer has committed to those points in writing and your attorney has confirmed what you can say. Even then, describe the commitment's actual scope so a limited undertaking is not heard as a permanent one. Our guide to strategic buyers and private equity covers what different buyers tend to plan for people after closing, which is the ground to check before you announce anything.
At the handover, confirm who each person now reports to and where the decisions that used to come to you will go. Ask the buyer to name who will answer the employment questions still open. Describe your own continuing involvement only as agreed. The terms of that role are covered in staying on after selling.
What if employees find out before you are ready?
Prepare a truthful holding answer with your attorney before any rumor starts. It should acknowledge the concern without denying that discussions are underway or confirming confidential details. Saying that nothing is happening while a sale is in progress will cost you trust you need later.
A version to adapt: "I understand why this matters to you. I can't discuss confidential company matters right now. I will arrange an update for the whole team and tell you when it will happen, even if some details have to stay confidential. Bring any concern directly to me."
Once you know what has circulated, decide with your advisers whether the planned announcement should move earlier. Give managers the approved wording, and keep the update you promised. If a sale you disclosed falls through, tell the same people.
What should you ask your attorney and tax adviser?
Take your written sequence and your draft announcement to your own advisers. Ask your attorney whether the structure of the sale creates employment steps that must happen before the announcement you planned.
- Which employment terms would transfer or change, and what employees must receive or agree to.
- What happens to benefits, and who will explain any change to employees.
- Which notice rules apply. If layoffs or a site closing are possible, ask which federal WARN Act or state notice requirements apply where your people work, and whether the seller or the buyer must give notice. The U.S. Department of Labor's WARN page is a starting point for that conversation.
- How confidentiality and retention agreements should be drafted, and how any retention payment would be taxed.
- What employees may be told at each stage, and who approves a change to that message.
Ask also who will handle employee questions that need individual advice, so you know where to send someone before the announcement prompts a question about their own benefits or position.
What should a founder do this week?
- Write the sequence. List who needs to know at the current stage and the event that brings each remaining group in. Review it with your attorney.
- Prepare the people diligence needs. Agree their work and their confidentiality undertaking before any buyer introduction, and raise retention with your advisers if continuity depends on them.
- Draft the announcement. Separate confirmed facts from open questions, and check every assurance against the buyer's written commitments.
- Prepare for a leak. Agree a truthful holding answer with your attorney now, before you need it.
- Tell people as the sale reaches them, with your attorney checking for any earlier obligation.
- Brief managers before a buyer meets them, and let them describe their own work.
- Have your own advisers review confidentiality and retention terms before you offer them.
- On announcement day, say whether the sale has signed or closed, and promise only what your attorney confirms the buyer has committed to.
- Keep the plan going through the handover, with a named person answering the questions still open.
The Leadership Scorecard takes ten minutes and shows which parts of the company still depend on you, and those are usually the areas where a buyer will want to meet your people.