Don’t Let Deception Derail Your Deals
Denise Logan

It crossed my LinkedIn feed like a perfectly aimed cannonball, fired right at my chest.

“Don’t let them know you are selling.”

I’m paraphrasing the actual post to keep the advisor anonymous, but the advice hit me in the stomach, and made me think back to my own exit. It was a crazy time, and I just needed advisors around me that I could trust…

Advisors that would point me in the right direction on the big things, while also helping me keep track of the little things. Telling my employees, partners, and even potential buyers the details of our impending sale was one of those big things.

It’s easy for us to automatically default to the, “Keep things as normal as you can and don’t tell a soul,” advice. After all, the slightest errant comment or “leak” could derail any deal… right?

We’re all guilty. Bankers, brokers, and lawyers tell our owners, “Keep it a secret or your people will leave, or your competition will take advantage, or let’s just not talk about THOSE numbers.”

I’m afraid our LinkedIn-posting-advisor (and our entire industry) has been doing it wrong

Look, I’m not clueless about the financial implications of not having a deal close. I get it, the entire deal team and all its players have time, money, and resources at stake in getting this thing across the finish line. But, lying (or failing to disclose) doesn’t work as well as one might think.

When we advise our business owners or buyers to lie, bend the truth, or fail to disclose, we’re letting our own fear run the show. We tell our clients it’s OK to sneak around, show the business in the dark after hours, get their bookkeeper to create reports under a false pretense, and create stories when key employees ask, “Are you selling?”

“Well, any business is always for sale at the right price.” Deflect. Lie. Deflect. Avoid. Lie. Deflect again.

Aren’t we exhausted just thinking about doing it this way? Do we really think it’s sustainable for us to keep up with these shenanigans? Employees always find out. The bookkeeping antics always shake out at the end of the deal. Our own conscience takes a hit.

Selling a business has enough complexity already. It requires everyone on the deal team to stay emotionally grounded, well-rested and in touch with their values. Adding in the wholly unnecessary drama that comes with concealing, lying, hiding information, and remembering what lie was told to whom makes it harder (not easier) for everyone to make good and timely decisions.

In fact, our bodies are hardwired to hit ‘pause’ when we sense deception in the work we’re doing.

Ever have a secret you’re withholding from someone? Even something as innocuous as a surprise party is enough to put us on edge… Our brain goes on high alert as the concealment gets deeper: “What was THAT look? Does she know? Be careful. Don’t say the wrong thing!”

That nervousness comes from our amygdala – the ancient tool in our brain that’s actively working to keep us safe. It helped our ancestors recognize when there was danger in our environment.

Unfortunately, the subconscious meandering of the amygdala also eats up mental, emotional, and physical bandwidth, making it difficult for our bodies to give resources to our “thinking brain.” Meanwhile, the to-be-surprised-person is also noticing your weirdness…and it’s tripping THEIR amygdala! “Hmm…so and so is acting weird,” or, “That answer doesn’t make sense,” leading them to pry even more. Next thing you know, both people are suspicious of each other…and we hesitate.

Sound familiar? Subconsciously, everyone involved in the deal process is feeling a certain level of fear. It only gets worse as we get further from the truth. That fear slows things down!

More importantly, I think we tend to forget that the way we do deals leaves an imprint on us, our clients, our deal partners, and the employees who are affected by the sale.

Employees are not pieces of equipment to be sold. They’re human beings who have helped build the business. The employee who gets duped by a lying owner carries that heightened suspicion into their future as well. It’s a vicious cycle driven by fear, and it ripples out into our lives. How ‘safe’ does the buyer really feel when he hears, “No – my employees don’t know yet.” Isn’t the buyer also thinking, “If you’ll lie to the people you’ve worked with for years (and allegedly care for), how can I trust you as a stranger buying a business from you?”

An owner will halt a sale because the buyer’s culture doesn’t align, or he doesn’t trust that they’ll take care of his employees…and yet, we stand idle while that same owner omits information (or lies entirely) to his team pre-sale. Is it possible that slamming the brakes on the deal is just the owner’s conscience springing things back in order because he knows it’s wrong to hide all of this from his team?

What happened to incentivizing our people and making them part of the selling process, so they have agency about their lives? And where does it stop? Will we also conceal buyer info and “ask for forgiveness later”? Will the owner or broker like it when they discover that the buyer also “protected them from the truth” about something on their side?

Let’s stop the madness. Bring back honesty, integrity, and humanity to the deal process.

Advisors – Be that safe, trustworthy, emotionally grounded guide of integrity for your clients and deal partners. Stop letting your fear run the deal and drive chaos for everyone else in it. Return our professions to the noble standing they deserve. Stop normalizing lying and deception and excusing the harm it causes.

Owners – Yes you want to sell your business, but you don’t have to ignore your moral compass and become a liar to do so. Choose advisors who are grounded in honesty and in their own emotional safety to help you stay settled through your sale so you can make good decisions AND feel good about yourself on the other side.

Join my Newsletter