Confidentiality

Our Strict Code of Ethics

Morgan & Westfield adheres to a strict code of ethics designed to help maintain confidence, trust, loyalty, and good faith. As your advisor, we have a responsibility to faithfully represent your interests in a professional manner and we place this duty of care above our own personal interests. A confidential relationship fosters trust and encourages an efficient exchange of the sensitive information necessary to close a transaction.

Why Maintain Confidentiality

Your business depends on the continuity and trust of your staff, customers, and suppliers. Knowledge of an upcoming sale can undermine this trust and result in unwarranted disruption at a time when it’s more important than ever to present a well-functioning business to prospective buyers. When employees, competitors, and others find out that you intend to sell your business, the consequences can go well beyond simply putting the sale of the business at risk. Here are some of the reasons why a confidential transaction is essential to ensure a smooth and uneventful transaction:

• Employees: Job security can be threatened and employees can quit. Morale and motivation can be negatively affected, which can impact the value of your business.
• Customers: Customers and clients may worry that the company will not maintain service levels after a sale and may take their business elsewhere.
• Suppliers: Suppliers may demand faster payment or limit credit, which can cause cash flow problems, thereby affecting the profitability and ultimately the value of your business.
• Competitors: Competitors may warn your customers of your intentions to sell and may actively pursue your customers. Trade secrets may also be revealed.
• Landlords: Landlords may become nervous about a sale and may refuse to cooperate with prospective buyers.
• Creditors: Creditors may withhold new credit, thereby affecting your business’s profitability and cash flow.

How We Maintain ​​Confidentiality for Buyers

At Morgan & Westfield, confidentiality is equally important to those who acquire the businesses we represent, whether individuals, competitors, or financial buyers. Most buyers share significant amounts of information with us about their financial situation and operations. We pledge to keep that information confidential, sharing it only as needed with the owners of the business you are interested in buying and their advisors. Information is never shared with third parties without explicit consent.

How We Maintain Confidentiality for Sellers

When selling a business, both the buyer and seller have an interest in preserving the value of the business being acquired. At Morgan & Westfield, we believe a confidential transaction can help you to do just that. Here are some of the steps we both execute and recommend to ensure confidentiality:

• Marketing: We produce marketing materials that limit or disguise information that may identify your business. The location of your business can be concealed, as can other sensitive details.
• Buyer Confidentiality: Every buyer signs a confidentiality agreement before the name of your business for sale is disclosed to them, further binding them from divulging any and all information regarding your company or its sale.
• Screen Buyers: We screen buyers financially and operationally before they receive confidential information about your business.
• Phased Release of Information: Proprietary information such as manufacturing processes or recipes can add tremendous value to a business. As a result, this information, along with your tax returns, financial statements, and client lists, should remain confidential until the appropriate time.
• Release of Sensitive Information: We release highly sensitive information such as trade secrets in later stages of the transaction, and only if absolutely necessary.
• Employees: Employees should be asked to sign confidentiality agreements or, if appropriate, non-solicitation agreements.
• Limit Communications: We limit communications with the buyer to only Morgan & Westfield, your professional advisors, and those on your management team whom you approve.