As a seller, it’s important to understand that the buyer has both the responsibility and the right to thoroughly inspect and comprehend the physical and financial aspects of the building. Empathizing with the buyer means recognizing their obligations to themselves and their financial partners.
By putting yourself in their shoes, you will be better prepared for their requests and able to respond in a professional and timely manner. This proactive approach will expedite their process and help them meet the agreed-upon timelines set out in the Agreement of Purchase and Sale.
One of the most stressful scenarios is being notified by the buyer, on the day conditions are to be waived, that they have not obtained financing or fulfilled other obligations as outlined in the agreement. Remember, the importance of time is crucial for everyone involved, even when it isn’t explicitly stated in the agreement.
Understanding and anticipating the buyer’s needs and concerns can help ensure a smoother transaction. Your cooperation and prompt responses not only reflect your professionalism but also build trust and facilitate a successful sale. This approach helps prevent last-minute complications and ensures that both parties can move forward confidently and on schedule.
The specifics of the due diligence process will vary depending on the buyer and the financial institution underwriting the financing. It is crucial to be prepared for a wide range of requests and to understand the types of information you may be required to provide. Being well-prepared ensures a smoother process and demonstrates your commitment to transparency and thoroughness. Below is an outline of the fundamental steps and areas of due diligence that buyers may focus on during their evaluation:
- Financial Due Diligence:
- Review of financial statements and records.
- Analysis of income and expense statements.
- Evaluation of financial forecasts and valuations.
- Examination of compliance.
- Legal Due Diligence:
- Assessment of legal risks and liabilities.
- Review of contracts, agreements, and leases.
- Examination of litigation history and potential legal disputes.
- Verification of intellectual property rights.
- Ensuring compliance with relevant laws and regulations.
- Operational Due Diligence:
- Evaluation of the building’s operational efficiency.
- Assessment of the condition and performance of mechanical systems.
- Review of maintenance records and operational procedures.
- Analysis of staffing and management practices.
- Commercial Due Diligence:
- Market analysis, including current market conditions and trends.
- Evaluation of the competitive landscape and market positioning.
- Analysis of the customer base and tenant profiles.
- Assessment of growth potential and revenue projections.
- Environmental Due Diligence:
- Identification and evaluation of environmental liabilities.
- Review of compliance with environmental regulations.
- Assessment of potential environmental impacts of the building’s operation
- Examination of any past environmental incidents or issues.
By understanding and preparing for these areas of due diligence, you can address any concerns that may arise and provide the necessary information to facilitate a successful transaction. This preparation not only streamlines the process but also builds trust and confidence with potential buyers and financial institutions. The specific items required will depend on the building and personal preferences, with some being mandatory for financing.
Master List of Due Diligence Package – Some items will be optional based on the building and personal preference of the buyer, while others will be required for financing.
- Pictures
- Agreement of Purchase & Sale
- Rent Roll
- Tenant Rental Status Report
- Survey
- Taxes- Interim or Final
- MPAC Statement Showing Individual School Tax Paid Per Unit
- Zoning and Permitted Uses
- Appraisal
- Mortgage Statement(s)
- Insurance Policy
- Insurance Quote
- Phase One Quote
- Management Contract
- Superintendent Contract
- Gas Bills
- Hydro Bills
- Water & Sewer Bills
- Other- Telephone, Cable TV. etc.
- Elevator
- Contracts
- Capital Item Improvement Leases
- Additional Revenue Contracts
- Floor Plans or Unit Square Footage
- Pest Control
- Snow Removal
- Land
- Maintenance & Repairs
- List of Chattels Included in Sale
- Fire Retro Fit Letter
- Fire Safety Plan
- Annual Fire Inspection Certificate
- Blueprints of Buildings
- Capital Item Repairs/Improvements
- Environmental Phase I
- Environmental Phase II
- Environmental Phase III Hazmat Removal
- Engineers Structural Report
- Asbestos Report
- Tenant Rental Leases & Rental Applications
- Commercial Lease(s) if Any