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LESSON 3 — WHEN DUE DILIGENCE HAPPENS

One of the biggest misunderstandings buyers have is believing they should receive every document before they make an offer. They shouldn’t — but that doesn’t mean you go in blind, either.

Formal due diligence typically begins after the buyer and seller have agreed to move forward and the due-diligence period outlined in the agreement has started. Depending on how the transaction is structured, that usually means:

✔  You submit an LOI, offer, or Purchase and Sale Agreement
✔  The seller accepts the agreed terms
✔  A contract is signed
✔  Earnest money is deposited, when required
✔  The due-diligence period officially begins

That’s when the deeper investigation starts.

What you should do BEFORE making an offer

Before you make an offer, you should still do enough homework to decide whether the campground is worth pursuing. That may include reviewing the listing information, summary financials, the asking price and valuation, site count and property details, general utility information, current rates, occupancy or revenue summaries, publicly available property records, and expansion potential — as well as confirming your financing ability, clarifying your own operating goals, and getting answers to important questions about the park.

You should know enough to make an informed offer. But you generally should not expect the seller to hand over every confidential business document before you’ve made a serious commitment to pursue the property.

What usually comes during formal due diligence

Once you’re under agreement, the seller may provide much more detailed information, depending on the property and the terms:

  • Tax returns and detailed profit-and-loss statements
  • Payroll records, occupancy reports, and rate history
  • Utility records and maps, septic/sewer information, and well records
  • Engineering documents, permits, and licenses
  • Vendor contracts, equipment lists, leases, and agreements
  • Insurance information, surveys, and title documents

Not every campground will have every one of these. Part of due diligence is determining what exists, what’s available, and what needs to be independently verified.

WHY SELLERS DON’T HAND OVER EVERYTHING UP FRONT

A campground is an operating business — its detailed financials, payroll, customer information, and internal records are confidential. A seller may have several buyers asking about the property, and it isn’t reasonable for every interested party to request years of confidential records before deciding whether they’re even prepared to make an offer. That’s why transactions move in stages: first you review enough to decide the opportunity makes sense, then you make an offer, and once you’re under agreement the deeper verification begins.

Don’t confuse research with due diligence

There’s an important difference between the two, and they happen at different stages:

PRE-OFFER RESEARCH

Learning enough to decide: “Do I want to pursue this property, and what am I willing to offer?”

FORMAL DUE DILIGENCE

Investigating the details to determine: “Do the records, inspections, and facts support the deal I agreed to pursue?”

Both are important. They simply happen at different points in the process.

Why this matters

One of the fastest ways to frustrate a seller is to request an entire due-diligence package before demonstrating that you’re a qualified, serious buyer. That doesn’t mean you make an uninformed offer — it means you understand what information you need to make the offer, and what information belongs in the formal due-diligence phase. Experienced buyers know the difference.

LESSON TAKEAWAY

Do your homework before making an offer — gather enough to make an informed decision. But understand that full due diligence usually begins after the parties have agreed to move forward and the due-diligence period has started. Before the offer, research. After the offer is accepted, verify the details.