Distinguish the negotiated acquisition price and real committed expansion spending from a seller’s projected future value. Review payment, commitment and valuation evidence; an optimistic forecast is not an additional contribution merely because it appears in the asking-price explanation. Tangible assets and goodwill need a coherent supporting record rather than an automatic exclusion of every intangible amount. Work through the price line by line in the order the seller can prove them: what exists and is owned, what is contracted, what is merely quoted. Only the first two categories can carry the case, and the third is a negotiating position rather than a component of the investment.
Ask for the arithmetic behind the number
Request a breakdown showing tangible assets, inventory, transferable contracts and the basis for any goodwill figure, then compare it with the seller's tax filings and financial statements. Where the price assumes a second location or new production capacity, ask what has been ordered, leased or paid. Substantiality is measured against the cost of the enterprise being acquired, so a higher asking price alone does not establish substantiality or a sound commercial valuation.
Ask which document the seller would produce if a single figure were challenged. An asset schedule, a signed supply contract or an equipment invoice answers that; a spreadsheet built by the broker does not. Where nothing exists, record the figure as unsupported and price the deal accordingly before the offer is made.