tyler-smith.com · Questions & Answers

I want to fully walk away from the business within ninety days of closing, but private equity buyers want me locked in for two years. How do we structure our operations so a buyer lets me exit cleanly at close?

If an acquirer insists on a multi-year employment contract post-close, it is not because they enjoy paying your salary. It is because you are still critical to the daily operation of the business. They know that if you walk away on day ninety, the machinery breaks down.

To earn a ninety-day exit, you must fire yourself from day-to-day operations at least eighteen months before you sign a letter of intent. You cannot just claim you are uninvolved; you must prove it on paper and in practice.

Begin by splitting the Visionary and Integrator seats on the Accountability Chart. If you are currently filling both, hire or elevate an Integrator to take over operational execution. Transfer all direct reports off your plate. The leadership team must report directly to the Integrator, who leads the weekly Level 10 Meeting and owns the quarterly Rock execution.

Next, remove yourself from key vendor negotiations, major client management, and banking relationships. Your name should not be required on operational approvals. Document your unique knowledge and transition it to other seats.

When private equity buyers audit the company and see that the Integrator and leadership team have run the business autonomously for six consecutive quarters, their demand for an extended owner employment contract disappears. A simple sixty to ninety day transition consulting agreement becomes sufficient.

Category: Exit Planning

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