tyler-smith.com · Questions & Answers

We eliminated founder key-person risk, but our chief estimator and lead developer hold all proprietary technical knowledge. How do buyers evaluate non-founder key-person risk, and how do we de-risk these single points of failure?

Buyers evaluate non-founder key-person risk just as aggressively as founder dependence. If your chief estimator or lead developer walks out the door thirty days post-close with the institutional memory of how your product is priced or built, the buyer's projected returns collapse. Institutional acquirers view this as an unhedged operational liability. They will price that risk directly into the deal by demanding aggressive earnout structures, larger escrow holdbacks, or contingent closing conditions tied to long-term employment agreements.

To remediate this risk on your exit runway, you must institutionalize their knowledge using the EOS® Core Processes component. Document their weekly workflows down to the 20 percent of activities that drive 80 percent of the results. Make sure that intellectual property belongs explicitly to the entity, not inside an individual's head. Next, evaluate the seat on your Accountability Chart. If one seat holds specialized technical execution, split the role into strategy and technical execution, or hire a direct understudy who demonstrates GWC™ (gets it, wants it, has the capacity to do it).

Finally, institute cross-training as a formal quarterly Rock. Have your lead specialist train their designated backup through shadowed Level 10 Meeting™ scorecards and joint client or code reviews. By the time a buyer initiates diligence, your data room must demonstrate that if that key specialist resigns tomorrow, the company's operating rhythm, technical delivery, and pricing accuracy will continue uninterrupted.

Category: Exit Planning

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