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RF-07MODERATEnegotiate hard or walk

Key-Employee Risk

How do you protect against key employees leaving after an acquisition?

One or two people carry the technical work, the top sales, or the customer relationships. No succession plan for any of them.

What to ask for

Suspecting a flag is not the same as verifying one. These are the documents and signals that turn a hunch into a decision.

  • Tenure and compensation by role, with the two or three outliers explained.
  • Who holds the certifications the business cannot operate without.
  • Which employees customers ask for by name.
  • Whether anyone has an employment agreement at all, and what it says about competing.

The question to ask the seller

Who are the two or three people this business cannot lose, and are they staying after the sale?

Ask it in those words. A seller who answers straight is telling you something. A seller who dances is telling you more.

What it does to the price

The people who can leave are usually the ones who can take revenue with them. Key-employee risk and customer concentration are frequently the same risk wearing two labels.

What to do about it

Retention agreements signed before closing, not promised after. If someone irreplaceable has already decided to leave, cut the price to the business that remains, or walk.

The rule

Retention agreements before closing. If someone irreplaceable is leaving, cut the price or walk.

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