Wear two sets of glasses when signing customer or supplier contracts
I recently met with the owner of a business and we were discussing my 5 step campaign for building company value. Overall he felt pretty good that his company might one day command an above market valuation and from the sounds of it, he was doing a nice job of building value. He asked me for a few examples of areas where business owners get surprised at time of exit. I shared one particular one relateing to contracts and agreements his company has signed over the years. I asked him if he has signed any customer contracts with a clause buried within that provide for shaing of his Intellectual Property (IP) with the customer as a result of adding his component in to theirs. I asked him if he has signed any customer contracts with "Right of First Refusal" or "Change of Control" clauses contained within the document. He said he felt pretty good that he was clear in this regard but was going to check. Just a day later he called and said his CFO checked and they had in fact two customer contracts, one where IP was being shared and the other where the customer had the Right of First Refusal if he ever decided to sell his business. On one hand he's glad this issue was surfaced now as he is still a few years from exiting, but I'm now assisting him in figuring out how to re-negotiate both contracts which is going to take some time to navigate. He is also revisiting his internal process for review and approval of all contracts so he's not just wearing glasses that ensure what's best for his company but also putting on the glasses of the future potential acquirer and how they might view the contract and its potential impact on the value of the overall company. To read about the 5 critical steps you should be taking now with your company to one day optimize its value at exit, (click here for article).
