Tag Archives: Walk Away

How Do You Prepare and Engage in an Effective Negotiation? Five Points

Situation: The CEO of a company is engaged in an important negotiation. There is a debate within the management team regarding the best way to prepare and engage in this negotiation. How do you prepare and engage in an effective negotiation?

Advice from the CEOs:

  • In any situation where a decision between two parties is to be decided preparation is critical.
    • Start with the basics. What is the bottom line that the company wants or needs to achieve?
    • Once the bottom line is identified, determine the strategy and what will be required to achieve this.
  • The most important question is why an agreement is being sought. What is the objective and what does a win or a win-win look like? How are they different if they are?
  • When meeting with the other party, listen with understanding.
    • Start by establishing norms to govern the discussions. These may include: one person speaking at a time, being up-front about objectives and positions, and the length of the discussion.
    • Avoid the distraction of thinking about the next move – know the possible moves in advance as well as the conditions and consequences associated with them.
    • Be prepared to tell the story of where the company wants to go any why the goal is important for both parties.
  • Good decisions between parties are based on trust.
    • Be trusting until given a reason not to be.
    • Point out items or statements that challenge trust and ask for clarification.
  • A Peer-to-Peer approach is the best alternative.
    • Look for equal give and take. Keep the conversation and negotiation balanced.
    • Don’t start with your real bottom line. Ideally, work with the other party in give and take until it is achieved.
    • Be willing to walk away if the discussion won’t fulfill the company’s needs; but if this is necessary, do it courteously. Leave the door open for possible future opportunities.

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How Do You Preserve Exit Strategy Value as a Minority Owner? Five Points

Situation: A company has been in business for 38 years. The majority owner founded the company. One of two minority owners has obtaining her share position through sweat equity. Another minority owner is on the Board but is not involved in the day-to-day operations. There are buy-sell agreements in place to preserve the interests of the three owners. In the case of an exit how do the minority owners preserve the value of their shares of the company? How do you preserve exit strategy value as a minority owner?

Advice from the CEOs:

  • Details of the current arrangement:
    • All partners are currently capped at 33% ownership.
    • The expectation is that in 10 years the two minority owners will buy out the principal owner and split ownership between themselves.
  • It is far better to negotiate potential ownership position up front – at the time of entry into a business, rather than along the way. As this apparently was not the case the minority owner has two points of leverage:
    • The minority owner has a good relationship with the principal owner, a very important factor, and the owner cares about the minority owner.
    • As the minority owner develops a track record of success, this should be leveraged in addition to the relationship to assure that the interests of the minority owners are preserved.
  • Additional key points of leverage of the minority owner asking the question:
    • The option to walk away as principal manager of the business if not happy with the situation.
    • Upside value of the company.
    • The desire of all owners to maintain their current life-styles, which are dependent on income from the business.
  • Separate management and control of the business entity from day-to-day operations. These are distinct and different areas of focus.
  • Another option to consider is the use of insurance policies to fund a buy-out of the majority owner.

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