Exit and Merger Management
We prepare founders for the sale of the company. We make sure the Due Diligence process runs without surprises and the final price is not lowered by past errors. We conduct talks with the buyer, watching over your financial and personal interests after the transaction. With us, an exit is the beginning of a new stage, not the loss of a life's work.
Preparation for investment exit
Selling a technology company is not an ordinary transaction. It is a game for control over the result of your many years of work. At Alians Business Diplomacy, we know that money likes silence, but the sales process is often loud and brutal. In 2023, we helped 14 founders go through this stage without losing valuation at the last minute. The biggest threat is gaps in documentation that the buyer brings to the table two days before signing the contract to force a price reduction of 12% or 15%. We close these gaps before anyone asks about them.
Audit before Due Diligence
Before you let the buyer's lawyers into your documents, we do our own review. Hard facts decide the strength of your bargaining chip. We check 83 key points in your contracts with developers and contractors. We look for unclear clauses on copyright transfer that could block the transaction. In one project in Katowice, carried out in March 2024, we found a missing signature on a 2021 contract. Fixing this error before the official examination started saved the owner 240,000 PLN in potential contractual penalties.
Tight share structure
We lead the process so that your share structure is transparent and resistant to attacks. Buyers often look for hooks in old funding rounds or in business angel agreements. We make sure that every document is consistent with the current legal status. If there is a mess in your Cap Table, we will organize it within 5-7 weeks. We act specifically: we analyze resolutions, minutes, and KRS entries. Thanks to this, during the actual negotiations, you focus on the price, not on explaining errors from 4 years ago.
- Verification of 99.7% of IP contracts with key developers.
- Analysis of risks in contracts with VC funds from previous years.
- Preparation of a Data Room that shortens the process by 19 business days.
- Participation in negotiations as a buffer between you and the buyer.
Diplomacy in price negotiations
Negotiations are not just numbers; they are psychology and strategy. Founders are often too emotionally tied to their company, which buyers use to drive down the price. Alians Business Diplomacy enters the game as a cool advisor. Our task is to maintain the original valuation. In the third quarter of 2024, we saved 3.2 million PLN of the transaction amount for a software house, blocking a renegotiation attempt based on alleged gaps in service guarantees. The money must match in your account, not just in a letter of intent.
Post-transaction protection
An exit does not end with a bank transfer. There are non-competition clauses, earn-out mechanisms, or liability for hidden defects. We make sure these commitments do not become a trap for you for the next 3 years. We construct safe clauses that allow you to leave the company on your terms. Sometimes we advise against a sale if the post-transaction conditions are too risky. An honest conversation about risk is more important to us than closing a transaction at all costs. Heads-up: the preparation process is best started at least 6 months before the planned listing of the company for sale.
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