In this episode, deal lawyer Chad Williams, Partner at Lamb McErlane, shares insider strategies for founder-CEOs preparing to exit. From why every founder needs a dedicated M&A lawyer to how to handle LOIs, earnouts, and non-competes, Chad walks through the full deal lifecycle. Learn what to do a year before selling, how to protect yourself post-sale, and how to avoid common legal traps that erode value. This conversation is packed with actionable legal insights for founders navigating the complex world of business exits.

Key Takeaways

• Engage a deal-specific lawyer early—ideally 12+ months before selling.
• Build a diligence-ready data room well in advance of marketing the company.
• Always know your walkaway point—emotionally and financially—before starting negotiations.
• Earnouts are risky; structure clear terms or avoid them entirely.
• Get clarity on whether the deal will be structured as an asset or equity sale.
• Use rep and warranty insurance to minimize post-close liability.
• Align internal deal team and external advisors around clear objectives and must-haves.
• Plan early for what comes after the exit—professionally and personally.

Links & Resources

• Chad Williams
  • Website: www.lambmcerlane.com
  • LinkedIn: Chad Williams on LinkedIn

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